INTERIM REPORT 2021 - Oakley Capital Investments

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INTERIM REPORT 2021 - Oakley Capital Investments
INTERIM REPORT 2021
INTERIM REPORT 2021 - Oakley Capital Investments
OUR OBJECTIVE
Oakley Capital Investments (‘OCI’) aims to provide
shareholders with consistent long-term returns in excess of
the FTSE All-Share Index by providing exposure to private
equity returns, where value can be created through market
growth, consolidation and performance improvement.

OUR STRATEGY
OCI (the ‘Company’) provides liquid access to a portfolio
of high-quality private companies and market-leading
returns by investing in the Funds managed by Oakley
Capital (‘Oakley’). Oakley invests in businesses across
Western Europe in three distinct sectors – Technology,
Consumer and Education – with a clear focus on digital
business models.

    www.oakleycapitalinvestments.com
INTERIM REPORT 2021 - Oakley Capital Investments
Overview          Strategic Report   Oakley Funds   Portfolio Companies   Supplementary Information   Financial Statements   01

CONTENTS
Overview

02 Why invest?
03 Financial highlights
04 Portfolio activity
05 Chair’s statement
07 At a glance
09 Portfolio overview

Strategic Report

13 The Oakley difference
14 Investment Adviser’s report
16 Environmental, Social and Governance
17 Investment Adviser’s approach

Oakley Funds

21 Overview of Oakley Funds
23 OCI NAV overview
26 Outstanding commitments of OCI
27 Overview of OCI’s underlying investments

Portfolio Companies

31 Technology portfolio companies
36 Consumer portfolio companies
39 Education portfolio companies

Supplementary information

44 Directors’ report
45 Principal risks and uncertainties
48 Shareholder information
49 Why invest in listed private equity?

Financial Statements

51 Consolidated statement of comprehensive income
52 Consolidated balance sheet
53 Consolidated statement of changes in equity
54 Consolidated statement of cash flows
55 Notes to the Consolidated Interim Financial Statements
75 Directors and advisers
76 Glossary
INTERIM REPORT 2021 - Oakley Capital Investments
Overview              Strategic Report      Oakley Funds          Portfolio Companies      Supplementary Information   Financial Statements   02

WHY INVEST?

OCI investors
gain liquid
access to a              MARKET-LEADING                               HIGH-QUALITY                                             REPEATABLE
                            RETURNS                                PORTFOLIO COMPANIES                                          SUCCESS
differentiated
model of private     Market-leading and consistent returns
                     drive capital growth for shareholders.
                                                                     Returns are driven by profit growth in
                                                                     a high-quality portfolio of companies
                                                                                                                      OCI benefits from its partnership with
                                                                                                                         Oakley, whose success is built on

equity investing     OCI’s ten-year total shareholder return
                      is 158% versus 70% delivered by the
                                                                    across Western Europe. Their business
                                                                      models are predominantly focused
                                                                                                                     proprietary origination, with over 75% of
                                                                                                                     deals being uncontested. Central to the

that delivers                   FTSE All-Share.                      on tech-enabled services and digital
                                                                     platforms that have delivered strong
                                                                                                                     ability to repeatedly source and execute
                                                                                                                      attractive deals is Oakley’s established

consistent                                                           trading performance, despite global
                                                                             economic disruption.
                                                                                                                     network of successful business founders
                                                                                                                       and entrepreneurs who help identify

returns.                                                                                                                  opportunities and drive growth.
INTERIM REPORT 2021 - Oakley Capital Investments
Overview                   Strategic Report                Oakley Funds                   Portfolio Companies          Supplementary Information             Financial Statements          03

FINANCIAL HIGHLIGHTS

                                   OCI performance
                                   Net Asset Value (‘NAV’)                     Total NAV return                            Five-year p.a. total return                   Total shareholder return
      The Company’s                The NAV of the Company at                   The total NAV return for the six-month      The five-year annualised total NAV            As at 30 June 2021, the share price
      NAV per share                30 June 2021 was:                           period to 30 June 2021 was:                 return to 30 June 2021 was:                   was 364p, with a total shareholder
                                                                                                                                                                         return for the six month period of:
        increased in
       the period by               £   804 m                                   11%                                         17%                                           28%
     42 pence to 445               Jun 21                           £804m       Jun 21                    11%               Jun 21                                17%                    Jun 21        28%

     pence per share.              Dec 20                       £728m           Jun 20 4%                                   Jun 20                          16%          -19%   Jun 20

                                   Dec 19                     £686m             Jun 19                              14%     Jun 19                 12%                                   Jun 19            33%

                                   OCI balance sheet and distributions
                                   Cash                                        Outstanding fund                            Dividend
                                                                               commitments
                                   Total cash reserves of the                  Total outstanding fund                      Total dividend payments for
                                   Company as at 30 June 2021                  commitments of the Company                  the six month period ending
                                   were 21% of NAV:                            as at 30 June 2021 were:                    30 June 2021 were:

                                   £172 m                                      £   438 m                                   2.25 pence
                                   Jun 21                  £172m                Jun 21                    £438m             Jun 21                           2.25p

                                   Dec 20                           £223m       Dec 20                            £512m     Jun 20                            2.25p

                                   Dec 19   £49m                                Dec 19                    £429m             Jun 19                            2.25p

                                   Portfolio companies
                                   LTM EBITDA growth                           EV/EBITDA multiple                          Net debt/EBITDA ratio

                                   35%                                         12.3x                                       3.5x
                                   Jun 21                             35%       Jun 21                             12.3x    Jun 21                         3.5x

                                   Dec 20           20%                         Dec 20                            11.8x     Dec 20                                3.9x

                                   Dec 19                       30%             Dec 19                             12.1x    Dec 19                           3.7x

                                   OCI assesses its performance using a variety of measures that are not specifically defined under IFRS and are therefore termed Alternative Performance Measures (‘APMs’).
                                   These APMs have been used as they are considered by the Board to be the most relevant basis for shareholders in assessing the performance of the Company. The APMs used
                                   by the Company are listed in the Glossary, along with their definition/explanation, their closest IFRS measure and where appropriate, reconciliations to those IFRS measures.
INTERIM REPORT 2021 - Oakley Capital Investments
Overview                       Strategic Report             Oakley Funds          Portfolio Companies      Supplementary Information    Financial Statements          04

  PORTFOLIO ACTIVITY

  An active period for investments
  by the Oakley Funds
      Investments – £95 million invested1
   idealista                                                    Dexters                                                                          ECOMMERCE ONE                                      ICP Education
   OCI investment £43m                                          OCI investment £13m                                                              OCI investment £6m                                 OCI investment £27m

   Fund IV acquired a minority stake                            Fund IV acquired a controlling                                                   The Origin fund completed the acquisitions         Fund IV completed the acquisition
   in idealista, the leading online                             stake in Dexters, London’s                                                       of Afterbuy and DreamRobot, two leading            of a majority stake in ICP Education,
   real estate classifieds platform                             leading independent                                                              providers of e-commerce in German-                 a leading independent group of
   in Southern Europe, present in                               chartered surveyor and                                                           speaking Europe, together creating the             UK children’s nurseries.
   Spain, Italy and Portugal.                                   estate agent.                                                                    ECOMMERCE ONE Group.

                                          February                                                                           April                                                                                                   July

January                                                                               March                                                                     May                              June

                                                               IU Group                                      Daisy                                   Daisy
                                                               Refinancing – £29m                            Partial exit – £5m                      Debt repayment – £17m
                                                               OCI proceeds                                  OCI proceeds                            OCI proceeds

                                                               IU Group (formerly CPG)                       Fund II sold its stake in the           Following the sale of the Digital
                                                               completed a refinancing                       Digital Wholesale Solutions             Wholesale Solutions division,
                                                               resulting in a distribution                   division of the Daisy Group,            all outstanding OCI loans and
                                                               to Fund III.                                  the UK’s leading independent            interest were repaid.
                                                                                                             communications, IT and cloud
                                                                                                             services provider.

