2024
24
Annual Report 2024
4
Table of Contents
Table of Contents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
Highlights . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
Chairman’s and Chief Executive’s Review . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
Introduction . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
Financial Review . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8
Dividend . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8
Review of Activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
Introduction and Overview . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
Global Investment Environment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .10
Livermore’s Strategy . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .12
Financial portfolio . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .12
Private Equity Investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .13
Investments in Subsidiaries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .14
Events after the Reporting Date . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .15
Litigation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .15
Report of the Directors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16
The Board’s objectives . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .16
The Board of Directors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .16
Directors’ responsibilities in relation to the financial statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .17
Disclosure of information to the Auditor . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .17
Substantial Shareholdings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .18
Corporate Governance Statement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19
Introduction . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .19
The Board Constitution and Procedures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .19
Board Committees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .19
Remuneration Committee . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .19
Audit Committee . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .19
Communication with Investors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .20
Internal Control . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .20
Going Concern . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .20
Annual Report 2024
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Independence of Auditor . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .21
The Quoted Company Alliance (QCA) Code . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .21
Remuneration Report . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28
Directors’ Emoluments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .28
Directors’ Interests . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .28
Remuneration Policy . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .29
Review of the Business and Risks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30
Risks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .30
Share Capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .31
Related Party Transactions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .31
Independent Auditor’s Report to the Members of Livermore Investments Group Limited . . . . . . . . . 32
Consolidated Statement of Financial Position as at 31 December 2024 . . . . . . . . . . . . . . . . . . . . . . 37
Consolidated Statement of profit or loss for the year ended 31 December 2024 . . . . . . . . . . . . . . . . 38
Consolidated Statement of Comprehensive Income for the year ended 31 December 2024 . . . . . . . . 39
Consolidated Statement of changes in equity for the year ended 31 December 2024 . . . . . . . . . . . . 40
Consolidated Statement of cash flows for the year ended 31 December 2024 . . . . . . . . . . . . . . . . . . 41
Notes on the consolidated Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 43
Shareholder Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 77
Registrars . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .77
Website . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .77
Direct Dividend Payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .77
Lost Share Certificate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .77
Duplicate Shareholder Accounts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .77
Corporate Directory . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 78
Annual Report 2024
6
Highlights
•
Net Profit for the year was USD 6.6m (2023: net profit of USD 13.9m).
•
Net Asset Value per share increased by 2.5% to USD 0.84 (2023: USD 0.82) after paying USD
7.0m dividend implying a net return of about 7.0% for the year
•
The Company is conservatively positioned with over USD 44.2m of cash deposits and Government
bonds.
•
On 30 September 2024, the Company announced an interim dividend of USD 7.0m (USD 0.0423
per share) to members on the register on 18 October 2024. The dividend was paid on 15
November 2024.
•
Collateralized Loan Obligations (CLO) portfolio generated USD 22m in cash distributions and a
total net return of USD 10.3m in 2024 in addition to the USD 0.92m generated from the cash
and bond portfolio.
Annual Report 2024
7
Chairman’s and Chief Executive’s Review
Introduction
We are pleased to announce the financial results for Livermore Investments Group Limited
(“Livermore” or “the Company”) for the year ended 31 December 2024. References to the Company
hereinafter also include its consolidated subsidiary (note 9). References to financial statements
hereinafter are to the Company’s consolidated financial statements.
The global investment environment in 2024 was shaped by moderate growth, declining inflation,
and cautious monetary policy easing. The U.S. led with robust economic performance, while the
euro area and China faced challenges, and Japan saw modest recovery. Equity markets thrived on
technology and renewable energy optimism, while fixed-income markets navigated elevated yields.
The US Dollar appreciated against most developed world currencies. Long duration US Treasuries had
middling performance but floating rate investments generated strong returns to investors driven
by higher-for-longer” rates expectations. The leveraged loan and CLO markets performed strongly,
supported by low default rates, robust refinancing, and better than expected earnings.
Our net profit for the year was USD 6.6m (2023 net profit: USD 13.9m) and the year-end NAV was
USD 0.84 per share (2023 NAV: USD 0.82 per share) after paying a dividend payment of USD 7.0m
(USD 0.0423 per share).
Our investment in Fetcherr continues to perform well. Fetcherr is a dynamic, high-frequency,
generative pricing engine focused on the airline industry. It has received several awards and has
been steadily gaining larger airline clients demonstrating its effectiveness in revenue enhancement
for their clients. During the year, Fetcherr raised USD 25m from Battery Ventures. The Company was
able to participate in a secondary round and invested an additional USD 9.9m to maintain and even
somewhat improve its percentage holding in Fetcher. We expect Fetcherr to continue to successfully
execute on its large and growing pipeline. CLOs and US senior secured loans performed well in 2024.
High carry provided by these floating rate investments was attractive for yield oriented investors.
Our CLO and warehouse portfolio performed well generating USD 22m in cashflow and USD 10.3m
in net gains during the year. Management had good success trading CLO BB and B rated tranches
during the year. The Company also opened two warehouses in the first half of 2024 with Blackstone
and MJX and converted them into new issue CLOs. Furthermore, the Company opened one warehouse
with PGIM and another with Blackstone in the second half of 2024 at very attractive terms.
As of the end of the year, the Company had USD 44.2m in cash, deposits, and Government bonds
after a USD 7.0m dividend and a USD 9.9m investment in Fetcherr.
Annual Report 2024
8
Financial Review
The NAV of the Company on 31 December 2024 was USD 139.1m (2023: USD 135.8m). Net profit,
during the year was USD 6.6m, which represents profit per share of USD 0.04. Operating expenses
were USD 5.6m (2023: USD 3.3m).
The overall change in the NAV is primarily attributed to the following:
31 December 2024
US $m
31 December 2023
US $m
Shareholders’ funds at beginning of year
135.8
127.7
Income from investments
22.5
24.1
Other income
-
0.3
Unrealised losses on investments
(5.9)
(7.5)
Operating expenses
(5.6)
(3.3)
Other expenses
-
(0.3)
Net finance costs
(0.5)
(0.1)
Tax charge
(0.2)
(0.2)
Increase in net assets from operations
10.3
13.0
Dividends paid
(7.0)
(4.9)
Shareholders’ funds at end of year
139.1
135.8
Net Asset Value per share
US $0.84
US $0.82
Dividend
On 30 September 2024, the Company announced an interim dividend of USD 7.0m (USD 0.0423 per
share) to members on the register as at 18 October 2024. The dividend was paid on 15 November 2024.
