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Standard Life Private Equity Trust Plc Standard Life Private Equity Trust plc 3URYLGLQJDFFHVVWRDGLYHUVLȴHGSRUWIROLRRISULYDWHHTXLW\LQYHVWPHQWV Annual Report 30 September 2020 THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in any doubt about the action you should take, you are recommended to seek your own independent financial advice from your stockbroker, bank manager, solicitor, accountant or other financial adviser authorised under the Financial Services and Markets Act 2000, (as amended by the Financial Services Act 2012) if you are in the United Kingdom or if not, from another appropriately authorised financial adviser. If you have sold or otherwise transferred all your Ordinary shares in Standard Life Private Equity Trust plc, please forward this document, together with the accompanying documents, immediately to the purchaser or transferee, or to the stockbroker, bank or agent through whom the sale or transfer was effected for transmission to the purchaser or transferee. The Company Standard Life Private Equity Trust plc (the “Company” or “SLPET”) is an investment trust with a premium listing on the London Stock Exchange. The Company has appointed SL Capital Partners LLP (“SLCP”), a wholly owned subsidiary of Standard Life Aberdeen plc, as its alternative investment fund manager (“AIFM”) and Manager (the “Manager”). Aberdeen Standard Investments (“ASI”) is the brand of Standard Life Aberdeen plc. Visit our Website To find out more about Standard Life Private Equity Trust plc, please visit: slpet.co.uk Standard Life Private Equity Trust plc 1 Contents Overview Governance Overview Company Overview 3 Your Board of Directors 39 Performance Highlights 3 Directors’ Report 42 Ten Year Financial Record 3 Directors’ Remuneration Report 50 Audit Committee Report 53 Strategic Report Directors’ Responsibility Statement 58 Investment Strategy 6 Chair’s Statement 7 Financial Statements Strategic Report Principal Risks & Uncertainties 10 Independent Auditor’s Report to the Members of Stakeholder Engagement & Responsible Management 13 Standard Private Equity Trust plc 60 Statement of Comprehensive Income 65 Investment Review Statement of Financial Position 66 How we Invest 18 Statement of Changes in Equity 67 Investment Manager’s Review 20 Statement of Cash Flows 68 Ten Largest Investments 31 Notes to the Financial Statements 69 Ten Largest Underlying Private Companies 33 Review Review Investment Investment Portfolio 35 Corporate Information Top 30 Underlying Private Company Investments 37 Alternative Performance Measures 87 Glossary of Terms 89 Information about the Manager 91 Investor Information 92 AIFMD Disclosures (Unaudited) 95 General Notice of Annual General Meeting 97 Governance Corporate Information 105 SLPET at a Glance Statements Financial Information Corporate General * Based on total unquoted portfolio by value as at 30 September 2019. 2 Annual Report 2020 Company Overview Standard Life Private Equity Trust plc Standard Life Private Equity Trust plc provides investors with exposure to leading private equity funds and private companies, mainly in Europe. The Company invests through the primary and secondary funds markets, and co-investments. Its investment objective is to achieve long-term total returns for investors and its policy is to maintain a broadly diversified portfolio by country, industry sector, maturity and number of underlying investments. Investment Strategy The Company aims to achieve long-term total returns when compared with the FTSE All-Share Index, the Company’s comparator index. The Company has delivered outperformance compared to the FTSE All-Share Index over 1, 3, 5 and 10 years. The key features of the Company’s investment approach are: ŗ Conviction - Access to a carefully selected portfolio of top-performing private equity managers, built from years of strong relationships and independent research. ŗ Specialism - Core focus on the European mid-market since the Company’s inception in 2001, providing deep market intelligence, a long-term track record of performance and exposure to a segment of the market that can be hard to access. ŗ Diversification - Portfolio of over 450 underlying private companies, well-balanced across different regions, sectors and vintages. Increasing focus on Technology and Healthcare sectors. ŗ Responsible InvestmentͲ Environmental, Social and Governance (“ESG”) focus on every investment made. Exclusively partnering with private equity managers that are ESG leaders and/or culturally committed to ESG improvement. ŗ Increasing in Direct Investments - Deploying a larger share of the Company’s capital via co-investments and secondaries, bringing further control over capital deployment, sector exposure and costs of investment. Financial Highlights Net Asset Value (“NAV”) Total Return*+ Share