   1
       All investments on a look-through basis. The timeline excludes direct debt and bolt-on investments.          Realisations – £51 million realised1
INTERIM REPORT 2021 - Oakley Capital Investments
Overview                Strategic Report          Oakley Funds           Portfolio Companies      Supplementary Information     Financial Statements   05

CHAIR’S STATEMENT

                                                                       11%                                                c. 400k
                                                                       Six-month total NAV return                         Average daily share liquidity

Digital focus       It is very pleasing to report that amidst the
                    ongoing disruption caused by COVID-19, OCI
                                                                       Another example of strong performance is
                                                                       market-leading property portal idealista, a
                                                                                                                          New investments
                                                                                                                          We are encouraged to see the same digital
underpins           has continued to perform strongly during the
                    period, sustaining a pattern of above-average
                                                                       new platform investment completed early
                                                                       this year which is already reporting robust
                                                                                                                          focus informing new investments. In addition
                                                                                                                          to idealista, Oakley made three platform
NAV growth          returns. EBITDA growth of 35% across the
                    investment portfolio underpinned a total NAV
                                                                       growth thanks to growing demand across
                                                                       Southern Europe.
                                                                                                                          investments during the period, including
                                                                                                                          ECOMMERCE ONE whose software supports
and new             return per share of 11% in the six-month period
                    (and 26% over 12 months), thanks to the            There is a common thread running through
                                                                                                                          online sales for merchants across German-
                                                                                                                          speaking Europe. This transaction essentially
investments.        pronounced digital focus of the companies in       these stories that also touches so many more
                                                                                                                          combines one business introduced through the
                    the portfolio, as well as the active management    Oakley Fund companies: the growth in global
                                                                                                                          Oakley Network of entrepreneurs with another
                    provided by the Funds’ adviser Oakley Capital.     internet usage. This is by no means a new
                                                                                                                          company, which demonstrates yet again
                    OCI has also benefitted from Oakley’s ability      megatrend, but it has gained potency during
                                                                                                                          the Investment Adviser’s ability to execute
                    to continue sourcing promising investment          COVID-19 as more businesses and consumers
                                                                                                                          complex transactions in a much sought-after
                    opportunities at attractive valuations, and        shift to online, driving demand for the services
                                                                                                                          sector by leveraging its connections to source
                    several new investments were made by the           and products that Oakley’s portfolio provides.
                                                                                                                          leading opportunities, outside a traditional,
                    Funds during the period, laying the foundation     For example, WebPros’ webhosting “software-
                                                                                                                          often expensive auction process.
                    for future growth.                                 as-a-service” today supports the operations
                                                                       of more than 80 million websites around the
                                                                       world, Grupo Primavera is helping thousands        Cash and Commitments
                    Digital sweet spot
                                                                       of Iberian SMEs to migrate their IT systems        A healthy cash balance provides firepower
                    While some of our underlying companies                                                                for new investments. At the end of the period,
                                                                       to the cloud. Meanwhile, more and more
                    remain affected by the pandemic, the Board                                                            OCI had no debt and cash reserves of £172m,
                                                                       consumers are logging on to 7NXT’s online
                    is pleased to see how many businesses                                                                 amounting to 21% of NAV. The Board believes
                                                                       fitness classes and nutrition plans. The digital
                    continued to perform well, led most notably                                                           this puts OCI in a strong position to take
                                                                       focus of the portfolio means that over 75% of
                    by IU Group (formerly Career Partner Group).                                                          advantage of a promising period for fresh
                                                                       revenues are recurring or subscription-based,
                    The tech-focused education business was                                                               investments in existing Oakley Funds and
                                                                       providing a degree of income certainty.
                    one of the biggest contributors to NAV                                                                the opportunity to commit to future funds.
                    growth and is now Germany’s largest and                                                               History shows that, on average, fund vintages
                    fastest-growing university, buoyed by                                                                 that follow a macroeconomic downturn tend
                    increased demand for quality online learning.                                                         to outperform.
INTERIM REPORT 2021 - Oakley Capital Investments
Overview                Strategic Report          Oakley Funds           Portfolio Companies      Supplementary Information     Financial Statements      06

CHAIR’S STATEMENT
CONTINUED

                         Environmental, Social and                          Discount                                            Dividend
                         Governance & sustainability                        At OCI we strongly believe that improved,           In April, a final dividend of 2.25 pence
                         At OCI we are committed to promoting               more frequent communications will help              per share was paid for the period ended
                         responsible investing as a way to de-risk          shareholders and would-be investors to better       31 December 2020. We are pleased to
                                                                            understand our underlying investment strategy,      announce that an interim dividend of 2.25
   The Board has         investments and support value creation, since
                         research shows that companies with higher          our portfolio and the drivers of NAV growth.        pence per share will be paid in October 2021.
 made it a priority to   ESG scores tend to outperform the wider            While OCI’s share price currently sits below
improve shareholder      market. Oakley integrates ESG considerations       the NAV per share, we are confident that
                                                                            these measures, together with ongoing share
                                                                                                                                Outlook
                         throughout its investment cycle, from                                                                  Whilst the global economy has generally
communications and       origination to growth and exit. We have been       buybacks and repeated performance, will             rebounded strongly from the depths of
 boost transparency.     encouraged by Oakley’s further investment          help the price to better reflect the quality and    COVID-19, the ongoing pandemic continues
                         in its ESG capabilities, this period helping       recurring growth of our underlying assets.          to cause uncertainty for certain businesses.
                         portfolio companies to adopt more sustainable                                                          In this environment, it is reassuring to see
                         business practices. This is already beginning      Share purchases                                     that our underlying portfolio companies have
                         to bear fruit: two companies, Alessi and North     The Board is committed to continuing its            continued to perform well, thanks to the digital
                         Sails Apparel, have achieved coveted B Corp        programme of share buybacks as an essential         focus of their business models, and a strong
                         status. In addition, OCI is developing its own     tool for value creation, while pursuing a           focus on active management, which you can
                         direct Corporate Social Responsibility strategy    careful approach to cash management that            read more about in the Investment Adviser’s
                         to roll out in due course.                         balances buybacks with cash inflows, the            report on page 15. At the same time, Oakley
                                                                            pace of existing Fund investment and possible       has continued its solid track record in sourcing
                         Transparency in communications                     future Fund commitments. Post-period end,           promising, proprietary investments, thereby
                         The Board has made it a priority to enhance        the Board authorised a buy-back of 2 million        avoiding the more expensive deals that bedevil
                         shareholder communications and boost               shares, which were acquired and cancelled           the wider private equity industry, thus laying
                         transparency by further developing our digital     at a price of 354p. It is also pleasing to          the foundations for future, sustainable NAV
                         communications. Last year we invested in           see sustained share purchases by Board              growth. The Board is pleased to underline
                         producing our inaugural digital Annual Report,     members and Oakley partners during the              that we remain confident in the long-term
                         supported by interactive graphics and video.       period, and their combined holding has now          outlook for the Oakley Funds and their ability
                         We are incredibly pleased that this has been       reached 11%, ensuring that the interests of         to continue generating consistent value
                         recognised by industry body the Association        the Board and Oakley Capital are aligned            for investors.
                         of Investment Companies (‘AIC’) which              with our shareholders. At the same time, the
                         awarded OCI “Best Report and Accounts              shareholder registry has further diversified, and   Caroline Foulger
                         2021 – Alternative”. To boost communication        the top ten shareholders’ combined holding          8 September 2021
                         and transparency further we have taken the         has fallen further from 80% in 2018 to 64% as
                         decision to increase the frequency of OCI’s        at 30 June 2021. We continue to welcome an
                         NAV reporting to the market by moving to           increasing number of private investors onto
                         quarterly updates commencing in 2022.              the register, attracted by the liquid access and
                                                                            superior returns that OCI provides.
INTERIM REPORT 2021 - Oakley Capital Investments
Overview                      Strategic Report               Oakley Funds                   Portfolio Companies             Supplementary Information          Financial Statements   07

AT A GLANCE

                    OCI provides access to the performance of a portfolio of private companies through both
                    its investments in the Oakley Capital managed Funds and its direct investments.