The Board of Directors will decide future dividends based on profitability, liquidity requirements,
portfolio performance, market conditions, and the share price of the Company relative to its NAV.
Richard B Rosenberg
Noam Lanir
Chairman
Chief Executive Officer
22 May 2025
Annual Report 2024
9
Review of Activities
Introduction and Overview
Overall, the Company continues to remain conservatively positioned, more so in light of growing
geopolitical uncertainties and high equity and credit valuations especially in the US. Conflict in
and around Israel escalated in 2024 while the Russia-Ukraine war has continued since 2022. In
the US, the new Trump administration seeks to rewrite global trade norms.
Our exposure has been primarily towards short duration floating rate debt and front-end money-
market instruments as well as treasury bills. Higher rates have afforded the Company the luxury of
getting paid to wait while excessive valuations and unviable business are corrected over time.
Despite the gloom, 2024 was a good year for returns. US equity and credit markets posted solid
gains with S&P 500 Index up by 24% and the UBS Leveraged Loan Index generating over 9%
returns. The US Dollar also appreciated meaningfully against its developed economy counterparts.
Long duration US Government bonds, however, had a middling outing in 2024 as higher govern-
ment deficits and still continuing inflation kept rates higher for longer. Innovation in Artificial
Intelligence (AI) continued at breathtaking pace igniting optimism for future productivity gains
across industries and functions.
CLO equity and mezzanine bonds had good performance in 2024 as investors chased the high
current yield offered by such floating rate instruments. Capital markets were open and both the
Senior Secured Loan market and CLO market had record years. Borrowers refinanced their cost of
debt lower and extended maturities on the back of still decent earnings and strong demand. De-
fault rates continued to stay much lower than historical averages. Still, there were several credit
issues and while the default rates were lower than projected, the recovery rates were much lower
as well. Thus, actual credit losses incurred through credit events or through trading did materially
affect CLO structures, especially older vintages that had already borne credit stresses from 2020
and 2022. New vintage CLO structures weathered the issues much better. The Company opened
two warehouses in the first half of 2024 and converted them into CLOs. Another two warehouses
were opened in the second half. Both these warehouses are lightly ramped given limited value in
the very tight credit spreads offered towards the end of 2024. Older vintage CLOs have largely am-
ortized through their distributions. Distributions from the CLO portfolio were in line with expecta-
tions generating over USD 22m in cashflow and USD 10.3m in net gains.
Fetcherr was another bright spot in the Company’s portfolio. The AI driven real-time genera-
tive pricing engine for Airlines found several significant customers as well as marquee investors.
Fetcherr raised capital from Battery Ventures while additional well regarded investors bought
shares of Fetcherr in a secondary offering. The Company also participated in the secondary of-
fering and purchased additional shares to offset dilution and maintain its percentage holding in
Fetcherr. Overall, the Company invested an additional USD 9.9m in Fetcherr shares in 2024.
For the 2024 year-end, the Company reported a NAV/share of USD 0.84 after a dividend payment
of USD 7.0m (USD 0.0423 per share) and net profit of USD 6.6m. Interest and distribution income
amounted to USD 22.5m, of which, USD 22m was generated from the CLO portfolio. The net gain
of the CLO and warehousing portfolio was USD 10.3m as valuations of older vintage CLO declined
in line with their paydowns.
Operating expenses amounted to USD 5.6m. The Company ended the year with over USD 44.2m of cash,
deposits, and Government bonds after paying an interim dividend of USD 7.0m in November 2024.
Annual Report 2024
10
The Company does not have an external management company structure and thus does not bear
the burden of external management and performance fees. Furthermore, the interests of Liver-
more’s management are aligned with those of its shareholders as management has a large owner-
ship interest in Livermore shares.
Considering the strong liquidity positions of Livermore, together with its strong foothold in the US
CLO markets, management believes that the Company is well positioned to navigate and benefit
from current conditions.
Global Investment Environment
In 2024, the global economy navigated a complex landscape with moderate growth, characterized by
regional disparities, easing inflationary pressures, and evolving monetary policies. The U.S. economy
thrived, driven by robust consumer spending, productivity gains, and high immigration, while the
euro area faced subdued momentum due to restrictive fiscal and monetary policies. China’s growth
remained steady but was constrained by a deepening property sector crisis and weak consumer
confidence. Japan achieved modest expansion, supported by export growth in automotive and
electronics, though domestic demand remained fragile.
Financial conditions eased as central banks lowered policy rates in response to declining inflation,
though monetary policies remained restrictive in many regions. The U.S. Dollar appreciated due to
widening yield spreads with other countries’ government bonds, while the euro and the Japanese
Yen weakened. Global manufacturing momentum was muted, with declines in the euro area, but
Japan and India saw modest and robust manufacturing growth, respectively. The services sector,
particularly India’s IT and financial services, was a key growth driver across many economies.
United States: The U.S. economy exhibited resilience in 2024, with real GDP growth estimated at
2.8%, aligning closely with 2023’s 2.9%. Private consumption, fuelled by robust income growth, was
the primary driver, supported by solid productivity gains and high immigration. Investment gained
some momentum, though it did fluctuate. Consumer price inflation eased to 2.9% in December
(from 3.4% in 2023), with core inflation remaining elevated at 2.6% (PCE deflator). The Federal
Reserve left its policy rate unchanged at 5.25%–5.5% in the first half, then cut it to 4.25%–4.5%
by year-end, signalling further reductions. The Fed reduced its balance sheet by approximately
USD 670 billion (9% of total holdings). The unemployment rate rose slightly to 4.1%, reflecting
slower employment growth, but labour market conditions remained robust, with production capacity
utilization near normal.
Euro Area: The euro area recorded weak GDP growth of 0.7% in 2024, up from 0.5% in 2023,
hampered by restrictive fiscal policies and prior monetary tightening. Production capacity utilization
remained below average, with private consumption rising modestly despite robust income growth,
investment contracting, and exports sluggish. Inflation fell to 2.4% in December (from 2.9% in
2023), nearing the ECB’s 2% target, though services inflation remained elevated. The ECB held its
deposit facility rate at 4% early in 2024, then lowered it to 3% by year-end, signalling further
cuts. The ECB reduced its asset portfolio through partial reinvestment of maturing securities. The
unemployment rate stabilized at 6.3%, historically low, with real wage growth supporting a resilient
labor market.