Price Total Return*+ FTSE All-Share Index Total Return Year ended 30 September 2020 Year ended 30 September 2020 Year ended 30 September 2020 11.7% -4.6% -16.6% 30 September 2019 10.5% 30 September 2019 5.7% 30 September 2019 2.7% Net Assets Share Price Discount*+ As at 30 September 2020 As at 30 September 2020 As at 30 September 2020 £770.3m 320.0p 36.1% 30 September 2019 £710.1m 30 September 2019 352.0p 30 September 2019 23.8% * Considered to be an Alternative Performance Measure. See pages 87 and 88 for more information. + A Key Performance Indicator by which the performance of the Manager is measured by the Board. Standard Life Private Equity Trust plc 3 Performance Highlights Overview Performance Highlights to 30 September 2020 Strong NAV growth during a volatile year 20.0% for capital markets 15.0% *+ The Company’s NAV total return (“NAV TR”) was 11.7% 10.0% (2019: 10.5%) versus -16.6% (2019: 2.7%) for the FTSE All- 5.0% Share Index (“FTSE All Share TR”). The share price total Strategic Report *+ return (“TSR”) of -4.6% also outperformed the 0.0% comparator index despite volatility arising from the market reaction to Covid-19. Ͳ5.0% Ͳ10.0% The Company has delivered returns in excess of the wider UK market over all time frames (as shown in the Ͳ15.0% chart on the right hand side). Ͳ20.0% 1Year 3years 5years 10years Sinceinception Review Investment SLPETNAVTR SLPETTSR FTSEALLShareTR Over-commitment ratio is at the lower end of the long- Resilient existing portfolio with low impact from Covid-19 term target range The valuation of the underlying portfolio at 30 September 2020 Total outstanding commitments of £471.4m (2019: increased 12.2% (excluding FX) compared to 30 September 2019. £450.3m). The value of outstanding commitments in The Company’s exposure to relatively resilient sectors (notably excess of liquid resources as a percentage of net assets Technology, Healthcare and Consumer Staples) helped to underpin Governance was 28.9% (2019: 42.6%). portfolio growth despite the global pandemic. Discplined investment activity focused on Bumper year in terms of realisations, the second highest annual non-cyclical strategies total in the Company’s history The Company continued to selectively deploy capital The portfolio continued to generate strong realisations during the into new investments during the global pandemic. In year, with distributions of £140.7m (2019: £107.4m). This includes Statements Financial total, £140.0m (2019: £188.0m) was committed during the realisation of the Company’s position in 3i Eurofund V, which the year to six primary fund commitments, two was its largest fund exposure at 30 September 2019. Distributions secondary transactions and two co-investments. Seven reflected a relatively quick return to private equity deal-making and of the ten new investments have a Technology focus and exits once the initial impacts of Covid-19 were overcome. so are expected to increase the Company’s exposure to this sector over time. Strengthened balance sheet providing additional Information Corporate investment firepower The Company had cash and cash equivalents of £33.1m at 30 September 2020 (2019: £66.3m). In addition, it is due £15.3m (2019: £21.8m) of deferred consideration from investments sold in 2019. In September 2020, the Company increased the size of its syndicated revolving General credit facility from £100m to £200m. * Considered to be an Alternative Performance Measure. See pages 87 and 88 for more information. + A Key Performance Indicator by which the performance of the Manager is measured by the Board. 4 Annual Report 2020 Ten Year Financial Record Ten Year Financial Record 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 Per share data NAV (diluted) (p) 225.9 224.9 243.4 257.4 281.6 346.4 389.6 430.2 461.9 501.0 Share price (p) 134 162.4 198 230 214 267.3 341.5 345.5 352.0 320.0 Discount*+ to diluted NAV per Share (%) (40.7) (27.8) (18.6) (10.6) (24.0) (22.8) (12.3) (19.7) (23.8) (36.1) Dividend per Share (p) 1.30 2.00 5.00 5.00 5.25 5.40 12.00 12.40 12.80 13.20 Ongoing Charges Ratio*+ (%) 1.02 0.97 0.99 0.96 0.98 0.99 1.141 1.10 1.09 1.10 Returns data NAV Total Return*+ (%) 17.0 0.1 9.1 7.7 11.9 24.8 14.9 13.3 10.5 11.7 Total Shareholder Return*+ (%) 18.0 22.4 23.4 19.1 (4.0) 27.9 31.9 5.8 5.7 (4.6) Portfolio data Net Assets (£m) 369.4 369.7 401.2 409.1 438.7 532.6 599 661.4 710.1 770.3 Top 10 Managers as a % of net assets 89.1 80.2 68.4 65 65.2 65 58.9 63.6 67.9 67.8 Top 10 investments as a % net assets 69.0 63.5 51.7 52.9 48.6 45.9 47.7 48.4 53.9 48.3 Source: The Manager & Refinitiv 1The incentive fee arrangement ended on 30 September 2016. Following the end of the incentive fee period, a single management fee of 0.95% per annum of the NAV of the Company replaced the previous management and incentive fees.
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