     Returns
 driven by profit
growth in a high-          Oakley Fund investments                                          Direct investments                                                Cash and other
quality portfolio          Total                                                            Total                                                             Total
 of companies.             £   474.6 m                                                      £   157.9m                                                        £171.9m
                           % of OCI NAV                                                     % of OCI NAV                                                      % of OCI NAV

                           59%                                                              20%                                                               21%

                                Read more on page 27                                              Read more on page 28                                             Read more on page 26

                                                                Technology: £243.9m                                Consumer: £308.0m                                  Education: £214.1m
                                 Total                           HY21                           £243.9m              HY21                           £308.0m             HY21                   £214.1m

                               Portfolio1                        FY20                 £184.9m                        FY20                    £260.6m                    FY20                £192.7m

                                                                 FY19                           £247.9m              FY19                 £236.6m                       FY19                      £231.5m
                               £766.0m

                                                                     Read more on page 31                               Read more on page 36                               Read more on page 39

                    1
                         he Total Portfolio is the fair value of OCI’s investments, made up of the Oakley Funds’ investments on a look-through basis, and OCI’s direct investments.
                        T
                        See the Glossary for a reconciliation of the Total Portfolio to OCI’s NAV.
INTERIM REPORT 2021 - Oakley Capital Investments
Overview                                        Strategic Report              Oakley Funds              Portfolio Companies                Supplementary Information    Financial Statements    08

AT A GLANCE
CONTINUED

                   NAV per share since inception (£)

 NAV per share
                                       4.50
                                                                                                                                                                          4.45
                                       4.00
  of 445 pence,                                                                                                                                                    4.03

 outperforming
                                       3.50

                                       3.00
                                                                                                                                                        3.45                          £    4.45
 FTSE All-Share                        2.50                                                                                                      2.81                                 Continued strong NAV
  Index for the                        2.00                                                                                 2.31
                                                                                                                                          2.45                                        growth in 2021.

 last ten years.                       1.50                               1.68     1.71
                                                                                           1.81
                                                                                                    2.00      2.01   2.00

                                                                   1.41
                                       1.00
                                                0.99      1.08
                                       0.50

                                         0
                                                2007     2008      2009   2010     2011    2012     2013      2014   2015   2016      2017       2018   2019      2020    HY21

                                                NAV per share

                   OCI long term performance vs Indices

                                       400

                                       350

                                       300
                                                                                                                                                                                      158%
                   Performance Index

                                       250
                                                                                                                                                                                      Significant outperformance
                                       200                                                                                                                                            versus FTSE All-Share Index
                                                                                                                                                                                      continued in 2021.
                                       150

                                       100

                                        50

                                         0
                                         2011    2012            2013       2014          2015         2016          2017          2018          2019           2020       2021

                                              OCI       FTSE All-Share
Overview                  Strategic Report              Oakley Funds                 Portfolio Companies          Supplementary Information           Financial Statements   09

PORTFOLIO OVERVIEW

                               Portfolio breakdown by Company
                               Look-through investments in the Oakley Funds and direct investments.
                                                                                              ACE Education
     OCI invests                                                          Ocean Technologies Group                         WebPros
   in a diversified                                                                 ICP Education                                    idealista
 portfolio of private                                                          Schülerhilfe
                                                                                                                                           Facile
equity assets via the
 Oakley Funds and                                                                                                                                TechInsights
                                                                         IU Group
 direct investments.                                                                                                                              Grupo Primavera
                                                                                                                                                  Contabo
                                                                                                                                                 7NXT
                                                                                                                                                 Daisy
                                                                          Dexters
                                                                                                                                                 atHome
                                                                   Iconic BrandCo
                                                                                                                                                 ECOMMERCE ONE
                                                                 Windstar Medical                                                            North Sails

                                                        Wishcard Technologies Group
                                                                                                                                   North Sails direct debt
                                                                                            Time Out

                             Technology                                                 Consumer                                                    Education
                                WebPros                                  £55.6m           North Sails                            £145.2m             IU Group                              £99.0m
                                idealista                                £41.5m           Time Out                                 £73.0m            Schülerhilfe                          £45.9m
                                Facile                                   £40.3m           Wishcard Technologies Group              £29.4m            ICP Education                         £26.9m
                                TechInsights                             £25.8m           Windstar Medical                         £29.2m            Ocean Technologies Group              £26.5m
                                Grupo Primavera                         £22.6m            Iconic BrandCo                           £16.5m            ACE Education                          £15.8m
                                Contabo                                  £18.4m           Dexters                                  £14.7m
                                7NXT                                     £13.9m
                                Daisy                                    £11.5m
                                atHome                                    £8.5m
                                ECOMMERCE ONE                             £5.8m

                                                            £   243.9m                                                 £   308.0m                                                    £   214.1m
                             Three portfolio companies were re-branded in the period – IU Group (formerly CPG); ACE Education (formerly AMOS) and Grupo Primavera (formerly Ekon).
Overview                Strategic Report       Oakley Funds             Portfolio Companies     Supplementary Information    Financial Statements   10

PORTFOLIO OVERVIEW
CONTINUED

                            Leading impact on NAV

                                                                                                                                      Wishcard Technologies
 Strong portfolio               Time Out                         IU Group                           TechInsights
                                                                                                                                      Group
     company
                                Share price growth                Student intake growth             Trading performance                Total last 12 months
performance drives              of 68%                            of 70% vs the prior year          increased fair value               (‘LTM’) voucher sales
    NAV uplift.                                                                                     by 80%                             growth of 104%

                                Time Out successfully             IU Group has continued to         TechInsights has                   Wishcard Technologies
                                completed an equity raise         sustain very strong results       performed strongly                 Group has had another
                                of £17 million to further         during H1 2021, achieving         in H1 2021. Following              period of strong
                                strengthen the company’s          significant financial growth      a challenging market               performance in H1 2021.
                                balance sheet in response         and increased student             environment in 2019 and            This has been driven by
                                to the impact of COVID-19.        numbers. In online studies,       2020, the semiconductor            like-for-like store growth
                                As a result, Time Out’s           H1 2021 student intake            industry is expected               and the increased voucher
                                share price rebounded.            growth has exceeded               to recover throughout              distribution to new
                                Also in the period, all six       expectations and Dual             the latter half of 2021.           retailers, as well as strong
                                Time Out Markets re-              Studies has shown positive        TechInsights remained              growth across B2B and
                                opened following a period         signs of recovery following       resilient throughout this          online channels. Despite
                                of temporary closure              the lack of hospitality and       negative cycle and is              the lockdowns in Germany,
                                during lockdowns as a             travel opportunities last         recording positive growth          the business continued to
                                result of COVID-19. The           year. Student intake is 70%       against the prior year. The        trade well as products are
                                re-opening of the markets         higher than in 2020, with         business continues its shift       sold in grocery stores, fuel
                                has enhanced the use of           a marked increase in the          towards recurring revenues         stations and supermarkets.
                                the newly launched Time           number of new enrolments          and the transition has             As essential retailers, these
                                Out Market app which              for Autumn 2021.                  been accelerated by the            types of stores remained
                                enables contactless                                                 acquisition of IHS Markit’s        open throughout the
                                transactions with order &                                           Teardown division.                 restrictive measures.
                                pay at table, home delivery
                                and collection.

                            +16p                                +15p                              +6p                                +5p
                            NAV per share uplift                NAV per share uplift              NAV per share uplift               NAV per share uplift

                                 Read more on page 37              Read more on page 40               Read more on page 33              Read more on page 37
Overview   Strategic Report   Oakley Funds   Portfolio Companies   Supplementary Information   Financial Statements   11

Strategic Report

13 The Oakley difference
14 Investment Adviser’s report
16 Environmental, Social and Governance
17 Investment Adviser’s approach
Overview                 Strategic Report   Oakley Funds   Portfolio Companies   Supplementary Information   Financial Statements   12

        New investment:
       ECOMMERCE ONE
 Oakley’s Origin Fund made its second investment in the first half
of the year into Afterbuy and DreamRobot, two leading providers
of e-commerce software in German-speaking Europe, which have
 been combined to become ECOMMERCE ONE. The acquisition
marks the beginning of a strategy aimed at solidifying the Group’s
  position as the market-leading provider for small and medium-
 sized online merchants in the DACH region. Oakley will support
 the growth of the businesses through its operational experience
and software buy-and-build expertise, drawing on its track-record
        of successful investments in the technology sector.