China: China’s GDP growth moderated to 5.0% in 2024 (from 5.4% in 2023), due to a property
sector crisis and subdued domestic demand. Capacity utilization remained below average, with weak
consumer and business sentiment. Buoyant goods exports, aided by lower prices, supported growth.
Inflation averaged at 0.5%, prompting the People’s Bank of China to maintain accommodative
Annual Report 2024
11
policies with selective rate cuts, liquidity injections, and measures to stabilize the property market.
The government also eased monetary and fiscal policy to meet growth targets.
Japan: Japan’s economy grew by 1.2% in 2024, up from 1.0% in 2023, driven by export growth in
automotive and electronics. Domestic demand was weak due to cautious consumer spending and
stagnant real wages. Inflation stabilized at 2% in December (from 2.3% in 2023), aligning with the
BoJ’s target. The BoJ ended negative interest rates in March, raising the short-term rate to 0.1%,
then to 0.25% by year-end, while scaling back bond purchases. The unemployment rate remained
low at 2.5%, though labour shortages persisted.
In 2024, financial markets sustained their recovery from 2023, driven by optimism in key growth
sectors. The S&P 500 surged by 24%, while the MSCI All Country World Index rose by 15.7%.
Technology, renewable energy, and healthcare sectors led the rally, with companies in artificial
intelligence and clean energy driving significant gains. Despite periodic volatility from geopolitical
tensions, the resilience of the U.S. economy bolstered the global outlook. Small-cap stocks continued
to underperform large-cap stocks, and high-profitability companies outperformed low-profitability
ones in both developed and emerging markets.
Long duration U.S. Treasuries faced challenges, with 10-year yield starting around 3.9% and closing
at 4.5%, reflecting expectations of sustained monetary tightening and economic growth. Corporate
bond yields moderated, with spreads narrowing significantly, particularly for high-yield bonds, as
investor confidence improved.
In 2024, the leveraged loan market delivered robust performance, with the S&P UBS Leveraged Loan
Index recording a total return of 9.05%, marking its third-best performance over the past decade.
The trailing 12-month average default rate improved to 0.91%, down from 1.53% in 2023 and well
below the long-term average of 2.61%. Strong demand from CLOs and retail investors fuelled a
record $760 billion in loan repricing, compressing spreads sharply and borrowers took advantage of
the loan demand to extend their maturities. As a result, only about 4% of the loan market is set to
mature before 2027, alleviating concerns about the “maturity wall.”
The collateralized loan obligation (CLO) market saw unprecedented activity, with a record $202
billion in new gross CLO issuance, surpassing the previous record in 2021. Net issuance, however,
was much more moderate at around $70 billion as high loan prepayments rates drove significant
CLO debt amortizations. The first half of 2024 experienced net negative issuance, a rare occurrence,
while the second half saw positive net issuance driven by strong CLO debt demand, which tightened
spreads and made new issue equity appear attractive compared to secondary equity. Overall, both
CLO debt and equity delivered strong returns in 2024.
Sources: Swiss National Bank, Bloomberg, Board of Governors of the Federal Reserve System, European Central Bank (ECB),
Morningstar, JP Morgan, Credit Suisse
Annual Report 2024
12
Livermore’s Strategy
The financial portfolio is focused on fixed income instruments which generate regular cash flows
and include exposure mainly to senior secured and usually broadly syndicated US loans and to a
limited extent emerging market debt through investments in CLOs. This part of the portfolio is
geographically focused on the US.
Strong emphasis is given to maintaining sufficient liquidity and low leverage at the overall portfolio
level and to re-invest in existing and new investments along the economic cycle.
Financial portfolio
The Company manages a financial portfolio valued at USD 112.1m as of 31 December 2024, which is
composed mainly of cash and investments in fixed income and credit related securities.
The following is a table summarizing the financial portfolio as of year-end 2024.
Name
2024
US $m
2023
US $m
Investment in the loan market through CLOs
56.0
68.3
Open Warehouse facilities
4.8
-
Public equities
2.5
2.0
Short term government bonds
6.4
28.5
Long term government bonds
4.0
4.2
Corporate bonds
4.6
4.0
Invested total
78.3
107.0
Cash
33.8
20.2
Total
112.1
127.2
Senior Secured Loans and Collateralized Loan Obligations (CLO):
US senior secured loans are a floating rate asset class with a senior secured claim on the borrower and with
overall low volatility and low correlation to the equity market. CLOs are managed portfolios invested into
diversified pools of senior secured loans and financed with long term financing.
2024 was a year of near constant credit spread compression in the senior secured loan market as higher-
for-longer interest rate expectations drove demand for floating rate investments. In 2024, the loan market
delivered robust performance, with the S&P UBS Leveraged Loan Index recording a total return of 9.05%.
Average loan prices increased from 95.32 at the start of the year to 96.37 by year-end, reflecting the
improved market sentiment. The trailing 12-month average default rate improved to 0.91%, down from
1.53% in 2023 and well below the long-term average of 2.61%. Both loans and CLO markets experienced
Annual Report 2024
13
significant inflows and a majority of the loan market traded above par. Borrowers took advantage of this
demand and refinanced their cost of debt and extended their maturities aggressively. As a result, only about
4% of the loan market is set to mature before 2027, alleviating concerns about the “maturity wall.”
The collateralized loan obligation (CLO) market also experienced unprecedented activity, with a record USD
202 billion in new gross CLO issuance. However, due to substantial repayments, net issuance remained
moderate at USD 70 billion. Tightening CLO debt spreads on the back of high floating rate demand and
low net new issuance improved CLO equity returns, albeit those returns were moderated by lower spreads
on the assets (Loans). CLO refinancing and reset volumes were robust after a poor environment for such
transactions in 2022 and 2023.
While the supply of CLO debt in the primary market kept pace with strong demand, there were spots where
debt came in weaker than expected and the Company was able to deploy capital in such situations. This
technical dislocation gave us an opportunity to add BB, B and equity tranches at attractive levels in the
first half of 2024. In the second half, however, we started to reduce exposure as spreads tightened and
the market started to price for perfection. The CLO and warehouse portfolio generated USD 22m of cash
flow in 2024 and net gains were USD 10.3m. As the Company did not invest materially in 2022 and 2023,
a significant part of the CLO equity portfolio is now amortized and payments from these positions are
expected to be smaller than in previous years. In January 2024, management invested in a warehouse
managed by Blackstone. This warehouse was converted to a CLO in September 2024. In March 2024, the
Company invested in a warehouse managed by MJX and converted it to a CLO in June 2024. The warehouse
carry from these two investments totalled USD 1.66m. In August 2024, we opened a new warehouse with
PGIM and in December 2024 another warehouse was started with Blackstone. While both these warehouses
are lightly ramped as there was limited value in the loan primary and secondary markets, they may provide
immense optionality if the loan market experiences sharp dislocation in 2025.