   ECOMMERCE ONE, a deal introduced to Oakley by Valentin
   Schütt, who they partnered with on Oakley Capital Fund IV’s
 investment in Wishcard Technologies Group, represents another
example of Oakley’s repeated partnering with talented and trusted
  business founders, who help to uncover attractive opportunities
              that others may not be able to access.
Overview   Strategic Report       Oakley Funds    Portfolio Companies   Supplementary Information     Financial Statements   13

THE OAKLEY DIFFERENCE

                                                                                                                                   ative
                                                                                                                                  e
                                                                                                                                Cr
                                                                                                                                    The ability and
     The foundation of                                                                                                           experience to tackle
                                                                                                                              complex transactions and
    Oakley’s success is                                                                                                        release unseen pockets
                                                                                                                                       of value.
   built on its proprietary
                                                                                                                                        Over 40%
   origination, with over                                                                                                        of deals are carve-outs.
    75% of deals being
                                                             nected
        uncontested.                                        n
                                                          Co
                                                        An established network
                                                       of business founders that
                                                       identify opportunities and
                                                              drive growth.
                                                                  Over 20
                                                      successful entrepreneurs have
                                                      been backed by Oakley, many

         aborative
                                                         on repeated occasions.

      oll
 C

      Entrepreneurial, open,
      decisive and focused
       on building lasting
          partnerships.
           Over 80%
     of deals have Oakley as the
     Company’s first PE investor.
Overview                     Strategic Report   Oakley Funds           Portfolio Companies        Supplementary Information    Financial Statements      14

 INVESTMENT ADVISER’S
 REPORT

    Oakley’s effective
                                                                                35%                                                  4
                                                                                Average LTM EBITDA growth                            New investments in the period
   origination strategy
means the firm continues
  to unearth attractive,
                           Private equity reaches new heights                   shopping, the migration of business IT to the        The opportunity to invest in ECOMMERCE
 proprietary investment                                                         cloud and the increasing international demand        ONE was introduced to us by a German tech
                           It is a testament to the resilience of private
      opportunities.       equity that the industry has rebounded so            for quality, accessible education. EBITDA            entrepreneur with deep sector expertise who
                           strongly since the depths of the pandemic.           growth is also supported by a programme              Oakley had previously partnered with on its
                           Over the past 18 months, deal-making and             of investment to help portfolio companies            investment in consumer technology company
                           fundraising have surged to new records, and          realise their full potential. During the period,     Wishcard Technologies Group in 2019. The
                           private equity firms are now sitting on more         Oakley continued to enable management                ECOMMERCE ONE deal, completed in June
                           than $2.2 trillion of so-called “dry powder”1        teams to recruit key talent, professionalise         this year, demonstrates the effectiveness of
                           ready to pour into new investments. That             their business models by enhancing business          Oakley’s entrepreneur network for sourcing
                           is pushing up valuations, especially in the          processes and controls, transform their              proprietary deals as well as leveraging valuable
                           “hot” sectors that have performed so well            digital marketing and e-commerce offerings           market insights to help assess opportunities.
                           during the pandemic, such as technology and          and execute transformational M&A. A strong           Proactive sector screening is another key
                           business software. This market exuberance            example of this is Ekon’s recent combination         part of Oakley’s origination strategy. Our
                           inevitably raises investor concerns about the        with PRIMAVERA to create Iberia’s leading            investment in children’s nursery group
                           impact it may have on future returns as more         independent provider of business software,           ICP Education followed a detailed sector
                           money chases fewer deals. The good news              with a mission to help thousands of SMEs in          screening exercise that identified attractive
                           is that Oakley’s effective origination strategy      the region to migrate their IT systems to the        and compelling market drivers in early years
                           means the firm continues to unearth attractive,      cloud. Oakley’s focus on sustainability and          education. ICP also builds on our significant
                           proprietary investment opportunities in sought-      ESG factors, the screening process pre-              experience as one of the most active investors
                           after sectors. At the same time, Oakley’s            investment and through ownership to exit, not        in Europe’s education sector. Meanwhile, our
                           portfolio of tech-enabled businesses continues       only helps mitigate investment risk, but helps       investment in London estate agents Dexters
                           to profit from the exciting megatrends that          build value by de-risking business models            demonstrates our willingness to embrace
                           have accelerated during the pandemic.                for future investors. During the period, North       complex investment situations, building on
                                                                                Sails became the second portfolio company            our track record and capabilities to unearth
                                                                                to gain coveted B Corp status, underlining the       pockets of value that can form the foundation
                           Sustaining EBITDA growth
                                                                                company’s commitment to sustainable growth.          for future market leaders. These latest
                           While some companies remain impacted by                                                                   investments have sustained our long-term
                           COVID-19 restrictions, the majority of Oakley’s      Effective origination                                record: 75% of investments are uncontested
                           investments performed well during the period.                                                             deals and 40% are carve-outs.
                           On average, EBITDA across the portfolio              Oakley has also continued to benefit from an
                           grew 35% over the last 12 months, buoyed by          origination strategy that is proven to uncover
                           growing trends including the shift to online         the most promising investment deals.
                           1
                               Source: S&P Global Market Intelligence.
Overview                 Strategic Report          Oakley Funds           Portfolio Companies    Supplementary Information      Financial Statements      15

INVESTMENT ADVISER’S
REPORT CONTINUED

                        The case for reinvestments                          Hybrid working delivers                           The way ahead
                        The growing surplus of capital in the private       The disruption caused by the COVID-19             As cash-rich private equity investors explore
                        equity market means there is robust interest        pandemic has forced businesses to completely      new strategies to allocate their capital,
    The disruption      in acquiring our businesses when it comes           change the way they work, and private equity      Oakley remains resolutely focused on its core,
    caused by the       to exit, supporting high valuations. Often,         is no exception, with key activities including    proven investment strategy: backing high-
                        Oakley decides to reinvest in its businesses        deal-making and fundraising impacted. Last        growth, attractive private businesses in the
 COVID-19 pandemic      to ensure investors can continue to benefit         year, Oakley successfully raised the maiden       European mid-market. Indeed, we believe this
has forced businesses   from the strong growth of its most promising        Origin fund, largely completing its investor      strategy will continue to provide promising
                        portfolio companies. In 2019 Oakley                 meetings and due diligence virtually. The         opportunities as companies remain private
     to completely      reinvested in WebPros, which has continued          benefits of maintaining a flexible approach       for longer, and more founders turn to private
   change the way       to generate double-digit earnings growth. In        to hybrid working through a mix of working in     equity not just for capital but also to leverage
                        July this year, and immediately after the period    the office and at home, sustained by digital      their know-how and support as they seek to
       they work.       end, Origin reinvested in ACE Education             communications, are very clear: improved          grow their businesses post-pandemic. Oakley
                        alongside France’s Groupe Amaury in order           efficiencies, reach and accessibility across      has a rich pipeline of exciting investment
                        to benefit from the growing demand for              the firm. Better collaboration between teams      prospects thanks to its strong origination
                        quality, vocational higher education across         and across offices supports better outcomes       platform. It has the right sector focus and track
                        Europe. Our collaboration with Amaury also          in terms of finding new deals and building        record, and a well-resourced investment team
                        demonstrates Oakley’s ability to forge deep         successful businesses. The success from           and operating platform, to help companies
                        strategic partnerships with other like-minded       rolling out our hybrid working model without      grow, generate jobs and wealth, and to sustain
                        investors that help to expand our networks and      compromising Oakley’s culture has given us        strong returns for investors
                        capabilities. Our reinvestment in WebPros was       the confidence to expand our geographic
                        made alongside CVC, Europe’s largest private        footprint, even during a pandemic. Oakley’s
                        equity investor. Meanwhile, our partnership         Milan office will open later this year, adding
                        with EQT on idealista builds on our joint           to our existing hubs in London, Munich and
                        collaboration with Facile, Italy’s leading price    Luxembourg, boosting the firm’s ability to find
                        comparison website.                                 new deals, deepen its network and support
                                                                            portfolio companies in an important market
                                                                            for Oakley.

                                                                            75%                                               40%
                                                                            Uncontested deals                                 of deals are carve-outs
Overview              Strategic Report      Oakley Funds           Portfolio Companies   Supplementary Information   Financial Statements   16

ENVIRONMENTAL, SOCIAL AND GOVERNANCE

   We believe that         The Board has endorsed Oakley’s policy to advise on the investment of the Company’s resources in a responsible manner. In the period,
                           Oakley has focused on the following key areas of ESG, consistent with its belief that investing responsibly protects and creates value:
investing responsibly
     protects and
    creates value.