The Company is again lightly positioned as credit spreads are too tight on a historical basis. We expect
volatility in 2025, especially in light of the current US administration’s focus on tariffs and reshaping the
world trade order. Our strong cash position and lightly ramped warehouses (10% - 15% of deal size) should
position us to capture opportunities if and when credit spreads widen.
The Company’s CLO portfolio is divided into the following geographical areas:
2024
Amount
US $000
Percentage
2023
Amount
US $000
Percentage
US CLOs
56,000
100%
68,284
100%
Private Equity Investments
The private equity investments held by the Company are mainly direct investments in private companies
and also some fund investments incorporated in the form of Managed Funds (mostly closed end funds) in
Israel and the emerging economies.
Annual Report 2024
14
The following summarizes the book value of the private equity investments at 31 December 2024.
Name
US $m
Fetcherr Ltd
15.0
Phytech
2.6
Other investments
3.1
Total
20.7
Fetcherr Ltd: Fetcherr is an Israeli start-up that has developed proprietary large market AI models
for dynamic pricing systems. Fetcherr is disrupting traditional revenue systems in the airline industry
and has signed-up airlines such as Virgin Airlines, Azul Air, etc. The Company invested USD 2m in
2021 and another USD 0.695m in a secondary transaction in 2023 at about a USD 67m valuation.
Around the same time in 2023, Fetcherr raised capital in the form of a SAFE (convertible debt
instrument) at a maximum valuation of USD 100m. In May 2024, Fetcherr raised USD 25m from
Battery Ventures at a USD 250m valuation. Livermore invested USD 6.5m in May 2024 in a secondary
offering parallel to the abovementioned capital raise. In July 2024, Livermore invested an additional
USD 3.43m and as at 31 December 2024 the company owned 11.51% of Fetcherr issued share capital.
Phytech: Phytech is an agriculture-technology company in Israel providing end-to-end solutions for
achieving higher yields on crops and tree data. Livermore continues to hold 12.2% in Phytech Global
Advisors Ltd, which in turns now holds 11.95% on a fully diluted basis in Phytech Ltd.
The following table reconciles the review of activities to the Company’s financial assets at 31
December 2024:
Name
US $m
Financial Portfolio
78.3
Private equity investments
20.7
Total
99.0
Financial assets at fair value through profit or loss (note 5)
78.3
Financial assets at fair value through other comprehensive income
(note 6)
20.7
Total
99.0
Investments in Subsidiaries
The subsidiaries include investments in the fields of real estate and receivables from the Company
itself as well as third parties. The resulting fair value changes are mainly attributed to changes in
the subsidiaries’ net assets including the value of the underlying investments.
Annual Report 2024
15
Events after the reporting date
Details of material events after the reporting date are disclosed in note 29 to the financial statements.
Litigation
During 2024, there was no litigation that the Company was involved in. However, in January 2024
the Company settled an older litigation. Further information is provided in note 25 to the financial
statements.
Annual Report 2024
16
Report of the Directors
The Directors submit their annual report and audited financial statements of the Company for the
year ended 31 December 2024.
This report has been prepared on a voluntary basis and it does not contain all of the information
that would have been required had it been prepared in accordance with the UK Companies Act 2006
guidance.
The Board’s objectives
The Board’s primary objectives are to supervise and control the management activities, business
development, and the establishment of a strong franchise in the Company’s business lines. Measures
aimed at increasing shareholders’ value over the medium to long-term, such as an increase in NAV
are used to monitor performance.
The Board of Directors
Richard Barry Rosenberg (age 69) independent, Non-Executive Director, Chairman of the Board
Richard joined the Company in December 2004. He became Non-Executive Chairman on 31 October
2006. He qualified as a chartered accountant in 1980 and in 1988 co-founded the accountancy
practice SRLV. He has considerable experience in giving professional advice to clients in the leisure
and entertainment sector. Richard is a director of a large number of companies operating in a
variety of business segments.
Noam Lanir (age 58), Founder and Chief Executive Officer
Noam founded the Company in July 1998, to develop a specialist online marketing operation. Noam
has led the growth and development of the Company’s operations over the last twenty years which
culminated in its IPO in June 2005 on AIM. Prior to 1998, Noam was involved in a variety of
businesses mainly within the online marketing sector. He is also a major benefactor of a number of
charitable organisations.
Ron Baron (age 57), Executive Director and Chief Investment Officer
Ron was appointed as Executive Director and Chief Investment Officer in August 2007. Ron has led
the establishment and development of Livermore’s investment platform as a leading specialized
house in the credit space. Ron also has wide investment and M&A experience. From 2001 to 2006
Ron served as a member of the management at Bank Leumi, Switzerland and was responsible for
investment activity. Prior to this, he spent five years as a commercial lawyer advising banks and
large corporations on corporate transactions, including buyouts and privatisations. Ron has over 18
years of experience as an investment manager with particular focus on the US credit market and
CLOs. He holds an MBA from INSEAD Fontainebleau and an LLB (LAW) and BA in Economics from
Tel Aviv University. Ron is also the founder and owner of the Israel Cycling Academy a non-profit
professional cycling team.
After the year-end, Ron ceased to act as an Executive Director and remained as a Non-Executive
Director.
Augoustinos Papathomas (age 62) independent, Non-Executive Director
Augoustinos joined the Board in February 2019. He is a trained and qualified UK Chartered
Accountant. He is a Partner of FRP Advisory Cyprus and of APP Audit in Cyprus with over 30 years
Annual Report 2024
17
of experience in assurance, taxation and advisory for local and international clients. He is also an
insolvency practitioner with experience in many liquidations and receiverships. Augoustinos has
served as a director in various bodies and organisations.
Directors’ responsibilities in relation to the financial statements
The Directors are responsible for preparing the Annual Report and the financial statements in accordance with
applicable law and International Financial Reporting Standards as adopted by the European Union.