                              Cybersecurity                                  Climate                                        Diversity & Inclusion
                              Cybersecurity maturity                        Oakley has joined initiative                    D&I Committee and working
                              assessments have been                         Climate International (‘iCI’) –                 groups have been formed with
                              undertaken across the portfolio               a private equity action group                   a focus on recruitment, culture
                              (with some still ongoing)                     on climate change, with a                       and training.
                              and bespoke roadmaps                          collective commitment to
                              for improvement have                          understand and reduce
                              been developed.                               carbon emissions of private
                                                                            equity-backed companies
                                                                            and secure sustainable
                                                                            investment performance.
Overview                 Strategic Report       Oakley Funds            Portfolio Companies     Supplementary Information       Financial Statements   17

INVESTMENT ADVISER’S APPROACH

                            Oakley is a leading private equity firm that specialises in investments in high-growth, mid-market companies
                            operating in Western Europe.

                            Oakley invests in ambitious founders and entrepreneurs, building lasting partnerships that lead to many
                            more opportunities. In doing so we overcome complexity, help drive businesses forward and create value
                            for our investors.

                                   KEY                   HOW WE                 CREATING            GENERATING
                                RESOURCES                 INVEST                 VALUE               RETURNS

                            KEY RESOURCES

                                Team                                                 Network                                                        Commitments
                                Experienced team of investment professionals,        Oakley builds close partnerships with
                                entrepreneurs and skilled operators.                 entrepreneurial founders and managers.

                                                                                     They provide an invaluable resource to broaden
                                                                                                                                                        173m
                                                                                                                                                        €
                                                                                     Oakley’s deal introduction network and deepen              Commitments by portfolio
                                                                                     expertise within sector hubs.                             company management teams
                                                                                                                                                 across the Oakley Funds
Overview                      Strategic Report                 Oakley Funds                Portfolio Companies     Supplementary Information      Financial Statements   18

INVESTMENT ADVISER’S APPROACH CONTINUED

                           HOW WE INVEST
                                 Sector                                         Primarily Western                             Investment                                  Primary deals
                                 focus                                          European focus                                focus

                                                                                                                                                                                 80%
                                                                                  North America
                                                              Education            Norway
                               Technology                                         France                        DACH
                                                                                                                                    Up to €400m
                                                                                  Spain                                              enterprise                      Deals since inception where
                                                                                                                                        value                        Oakley is a company’s first
                                                                                      Italy
                                                                                                                                                                       private equity investor
                                                            Consumer
                                                                                                          UK

                           CREATING VALUE

                                 Buy-and-Build                                  Growth acceleration                           Business transformation                    EBITDA growth
                                 Creating scale and synergies                   Helping portfolio companies                   Providing support in the transition
                                 through targeted M&A.                          to achieve their full potential
                                                                                with appropriate capital and
                                                                                                                              from entrepreneurial ownership
                                                                                                                              to businesses with scalable and                    35%
                                                                                operational resources.                        sustainable operations.
                                                                                                                                                                     Average LTM EBITDA growth
                                                                                                                                                                    across the underlying portfolio

                           GENERATING RETURNS

                                 Oakley Funds1                                      MM2           IRR 2    OCI’s investment in the Oakley Funds                               Realised IRR

                                                                                                                                                                                 77%
                                 Oakley Fund I (vintage 2007)                     2.1x 36%                 Capital called to date                    £670.8m
                                 Oakley Fund II (vintage 2013)                    2.3x 37%                 Capital returned to date                  £774.6m
                                                                                                                                                                              Across all Funds
                                 Oakley Fund III (vintage 2016)                   3.1x 51%                 Remaining fair value of Oakley Funds      £474.6m

                           1
                               Fund IV and Origin Fund are early stage and therefore returns have not been included.
                           2
                               Gross Money Multiple and Gross IRR are based upon realised and unrealised portfolio returns as at 30 June 2021.
Overview   Strategic Report   Oakley Funds   Portfolio Companies   Supplementary Information   Financial Statements   19

Oakley Funds

21 Overview of Oakley Funds
23 OCI NAV overview
26 Outstanding commitments of OCI
27 Overview of OCI’s underlying investments
Overview                Strategic Report   Oakley Funds   Portfolio Companies   Supplementary Information   Financial Statements   20

          New investment:
           ICP Education
Oakley’s experience investing in high-quality businesses within
 the Education sector led to the identification of the nursery
   sector as an attractive area which is enjoying sustained
 growth. As a result, Fund IV has invested in ICP Education,
        a leading independent group of UK nurseries.

 ICP Education, one of the largest nursery operators in the
 UK, has achieved a strong track-record of growth since its
  foundation and is one of the highest quality large nursery
 operators in England, with a third of nurseries rated Ofsted
Outstanding and 98% rated Outstanding or Good. As one of
the most active investors in the European education sector,
Oakley will partner with the management team and support
 them as they continue to grow one of the leading premium
nursery groups and realise their growth ambitions in the UK
                     and internationally.
Overview                 Strategic Report     Oakley Funds                   Portfolio Companies           Supplementary Information             Financial Statements        21

OVERVIEW OF OAKLEY
FUNDS

                         Funds overview

                                                                            O                                                              IV

  Oakley Funds: total                                                   Oakley Origin Fund                                                Oakley Fund IV
realised gross returns
 of 3.9x MM and 77%      OCI is invested in the Oakley Funds,
 IRR since inception.    which are Western Europe-focused                                    Vintage: 2021                                                  Vintage: 2019
                         private equity funds that aim to build
                         portfolios of high-growth companies,
                         primarily in the Technology, Consumer
                                                                             OCI commitment                     Fund size                    OCI commitment                    Fund size
                         and Education sectors.                              €129m                              €458m                        €400m                             €1,460m
                         During 2021, the Origin Fund was closed             Current investments                                             Current investments
                         to all investors with total commitments
                                                                             7NXT                                                            Ocean Technologies Group
                         raised of €458m. OCI’s total commitment             ECOMMERCE ONE                                                   Wishcard Technologies Group
                         to the fund was €129m.                              ACE Education1                                                  Contabo
                                                                                                                                             WebPros
                         The Origin Fund is Oakley’s latest                                                                                  WindStar Medical
                         vehicle and is focused on investing in                                                                              idealista
                                                                                                                                             Dexters
                         lower mid-market companies, building on
                                                                                                                                             ICP Education
                         the firm’s successful history of investing
                         in this segment.
                                                                             OCI’s outstanding commitments                                   OCI’s outstanding commitments

                                                                                                  £107.7m                                                        £212.9m

                                                                              OCI’s investment in the fund as                                OCI’s investment in the fund as
                                                                                        a % of NAV                                                     a % of NAV

                                                                                                      0%                                                            20%

                                                                        1
                                                                             he investment in ACE Education is an event after the balance sheet date, having completed subsequent to 30 June 2021,
                                                                            T
                            Read more on the Oakley Funds on page 27
                                                                            and is therefore excluded from the figures in this report.
Overview                       Strategic Report               Oakley Funds            Portfolio Companies   Supplementary Information    Financial Statements   22

OVERVIEW OF OAKLEY
FUNDS CONTINUED

                     Funds overview continued

                         III                                                              II                                              I

                     Oakley Fund III                                                     Oakley Fund II                                  Oakley Fund I

                                          Vintage: 2016                                                   Vintage: 2013                                Vintage: 2007

                          OCI commitment                       Fund size                    OCI commitment            Fund size            OCI commitment             Fund size
                          €326m                                €800m                        €190m                     €524m                €202m                      €288m

                          Current investments                                               Current investments                            Current investments
                          atHome           ACE Education   1
                                                                Facile                      Daisy                                          Time Out
                          TechInsights     Iconic BrandCo       Grupo Primavera             North Sails
                          Schülerhilfe     IU Group

                                  6.9x                         152%                                 3.1x                59%                       2.9x                  44%
                                Realised                       Realised                          Realised             Realised                   Realised             Realised
                               gross MM                        gross IRR                        gross MM              gross IRR                 gross MM              gross IRR

                          OCI’s outstanding commitments                                     OCI’s outstanding commitments                  OCI’s outstanding commitments

                                               £103.4m                                                       £11.4m                                          £2.4m