The Directors are required to prepare financial statements for each financial year which give a true and fair
view of the financial position of the Company, and its financial performance and cash flows for that period.
In preparing these financial statements, the Directors are required to:
•
select suitable accounting policies and then apply them consistently;
•
make judgments and estimates that are reasonable and prudent;
•
state whether applicable accounting standards have been followed, subject to any material
departures disclosed and explained in the financial statements; and
•
prepare the financial statements on the going concern basis unless it is inappropriate to
presume that the Company will continue in business.
The Directors are responsible for keeping proper accounting records that are sufficient to show and
explain the Company’s transactions, and at any time enable the financial position of the Company
to be determined with reasonable accuracy and enable them to ensure that the financial statements
comply with the applicable law and International Financial Reporting Standards as adopted by the
European Union. They are also responsible for safeguarding the assets of the Company and hence for
taking reasonable steps for the prevention and detection of fraud and other irregularities.
The Directors are responsible for the maintenance and integrity of the corporate and financial
information included on the Company’s website. Legislation in the British Virgin Islands governing the
preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
Disclosure of information to the Auditor
In so far as the Directors are aware:
•
there is no relevant audit information of which the Company’s auditor is unaware; and
•
the Directors have taken all steps that they ought to have taken to make themselves aware of
any relevant audit information and to establish that the auditor is aware of that information.
Annual Report 2024
18
Substantial Shareholdings
As at 10 May 2025, the Directors are aware of the following interests in 3 per cent or more of the
Company’s issued ordinary share capital:
Number of Ordinary
Shares
Percentage of issued
ordinary share capital
Percentage of voting
rights*
Groverton Management Ltd
123,048,011
70.39%
74.41%
Livermore Management Limited
25,456,903
14.56%
15.40%
* after consideration of the treasury shares.
Save as disclosed in this report and in the remuneration report, the Company is not aware of any other
person or entity that is interested directly or indirectly in 3% or more of the issued share capital of the
Company or could, directly or indirectly, jointly or severally, exercise control over the Company.
Details of transactions with Directors are disclosed in note 24 to the financial statements.
Annual Report 2024
19
Corporate Governance Statement
Introduction
The Company recognises the importance of the principles of good Corporate Governance and the
Board is pleased to accept its commitment to such high standards throughout the year.
The Board Constitution and Procedures
The Company is controlled through the Board of Directors, which at 31 December 2024 comprises of
two independent Non-Executive Directors (one of which is the Board’s Chairman) and two Executive
Directors. The Chief Executive’s responsibility is to focus on co-ordinating the company’s business
and implementing Company strategy.
A formal schedule of matters is reserved for consideration by the Board, which meets approximately
four times each year. The Board is responsible for implementation of the investing strategy as
described in the circular to shareholders dated 29 December 2006 and adopted pursuant to
shareholder approval at the Company’s EGM on 17 January 2007. It reviews the strategic direction
of the Company, its codes of conduct, its annual budgets, its progress towards achievement of these
budgets and any capital expenditure programmes. In addition, the Directors have access to advice
and services of the Company Secretary and all Directors are able to take independent professional
advice if relevant to their duties. The Directors receive training and advice on their responsibilities
as necessary. All Directors submit themselves to re-election at least once every three years.
Board Committees
The Board delegates clearly defined powers to its Audit and Remuneration Committees. The minutes
of each Committee are circulated by the Board.
Remuneration Committee
The Remuneration Committee comprises of the Non-Executive Chairman of the Board and a Non-
Executive Director. The Remuneration Committee considers the terms of employment and overall
remuneration of the Executive Directors and key members of Executive management regarding
share options, salaries, incentive payments and performance related pay. The remuneration of Non-
Executive Directors is determined by the Board.
Audit Committee
The Audit Committee comprises of the Non-Executive Chairman of the Board and a Non-Executive
Director and is chaired by the Chairman of the Board. The duties of the Committee include monitoring
the auditor’s performance and reviewing accounting policies and financial reporting procedures.
The Audit Committee’s key objectives are the provision of effective governance over the
appropriateness of the Group’s financial reporting, including the adequacy of related disclosures,
the performance of external audit function, and the management of the Group’s systems of internal
control and business risks.
The primary roles and responsibilities delegated to, and discharged by, the Committee include:
Annual Report 2024
20
•
monitoring and challenging the effectiveness of internal control and associated functions;
•
approving and amending Group accounting policies;
•
reviewing, monitoring, and ensuring the integrity of interim and annual financial statements,
and any formal announcements relating to the Company’s financial performance;
•
providing advice (where requested by the Board) on whether the Annual Report and Accounts,
taken, is fair, balanced, and understandable, and provides the information necessary for
shareholders to assess the Company’s position and performance;
•
reviewing and monitoring the external auditor’s independence, objectivity, and effectiveness
of the audit services; and
•
monitoring and approving the scope and costs of audit.
Communication with Investors
The Directors are available to meet with shareholders throughout the year. In particular the Executive
Directors prepare a general presentation for analysts and institutional shareholders following the
interim and preliminary results announcements of the Company. The chairman, Richard Rosenberg,
is available for meetings with shareholders throughout the year. The Board endeavours to answer
all queries raised by shareholders promptly.
Shareholders are encouraged to participate in the Annual General Meeting at which the Chairman
will present the key highlights of the Company’s performance. The Board will be available at the
Annual General Meeting to answer questions from shareholders.
Internal Control
The Board is responsible for ensuring that the Company has in place a system of internal controls
and for reviewing its effectiveness. In this context, control is defined in the policies and processes
established to ensure that business objectives are achieved cost effectively, assets and shareholder
value safeguarded, and that laws and regulations are complied with. Controls can provide reasonable
but not absolute assurance that risks are identified and adequately managed to achieve business
objectives and to minimise material errors, frauds and losses or breaches of laws and regulations.
The Company operates a sound system of internal control, which is designed to ensure that the risk
of misstatement or loss is kept to a minimum.
Given the Company’s size and the nature of its business, the Board does not consider that it is
necessary to have an internal audit function. An internal audit function will be established as and
when the Company is of an appropriate size.
The Board undertakes a review of its internal controls on an ongoing basis.
Going Concern
The Directors have reviewed the current and projected financial position of the Company, making
reasonable assumptions about interest and distribution income, future trading performance, valuation
projections and debt requirements. On the basis of this review, the Directors have a reasonable
expectation that the Company has adequate resources to continue in operational existence for the
foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the
Annual Report and accounts.