                           OCI’s investment in the fund as                                  OCI’s investment in the fund as                   OCI’s investment in the fund as
                                     a % of NAV                                                       a % of NAV                                        a % of NAV

                                                  29%                                                         6%                                                 4%

                     1
                         The investment is ACE Education was fully realised following the period end.
Overview                     Strategic Report              Oakley Funds     Portfolio Companies     Supplementary Information     Financial Statements   23

 OCI NAV OVERVIEW

                        Net Asset Value and activity in the period to 30 June 2021

    OCI’s NAV grew
   from £728 million          Net asset value                                                Proceeds                                  Investments
  to £804 million, an
increase of 11% since         £   804 m                                                      £   51m                                   £   95 m
  31 December 2020
     to 445 pence
       per share.
                        Proceeds during the period1                                                        Investments during the period1
                        During the period, OCI’s share of proceeds from divestments,                       During the period, OCI made total look-through investments of
                        refinancings and repayment of loans amounted to £51 million,                       £95 million, of which £89 million were platform investments, and
                        consisting of:                                                                     £6 million were bolt-on and follow-on investments, comprising:

                        • Realisations – £5 million – the exit of Fund II’s stake in the Digital           • Platform investments – £89 million – the acquisitions of idealista
                          Wholesale Solutions division of the Daisy Group;                                   (Fund IV), Dexters (Fund IV), ICP Education (Fund IV) and
                        • Refinancings – £29 million – the refinancing of IU Group;                          ECOMMERCE ONE (Origin Fund);
                        • Direct debt repayment – £17 million – the full repayment of a loan               • Bolt-on and follow-on investments – £6 million – a bolt-on to
                          to the Daisy Group.                                                                Grupo Primavera, and further investments into North Sails
                                                                                                             and Globe-Trotter.
                        •

                        1
                            Proceeds and investments are included on a look-through basis.
Overview                          Strategic Report                 Oakley Funds                           Portfolio Companies                    Supplementary Information    Financial Statements   24

OCI NAV OVERVIEW
CONTINUED

                   Movement in NAV (£m)

                        900

     Movement           800
                                                                                                                                           87.9                 (4.1)
                                                                                                                                                                                  804.4
    in NAV and
                                                    4.9                  (1.9)                (3.9)                 (6.5)
                        700     728.0

   investments
                                                                                     Total earnings £80.5m

     on a look-
                        600

                        500
                                                                                                                                                                                                £   80.5m
                                                                                                                                                                                                Net earnings in 2021
  through basis         400

   during 2021.         300

                        200

                        100

                          0
                                FY20              Interest           Other income         FX on cash           Realised gains/         Unrealised         Dividend               HY21
                                                                    and (expenses)                                (losses)2          gains/(losses)3

                   Attribution analysis of movements in the value of investments (£m)

                        700
                                                                                                                                                                  27.8
                                                  87.6              (46.5)                                                                        81.0
                        600                                                                                                                                                       632.5
                                                                                      (6.5)              4.9                (20.9)

                        500

                                                                                                                                                                                                    87.9m
                                505.1                                                                                                Unrealised gains £87.9m3
                        400                                                                                                                                                                     £
                        300                                                                                                                                                                     Unrealised gains
                                                                                                                                                                                                on investments
                        200

                        100

                          0
                                FY20           Purchases       Distributions1       Realised           Interest              FX               EBITDA            Multiple          HY21
                                                                                 gains/(losses)2

                                    Increase             Decrease            Total

                   1
                       Distributions include redemptions, loan repayments (including accrued interest and arrangement fees) and transfers.
                   2
                        ealised gains/(losses) include realised gains/(losses) on underlying fund portfolio investments sold in the period, and income and expenses
                       R
                       of the underlying fund during the period.
                   3
                        nrealised gains/(losses) include FX on the conversion of period end fund holdings from the Fund’s reporting currency (Euros) to Pounds, plus
                       U
                       unrealised gains/(losses) on the Fund’s portfolio investments and any change in OCI’s share of fund holdings. Changes in Provisional Profit
                       Allocation (‘carry’) are apportioned across the realised and unrealised gains.
Overview                        Strategic Report                  Oakley Funds                    Portfolio Companies        Supplementary Information   Financial Statements   25

OCI NAV OVERVIEW
CONTINUED

                   Portfolio company level investment attribution analysis
                   The below chart summarises the largest movements in realised and unrealised gains/(losses) of the portfolio

                                                                                                                                                                            29.7m
                   companies during the period on a look-through basis.
                                                                                                                                                                        £
                                                                                                                                                                        Gain on Time Out
                     Time Out                                                                                                                           29.7

                     IU Group                                                                                                                   26.2

                     TechInsights                                                                             10.2

                     Wishcard Technologies Group                                                        8.7

                     Contabo                                                                            8.7

                     Facile                                                                     5.3

                     WebPros

                     7NXT                                                                 3.6
                                                                                                5.2
                                                                                                                                                                        £   26.2m
                                                                                                                                                                        Gain on IU Group
                     ACE Education                              (3.1)

                                                 (10)          (5)            0             5            10          15       20           25          30      35

                       Realised gains/(losses)          Unrealised gains/(losses) including FX and interest

                   Realised and unrealised gains/(losses) are presented for the portfolio companies and direct equity investments
                   only. This chart therefore, excludes realised and unrealised gains/(losses) on the other assets/(liabilities) of the
                   Funds including income and expenses of the underlying fund, FX on the conversion of period end fund holdings
                   from the Fund’s reporting currency (Euros) to Pounds and any change in OCI’s share of fund holdings.
Overview                  Strategic Report           Oakley Funds           Portfolio Companies         Supplementary Information       Financial Statements         26

OUTSTANDING
COMMITMENTS OF OCI

                     Outstanding commitments to the Oakley                 has reached the end of its investment period          Cash has decreased from £223.1m at
                     Funds as at 30 June 2021 were £437.8 million,         with future acquisitions limited to bolt-on           31 December 2020, largely due to two capital
                     of which £212.9 million was to Fund IV and            investments to the current portfolio.                 calls to finance Fund IV’s investments in
                     £107.7 million to the Origin Fund, both of which                                                            idealista and ICP Education. Cash represents
                     are currently in their investment period. Funds       OCI has no leverage and had cash on the               21% of total NAV at 30 June 2021 (31% at
  Outstanding        I and II are in the realisation phase and Fund III    balance sheet of £171.5 million at 30 June 2021.      31 December 2020).

 commitments to                                                                                                            Outstanding           Outstanding

the Oakley Funds     Fund                                                       Fund vintage
                                                                                               Total commitment
                                                                                                           (€m)
                                                                                                                        at 30 June 2021
                                                                                                                                   (€m)
                                                                                                                                              at 30 June 2021
                                                                                                                                                         (£m)                  % of NAV

 of £438 million.    Oakley Fund I                                                    2007               202.4                     2.8                     2.4                       0
                     Oakley Fund II                                                    2013              190.0                    13.3                    11.4                       1
                     Oakley Fund III                                                  2016               325.8                   120.6                103.4                         13
                     Oakley Fund IV                                                   2019               400.0                   248.0                212.9                         27
                     Origin Fund                                                      2020               129.3                   125.4                   107.7                      13
                     Outstanding commitments                                                                                     510.1                437.8                         54
                     Cash and cash equivalents                                                                                                        171.5                         21
                     Net outstanding commitments unfunded by cash resources at the year end                                                           266.3                         33

                     Outstanding commitments and liquid resources (£m)

                                                                                                                                                                    Fund l
                                                                                                                                                                    Fund ll
                       2019                                                                                                                                         Fund lll
                                                                                                                                                                    Fund lV
                                                                                                                                                                    Origin
                                                                                                                                                                    Cash

                       2020

                       2021

                              0        50        100         150          200         250      300        350          400         450        500           550
Overview                       Strategic Report       Oakley Funds                 Portfolio Companies     Supplementary Information    Financial Statements      27

OVERVIEW OF
OCI’S UNDERLYING
INVESTMENTS

                    Investments                                                       Sector                 Location    Year of investment         Open cost            Fair value

                    Fund I
                    Time Out                                                      Consumer                     Global                 2010            £57.9m               £32.9m
                    OCI’s proportionate allocation of Fund I investments (on a look through basis)                                                                         £32.9m
  OCI’s NAV at      Other Assets and Liabilities                                                                                                                           (£3.5m)

  30 June 2021      OCI’s investment in Fund I                                                                                                                             £29.4m

was £804 million,   Fund II
a NAV per share     North Sails
                    Daisy
                                                                                  Consumer
                                                                                 Technology
                                                                                                               Global
                                                                                                                   UK
                                                                                                                                      2014
                                                                                                                                      2015
                                                                                                                                                      £43.8m
                                                                                                                                                       £8.5m
                                                                                                                                                                           £34.3m
                                                                                                                                                                           £11.5m
 of 445 pence.      OCI’s proportionate allocation of Fund II investments (on a look through basis)                                                                        £45.8m
                    Other Assets and Liabilities                                                                                                                            £4.0m
                    OCI’s investment in Fund II                                                                                                                            £49.8m

                    Fund III
                    Casa & atHome                                                Technology          Italy/Luxembourg                 2017             £0.0m                £8.5m
                    Schülerhilfe                                                   Education                Germany                   2017            £30.0m               £45.9m
                    TechInsights                                                 Technology                  Canada                   2017             £0.3m               £25.8m
                    ACE Education                                                  Education                   France                 2017             £6.9m               £15.8m
                    IU Group                                                       Education                Germany                   2018             £0.0m               £99.0m
                    Facile                                                       Technology                      Italy                2018            £20.0m               £40.3m
                    Grupo Primavera                                              Technology                     Spain                 2019            £22.6m               £22.6m
                    Iconic BrandCo                                                Consumer                    Italy/UK          2019/2020             £16.3m               £16.3m
                    OCI’s proportionate allocation of Fund III investments (on a look through basis)                                                                      £274.4m
                    Other Assets and Liabilities                                                                                                                           (£42.1m)
                    OCI’s investment in Fund III                                                                                                                          £232.3m

                    Fund IV
                    Ocean Technologies Group                                       Education              Norway/UK                   2019            £20.8m               £26.5m
                    Wishcard Technologies Group                                   Consumer                  Germany                   2019            £15.8m               £29.4m
                    Contabo                                                      Technology                 Germany                   2019             £4.8m               £18.4m
                    WebPros                                                      Technology           Switzerland/USA                 2020            £43.4m               £55.6m
                    Windstar                                                      Consumer                  Germany                   2020            £29.2m               £29.2m
                    idealista                                                    Technology                     Spain                 2021             £41.5m              £41.5m
                    Dexters                                                       Consumer                         UK                 2021             £13.4m              £14.7m
                    ICP Education                                                  Education                       UK                 2021            £26.9m               £26.9m
                    OCI’s proportionate allocation of Fund IV investments (on a look through basis)                                                                       £242.2m
                    Other Assets and Liabilities                                                                                                                          (£82.7m)
                    OCI’s investment in Fund IV                                                                                                                           £159.5m
Overview                        Strategic Report          Oakley Funds           Portfolio Companies      Supplementary Information       Financial Statements         28

OVERVIEW OF
OCI’S UNDERLYING
INVESTMENTS CONTINUED

                        Investments                                                         Sector             Location     Year of investment            Open cost             Fair value

                         Origin Fund
                         7NXT                                                          Technology              Germany                   2020               £10.2m                   £13.9m
                         ECOMMERCE ONE                                                 Technology              Germany                   2021                £5.8m                    £5.8m
During the period,       OCI’s proportionate allocation of Origin Fund investments (on a look through basis)                                                                         £19.7m

   OCI earned            Other Assets and Liabilities                                                                                                                               (£16.1m)
                         OCI’s investment in Origin Fund                                                                                                                              £3.6m
   £4.8 million
                         Direct investment
 of interest from        Time Out                                      Equity          Consumer                  Global                                                              £40.1m
 debt facilities.        North Sails                                       Debt         Consumer                 Global                                                              £66.6m
                         North Sails Apparel                               Debt         Consumer                 Global                                                              £44.3m
                         Fund Facilities                                   Debt                  n/a                n/a                                                               £6.9m
                         Total direct investments                                                                                                                                   £157.9m

                         Total OCI investments                                                                                                                                      £632.5m
                         Cash, other assets and liabilities                                                                                                                         £171.9m

                         Total OCI NAV                                                                                                                                              £804.4m

                        Other Assets and Liabilities comprise OCI’s share of, primarily, cash, receivables and third-party fund debt facilities.

                        Direct equity securities                                   Direct debt securities                               The Company also provides an annual
                        Investor’s confidence in Time Out’s ability to             The Company provides debt facilities to              revolving credit facility to Fund I which
                        bounce back from the pandemic was reflected                certain portfolio companies. These are               was renewed in June 2021.
                        in a significant increase in the share price               provided at market interest rates, allowing
                        from 35.5p at 31 December 2020 to 59.5p                    OCI to generate higher returns than would be
                        at 30 June 2021. 2020 was a challenging                    earned on cash reserves.
                        year for Time Out due to the unprecedented
                        impact of COVID-19, however the measures                   As noted on page 23, Fund II exited the
                        that the Company has taken to adapt the                    Digital Wholesale Solutions division of the
                        re-opening of the Time Out Markets and the                 Daisy Group. A direct loan of £17.5 million,
                        further strengthening of the balance sheet                 including interest was repaid to OCI using
                        by successfully completing an equity placing               part of the proceeds from the realisation.
                        in April, raising £17 million, has enabled the             At the period end, loans to the portfolio
                        performance of the business to improve                     company North Sails were £110.9 million.
                        in 2021.
Overview   Strategic Report   Oakley Funds   Portfolio Companies   Supplementary Information   Financial Statements   29

Portfolio Companies

31 Technology Portfolio Companies
36 Consumer Portfolio Companies
39 Education Portfolio Companies
Overview   Strategic Report   Oakley Funds             Portfolio Companies   Supplementary Information     Financial Statements   30

Technology: £243.9m                  Consumer: £308.0m                                      Education: £214.1m
HY21                      £243.9m     HY21                             £308.0m                HY21                            £214.1m

FY20            £184.9m               FY20                    £260.6m                         FY20                        £192.7m

FY19                       £247.9m    FY19                 £236.6m                            FY19                                 £231.5m

   Read more on page 31                    Read more on page 36                                   Read more on page 39
Overview                      Strategic Report              Oakley Funds                  Portfolio Companies           Supplementary Information   Financial Statements   31

TECHNOLOGY PORTFOLIO COMPANIES

Technology sector

 Oakley has built a       Oakley has built a successful track-record backing technology-led, forward-thinking companies that
                          provide B2B and B2C solutions. In B2B, a heritage in web hosting and telecoms has extended to cloud-
 successful track-        based Software as a Service (‘SaaS’) solutions, whilst in B2C, Oakley is one of the leading investors in

 record in backing        online marketplaces.

  technology-led
    businesses.

                          Sector investments1                                                                                                                                NAV breakdown
                                                                                               OCI’s share of             OCI’s share of
                              Investment                      Oakley Fund                     open cost (£m)1            fair value (£m)1           % of OCI NAV

                              WebPros                         Fund IV                                    43.3                      55.6                     6.9%
                              idealista                       Fund IV                                    41.5                      41.5                     5.2%
                                                                                                                                                                                  £   243.9m
                              Facile                          Fund III                                   20.0                      40.3                     5.0%
                              TechInsights                    Fund III                                     0.3                     25.8                     3.2%
                              Grupo Primavera                 Fund III                                   22.6                      22.6                     2.8%
                              Contabo                         Fund IV                                      4.8                     18.4                     2.3%                       Technology
                                                                                                                                                                                       sector
                              7NXT                            Origin                                     10.2                      13.9                     1.7%
                              Daisy                           Fund II                                      8.5                      11.5                    1.4%
                              atHome   2
                                                              Fund III                                     0.0                       8.5                    1.1%
                              ECOMMERCE ONE                   Origin                                       5.8                       5.8                    0.7%

                          1
                              OCI’s open cost and valuations represents OCI’s indirect investment through the Oakley funds and is calculated on a look-through basis.
                          2
                              Entire cost invested in atHome has been returned.
Overview        Strategic Report         Oakley Funds            Portfolio Companies       Supplementary Information    Financial Statements   32

TECHNOLOGY PORTFOLIO COMPANIES CONTINUED

Technology sector
 WebPros                                                     Idealista                                                          Facile
                                                                             New investment – Fund IV

 The WebPros Group comprises two of the most                 The leading online real estate classifieds platform in             Italy’s leading online destination for consumers to
 widely used web hosting automation software                 Southern Europe.                                                   compare prices for motor insurance, energy, telecoms
 platforms, simplifying the lives of developers                                                                                 and personal finance.
 and web professionals the world over.