Annual Report 2024
21
Independence of Auditor
The Board undertakes a formal assessment of the auditor’s independence each year, which includes:
•
a review of non-audit related services provided to the Company and related fees;
•
discussion with the auditor of a written report detailing all relationships with the Company
and any other parties which could affect independence or the perception of independence;
•
a review of the auditor’s own procedures for ensuring independence of the audit firm and
partners and staff involved in the audit, including the rotation of the audit partner;
•
obtaining written confirmation from the auditor that it is independent; and
•
a review of fees paid to the auditor in respect of audit and non-audit services.
The Quoted Company Alliance (QCA) Code
The Directors of Livermore recognize the importance of good corporate governance in facilitating
Livermore to achieve its goals in our accountability to our stakeholders, and have chosen to apply
the Quoted Companies Alliance Corporate Governance Code (the ‘QCA Code’).
In the statements that follow, we explain our approach to governance, and how the Board and its
committees operate.
1. Establish a strategy and business model which promote long-term value for shareholders
Livermore’s strategy is focused primarily on investments which generate regular cash flows
and where the team have considerable investment experience and skills. These investments
generally include exposure mainly to senior secured and usually broadly syndicated US loans
through structures such as Collateralized Loan Obligations.
Strong emphasis is given to maintaining sufficient liquidity and low leverage at the overall
portfolio level and to re-invest in existing and new investments along the economic cycle. Our
experience across several economic cycles and deep expertise in the areas of investment along
with long term orientation promote long-term value of our shareholders and stakeholders. We
retain key employees and management through strong alignment of interests and a conducive
and collaborative work environment.
Core pillars of our investment strategy are:
• Investing with discipline and patience
• Using data and technology to continuously improve, analyze, and
• Building strong relationships with its counterparties and employees
2. Seek to understand and meet shareholder needs and expectations
Livermore encourages two-way communication with its investors. The Chairman talks regularly
with the Group’s major shareholders and ensures that their views are communicated fully to
the Board.
The Board is committed to communicating openly with shareholders to ensure that its strategy
and performance are clearly understood. This is achieved through the Annual Report and the
Interim Statement and through other regulatory and market announcement.
The Board recognizes the AGM as an important opportunity to meet private shareholders. The
Annual Report 2024
22
Chairman and key management are available to listen to the views of shareholders informally
immediately following the AGM.
Where voting decisions are not in line with the Company’s expectations the Board will engage
with those shareholders to understand and address any issues. The Company Secretary is the
main point of contact for such matters.
The Group also maintains a website (www.livermore-inv.com) which contains information on
the Group’s business, strategy, corporate information and specific disclosures required under
AIM Rules and the QCA code. It contains up-to-date information for shareholders, which
includes the Annual Report and Accounts since its admission to AIM, share price information,
and all RNS announcements. All relevant contact details are also available on the Group’s
website. In addition, there is a designated email address for investor relations, investors@
livermore-inv.com.
3. Take into account wider stakeholder and social responsibilities and their implications for
long-term success
Livermore is committed to sustainably deliver long term success and creating a win-win
environment for all its stakeholders. It does so by fostering strong relations and a sense of
loyalty and integrity in all aspects of our business. The Directors receive feedback from its
major stakeholders:
• Shareholders: Generate strong, consistent returns, encourage open dialogue and continue
reporting on investments and business activities
• Employees: Continue to encourage independent thinking and development, institute employee
engagement feedback to listen and address issues, and reward competitively and based on
performance.
• Investment and Transaction Counterparties: Active engagement through individual meetings
as well as regular calls and conference attendances.
The Company maintains regular dialogue with its Nominated Advisor to ensure compliance
with appropriate regulations and stay up-to-date with its responsibilities to market
participants and regulators.
4. Embed effective risk management, considering both opportunities and threats, throughout
the organization
Audit, risk and internal control: The Company has an established framework of internal
financial controls, which are designed to ensure that risk of misstatement or loss is kept
to a minimum. The controls are reviewed regularly by the Executive Management and the
Audit Committee, as well as our external independent auditors. The external auditors include
their review of internal controls in their “Key Issues Memorandum” and report to the Audit
Committee.
Given the Company’s size and the nature of its business, the Board does not consider that it is
necessary to have an internal audit function.
The Board considers risk to the business at every Board meeting (at least 4 meetings are held
each year). Both the Board and senior managers are responsible for reviewing and evaluating
Annual Report 2024
23
risk. The Executive Directors receive regular accounts and reports on trading performance,
as well as new risks associated with ongoing trading. In addition to trading risks, the Board
reviews operating risks such as IT, cyber security, and compliance in its meetings.
“Review of the Business and Risks” section of our Annual Report and Accounts details risks to
the business and how these are mitigated.
5. Maintain the board as a well- functioning, balanced team led by the chair
Livermore is controlled by the Board of Directors. Richard Rosenberg, the Non-executive
Chairman, is responsible for the running of the Board and Noam Lanir, the Chief Executive, has
executive responsibility for running the Group’s business and implementing Group strategy.
Ron Baron, the Chief Investment Officer, is responsible for the investment implementations
and risks.
All Directors receive regular and timely information of the Group’s operational and financial
performance. Relevant information is circulated to the Directors in advance of meetings. In
addition, minutes of the meetings of the Directors are circulated to the Board of Directors.
All Directors have direct access to the advice and services of the Company Secretary and are
able to take independent professional advice in furtherance of their duties, if necessary, at the
company’s expense.
As at 31 December 2024, the Board comprises two Executive Directors and two Non-Executive
Directors. The Board considers that all Non- executive Directors bring an independent
judgement to bear notwithstanding the varying lengths of service.
The Board is supported by the Audit and Remuneration Committee. The role of these
Committees is detailed in the “Corporate Governance Statement” section of our Annual
Accounts and Reports.
The Group maintains appropriate insurance cover in respect of actions taken against the
Directors because of their roles, as well as against material loss or claims against the Group.
The insured values and type of cover are comprehensively reviewed on a periodic basis.
6. Ensure that between them the directors have the necessary up-to-date experience, skills
and capabilities
The Board of Directors’ biographies are set out on our website and in the Annual Report.
The Board is satisfied that, between the Directors, it has an effective and appropriate balance
of skills and experience, including in areas of investment, business management, corporate
governance, tax, and accounting. With two Non-executive Board members and two Executive
Board members, the Board believes it has the desired balance between independence and
alignment of interest.