 WebPros has continued to perform strongly throughout H1     idealista has continued to progress well since Oakley’s            Facile has remained resilient in H1 2021, despite continued
 2021. Revenue for the six months ending 30 June 2021 was    investment in January 2021. Across all three of idealista’s        challenges in Italy posed by COVID-19. The business
 up 23% against the prior year and EBITDA was up 28%         core markets, traffic and leads are performing extremely           grew revenue and EBITDA 18% and 10%, respectively,
 against prior year.                                         well. The number of subscribing agents are also at very            against the prior year. Facile’s core insurance vertical
                                                             good levels and the combination of idealista with Casa.it,         showed progress in new business contracts and its
 The performance throughout the business has been            which was agreed last year, is providing strong benefits for       insurance field sales force has continued to perform
 primarily driven by organic growth and price increases      both agents and consumers in Italy.                                well as a result of strong productivity across all agent
 implemented across both cPanel and Plesk. cPanel has                                                                           cohorts. In Facile’s non-insurance verticals, Gas & Power
 delivered organic growth and price increases in line with   Growth for the first six months of 2021 has been in
                                                                                                                                has continued to perform well whilst broadband has seen
 expectations, offset slightly by underperformance in        line with pre-COVID-19 trends, and ahead of Oakley’s
                                                                                                                                mixed performance in H1 2021, with higher-than-expected
 specific customer contracts. Plesk has delivered organic    investment case.
                                                                                                                                conversion and commission rates being outweighed by
 growth above expectations.                                                                                                     lower traffic volumes. Mortgages has seen a very strong
                                                                                                                                H1 2021, benefiting from a continued rebound in the Italian
                                                                                                                                real estate market.

                        OPEN COST                                                    OPEN COST                                                            OPEN COST

                       £   43.3 m                                                    £   41.5 m                                                           £   20.0m
         FAIR VALUE                  % OF OCI NAV                    FAIR VALUE                   % OF OCI NAV                           FAIR VALUE                      % OF OCI NAV

        £   55.6 m                      6.9%                        £   41.5 m                       5.2%                                £   40.3 m                        5.0%
Overview           Strategic Report         Oakley Funds            Portfolio Companies       Supplementary Information    Financial Statements   33

TECHNOLOGY PORTFOLIO COMPANIES CONTINUED

Technology sector
 TechInsights                                                  Grupo Primavera                                                    Contabo

 TechInsights is the content information platform for          The largest independent provider of business                       A leading cloud infrastructure provider focusing on
 the semiconductor market providing unique insights            software in Iberia.                                                infrastructure as a service (‘IaaS’) and platform as a
 through reverse engineering to support the Product                                                                               service (‘PaaS’) solutions with over 100k customers
 Benchmarking and Intellectual Property strategy.                                                                                 from 186 countries.

 TechInsights has performed strongly in H1 2021. Following     The Ekon Group (excluding Primavera) performed well in             Contabo has continued to see strong performance
 a challenging market environment in 2019 and 2020, the        H1 2021, with performance exceeding expectations across            throughout H1 2021. Trading for the Group (including the
 semiconductor industry is expected to recover in 2021 and     the Group, as the market environment for new customer              two add-ons VSHosting and G-Portal) has been strong,
 grow strongly. TechInsights remained resilient throughout     acquisitions improved with the easing of COVID-19                  generating revenue and EBITDA growth of 64% and 71%,
 this negative cycle and is recording positive growth          restrictions. In the six-month period, revenues were up 9%         respectively, against the same period last year. The Group
 against the prior year.                                       against the same period last year, largely driven by the           acquired G-Portal, a rapidly growing platform as a service
                                                               acceleration of SaaS and Subscription revenues which               provider in the gaming space in April 2021. The business
 The business continues its shift towards recurring            grew by 25% and 64%, respectively, against the prior year,         provides a gaming platform for ~90 different multi-player
 revenues and the transition has been accelerated by the       as a result of strong growth in Ekon, Contasimple and              games worldwide and has a premium positioning in
 acquisition of IHS Markit’s Teardown division, c.60% of run   Diez Software.                                                     terms of web interface and support. Currently, Contabo
 rate revenues are now recurring versus 15% at the time of                                                                        operates cloud infrastructure in 20 lean and highly efficient
 Oakley’s acquisition.                                         In H1 2021, Ekon signed the transformative acquisition of          data centres in Germany, the Czech Republic , the USA,
                                                               Primavera, an Enterprise Resource Planning provider of             Japan, Australia and Singapore, giving the business a truly
                                                               similar scale to Ekon, operating predominantly in Portugal.        global presence.
                                                               The full group has been rebranded to Grupo Primavera.

                       OPEN COST                                                       OPEN COST                                                            OPEN COST

                        £   0.3 m                                                      £   22.6 m                                                            £   4.8 m
         FAIR VALUE                  % OF OCI NAV                      FAIR VALUE                   % OF OCI NAV                           FAIR VALUE                      % OF OCI NAV

        £   25.8 m                      3.2%                          £   22.6 m                       2.8%                                18.4 m
                                                                                                                                           £                                 2.3%
Overview          Strategic Report        Oakley Funds             Portfolio Companies    Supplementary Information    Financial Statements    34

TECHNOLOGY PORTFOLIO COMPANIES CONTINUED

Technology sector
 7NXT                                                          Daisy                                                              atHome

 Germany’s market leader in female-focused online              The UK’s number one independent provider                           An online property group comprising a portfolio of
 fitness subscriptions, nutrition and wellbeing.               of converged B2B communications, IT and                            real estate and automotive online classifieds and
                                                               cloud services.                                                    financial services.

 7NXT has continued to perform well in the period ending       In the six months to 30 June 2021, Daisy generated                 In the 12 months to 30 June 2021, atHome Group
 30 June 2021, delivering EBITDA growth of 124% against        revenue broadly in line with prior year. The SMB division          successfully navigated COVID-19 related challenges
 the same period last year. The core business, Gymondo,        was slightly down against the previous year due to lower           across all verticals. The business continues to benefit from
 which offers subscription-based access to high-quality        mobile revenues and one-off mobile kit sales. DCS                  the accelerated consumer transition to online research
 workout videos, customised fitness programmes and             however performed better than expectations, with strong            and purchasing, especially in the less digitally mature
 personalised nutrition plans performed particularly well in   one-off project revenues and IT services sales, slightly           mortgage and car verticals. The Group reported revenue
 H1 2021, achieving EBITDA growth of 129% against the          offset by lower mobile and connectivity revenues.                  and EBITDA growth of 16% and 14%, respectively, versus
 prior year. This growth has been driven predominantly by                                                                         the previous year. atHomeFinance and LuxAuto continue
 marketing efficiencies within German-speaking Europe          Due to the impact of COVID-19 restrictions on project              to grow strongly and remain the number one destinations
 and savings in international marketing expenses. The          implementation and new business wins, the Allvotec                 for consumers in Luxembourg looking to take out a
 second business in the group, Shape Republic, a direct-to-    division did not perform as well as expected in the period.        mortgage or buy a second-hand car. atHomeProperty has
 customer brand selling fitness and nutrition supplements      However, Daisy’s core markets and pipeline are showing             also proved resilient and management are optimistic about
 predominantly via online channels, continues to show          signs of improvement.                                              the growth of the property business in FY 22 as the impact
 positive momentum with revenue to 30 June 2021 32%                                                                               of COVID-19 eases.
 higher than in the prior year.

                        OPEN COST                                                      OPEN COST                                                         OPEN COST

                       £10.2 m                                                         £   8.5 m                                                          £   0.0m
         FAIR VALUE                  % OF OCI NAV                      FAIR VALUE                   % OF OCI NAV                           FAIR VALUE                   % OF OCI NAV

         £13.9m                          1.7%                          £11.5 m                         1.4%                                £   8.5 m                      1.1%
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