All of the Directors are subject to election by shareholders at the first Annual General Meeting
following their appointment to the Board. In accordance with the Company’s Articles of
Association Directors are required to seek re-election at least once every three years.
The Board is responsible to the shareholders for the proper management of the Group and
meetings are held on a regular basis to set the overall direction and strategy of the Group,
to review operational and financial performance and to discuss the investment environment
Annual Report 2024
24
as well as opportunities and risks. The Board is provided with key information in a timely
manner to enable a proper assessment of all matters requiring a decision or insight. All key
operational and investment decisions are subject to Board approval.
The Board is supported by Audit and Remuneration Committees which are considered to have
the appropriate skills and knowledge to discharge their duties and responsibilities effectively.
There were 8 Board or Committee meetings held during the year ended 31 December 2024.
Directors’ attendance at these meetings was a follows:
Number of meetings attended
Board
Audit
Remuneration
Richard Barry Rosenberg
5 of 5
2 of 2
1 of 1
Noam Lanir
5 of 5
-
-
Ron Baron
5 of 5
-
-
Augoustinos Papathomas
5 of 5
2 of 2
1 of 1
The Company has effective procedures in place to monitor and deal with conflicts of interest.
The Board is aware of the other commitments and interests of its Directors, and changes to
these commitments and interests are reported to and, where appropriate, agreed with the rest
of the Board.
The Board oversees the process and makes recommendations on all new Board appointments.
Where new Board appointments are considered the search for candidates is conducted, and
appointments are made, on merit, against objective criteria and with due regard for the
benefits of diversity on the Board, including gender.
The Company Secretary and our Nominated Advisors support the Chairman in addressing the
training and development needs of Directors, including:
• AIM rules refresher provided by our Nominated Advisor
• QCA Code updates and handbook
7. Evaluate board performance based on clear and relevant objectives, seeking continuous
improvement
Richard Rosenberg, as Chairman of the Board, has been assessing the individual contributions
of each of the members of the team to ensure that:
• Their contribution is relevant and effective
• That they are committed
• Where relevant, they have maintained their independence.
The performance of board members is currently monitored on an ad-hoc basis and through
individual mentoring and training sessions with the assistance of our Nominated Adviser.
The Company seeks continuous improvement as part of its considerations for evaluating the
Annual Report 2024
25
performance of the Board and intends to carry out annual reviews in the future.
8. Promote a corporate culture that is based on ethical values and behaviors
Livermore is committed to good practice and ethical behaviour and we fully recognize our
responsibilities to all of our stakeholders. The Board firmly believes that sustained success will
best be achieved by adhering to our corporate culture of treating all our stakeholders fairly
and with respect. Accordingly, in dealing with each of the Company’s principal stakeholders,
we encourage our staff to operate in an honest and respectful manner.
Livermore is committed to providing a safe and congenial environment that promotes
accountability, respect, and independent thought for its employees and consultants. As well,
the Company has a whistleblower policy that supports and encourages ethical behavior.
The Board is committed to maintaining appropriate standards for all the Company’s business
activities and ensuring that these standards are set out in written policies. Key examples of
such standards and policies include the ‘Market Abuse Regulation Policy” and ‘Anti-Bribery
and Anti-Corruption Policy” and our “AIM Rules Compliance Policy”.
The Board members of the Company lead by example in their personal lives and to do what is
in the best interest of the Company and the community that they live in.
Richard Rosenberg, Chairman of the Board, is a trustee of a Teenage Cancer Trust, and
regularly cycles and runs to raise funds for the charities he supports.
Noam Lanir, the CEO and executive director, has been actively involved in philanthropic
activities including working with the Sh’erit ha-Pletah and the Foundation for the Welfare of
Holocaust survivors in Israel.
Ron Baron, the CIO and executive director, founded the Israel Cycling Academy, a philanthropic
venture for the development of cycling in Israel as well as a professional Pro-continental
cycling team.
The Company tries to embody the ethical values of its Board members and actively looks
to contribute to and engage with institutions and people that share its ethical values and
behaviours
9. Maintain governance structures and processes that are fit for purpose and support good
decision- making by the board
The “Corporate Governance Statement” in our Annual Report & Accounts details the company’s
governance structures and why they are appropriate and suitable for the company to support
good decision-making by the Board members.
The Board meets in person at least four times a year and at additional times via
teleconference. At each meeting, the members discuss if the current corporate governance
structures are sufficient and what improvements may be required to be in line with the needs
of the Company and the regulatory environment.
Annual Report 2024
26
10. Communicate how the company is governed and is performing by maintaining a dialogue
with shareholders and other relevant stakeholders.
The Company encourages two-way communication with its investors and aims to respond to
queries received in a timely manner. The Chairman is regularly available to communicate with
the Company’s major shareholders and ensures that their views are communicated fully to the
Board. There is a designated email address for investor relations facilitates communication
with shareholders when needed.
The Board recognizes the AGM as an important opportunity to meet private shareholders. The
Directors are available to listen to the views of shareholders informally immediately following
the AGM.
The Company publishes its performance, strategy, and governance through its Annual Report
and Interim Statement, regular and timely RNS announcements as well as through its website
www.livermore-inv.com. The website provides corporate information, AIM Rules related
disclosures and the details on QCA code implementation.
A complete index of the disclosures required by the QCA Code, including those on the
Company’s website, can be found at http://www.livermore-inv.com/CorporateGovernance.
11. The role of the NEDs.
• Challenge the opinions of the Executive Directors, provide fresh insights in terms of strategic
direction and bring their diverse experience and expertise to the benefit of the leadership of
the Group
• Scrutinise the performance of the Executive Directors in terms of meeting agreed goals and
objectives
• Ensure that the governance, financial information, controls and systems of risk management
within the Group are robust and appropriate
• Determine the appropriate levels of remuneration of the Executive Directors
• Provide a breadth of independent skills and experience to Board Committees.
Annual Report 2024
27
Directors’ independence
The 2018 Code recommends that the Chair of the Board should be independent. The Board is
compliant with the provisions of the 2018 Code, whereby at least half the Board comprises
Non-Executive Directors who are determined by the Board to be independent.
Although Richard Rosenberg, the Non-executive Chairman, has had a long tenure with the
Company, he is considered to be independent as:
• Neither Mr. Rosenberg nor his firm have any commercial engagement with the Company
outside of his role as non-executive Chairman
• The shareholding is Mr. Rosenberg in the Company is non-material
• Mr. Rosenberg does not receive any incentive compensation related to the performance of
the Company.
The Non-Executives are paid a base fee with additional amounts paid to reflect the additional
time and responsibility associated with this role. The base fee has not increased for the year and
additional amounts paid as shown in the remuneration report reflect the time required in carrying
out the responsibilities of this role.
Richard Rosenberg, Non-executive Chairman
Annual Report 2024
28
Remuneration Report
The remuneration report has been formed in accordance with the requirements of AIM rule 19 and
is not intended to comply with the UK statutory requirements.
The Directors’ emoluments, benefits and shareholdings during the year ended 31 December 2024
were as follows:
Directors’ Emoluments
Each of the Directors has a service contract with the Company.
Total emoluments
Director
Date of
agreement
Fees
US $000
Benefits
US $000
Reward
payments
US $000
2024
US $000
2023
US $000
Richard Barry
Rosenberg
10 June 2005
57
-
40
97
56
Noam Lanir
10 June 2005
400
45
-
445
445
Ron Baron
1 September 2007
350
-
840
1,190
350
Augoustinos
Papathomas
1 February 2019
33
-
25
58
33
Directors’ Interests
Interests of Directors in ordinary shares
At 31 December 2024
At 31 December 2023
Number of
Ordinary
Shares
Percentage
of ordinary
share
capital
Percentage
of voting
rights *
Number of
Ordinary Shares
Percentage of
ordinary share
capital
Percentage of
voting rights *
Noam Lanir
123,048,011
70.39%
74.41%
123,048,011
70.39%
74.41%
Ron Baron
25,456,903
14.56%
15.40%
25,456,903
14.56%
15.40%
Richard
Barry
Rosenberg
16,046
0.01%
0.01%
16,046
0.01%
0.01%
* after consideration of the treasury shares
Annual Report 2024
29
Noam Lanir has his interest in ordinary shares through direct or indirect ownership of the whole
issued share capital of Groverton Management Limited. Further information is provided in note 24
to the financial statements. ¬
Ron Baron has his interest in ordinary shares through ownership of the whole issued share capital
of Livermore Management Limited.
Remuneration Policy
The Company’s policy has been designed to ensure that the Company has the ability to attract,
retain and motivate executive Directors and other key management personnel to ensure the success
of the organization.
The following key principles guide its policy:
•
Policy for the remuneration of executive Directors will be determined and regularly reviewed
independently of executive management and will set the tone for the remuneration of other senior
executives.
•
The remuneration structure will support and reflect the Company’s stated purpose to maximize long-
term shareholder value.
•
The remuneration structure will reflect a just system of rewards for the participants.
•
The overall quantum of all potential remuneration components will be determined by the exercise of
informed judgement of the independent remuneration committee, taking into account the success of
the Company and the competitive global market.
•
A significant personal shareholding will be developed in order to align executive and shareholder
interests.
•
The assessment of performance will be quantitative and qualitative and will include exercise of
informed judgement by the remuneration committee within a framework that takes account of sector
characteristics and is approved by shareholders.
•
The committee will be proactive in obtaining an understanding of shareholder preferences.
•
Remuneration policy and practices will be as transparent as possible, both for participants and
shareholders
•
The wider scene, including pay and employment conditions elsewhere in the Company, will be taken
into account, especially when determining annual salary increases.
Annual Report 2024
30
Review of the Business and Risks
Risks
The Board considers that the risks the Shareholders face can be divided into external and internal risks.
External risks to shareholders and their returns are those that can severely influence the investment
environment within which the Company operates, and include economic recession, declining corporate
profitability, higher corporate default rates and lower than historical recoveries, rising inflation and
interest rates and excessive stock-market speculation.
The Company’s portfolio is exposed to credit risk, interest rate changes, liquidity risk and volatility
particularly in the US. In addition, the portfolio is exposed to currency risks as some of the underlying
portfolio is invested in assets denominated in non-US currencies while the Company’s functional
currency is USD. Investments in certain emerging markets are especially exposed to governmental and
regulatory risks.
The mitigation of these risks is achieved by following micro and macroeconomic trends and changes,
regular monitoring of underlying assets and price movements and investment diversification. The
Company also engages from time to time in certain hedging activities to mitigate these risks.
As of the date of this report, although inflation rates seem to have come down towards central bank
targets, they are still too high for comfort and therefore most developed economies remain in a high
interest rate environment. High interest rates for a longer period of time can create increased credit
risk and lead to higher defaults and potential underperformance of our investments in Collateralized
Loan Obligations in the US. The Company has mitigated risk by limiting reinvestment and retaining
higher amounts of cash in recent years. The Company continues to be conservatively positioned with
44.2m of cash, deposits, and investments in US treasury bills as of 31 December 2024 and plans to
maintain strong liquidity and stay debt free.
Internal risks to shareholders and their returns are related to Portfolio risks (investment and geography
selection and concentration), balance sheet risk (gearing) and/or investment mismanagement risks.
The Company’s portfolio has a significant exposure to senior secured loans of US companies and
therefore has a concentration risk to this asset class.
A periodic internal review is performed to ensure transparency of Company activities and investments.
All service providers to the Company are regularly reviewed. The mitigation of the risks related to
investments is effected by investment restrictions and guidelines and through reviews at Board
Meetings.
As the portfolio of the Company is currently invested in USD denominated assets, movements in other
currencies are expected to have a limited impact on the business.
On the asset side, the Company’s exposure to interest rate risk is limited to the interest-bearing
deposits and portfolio of bonds and loans in which the Company invests. Currently, the Company is
primarily invested in sub-investment grade corporate loans through CLOs, which exposes the Company
to credit risk (defaults and recovery rates, loan spreads over base rate) as well as liquidity risks in the
CLO market.
Management monitors liquidity to ensure that sufficient liquid resources are available to the Company.
Annual Report 2024
31
The Company’s credit risk is primarily attributable to its fixed income portfolio, which is exposed to
corporate bonds with a particular exposure to the financial sector and to US senior secured loans.
Further information on financial risk management is provided in note 27 of the financial statements.
Share Capital
There was no change in the authorised share capital during the year to 31 December 2024. The
authorised share capital is 1,000,000,000 ordinary shares with no par value.
Related party transactions
Details of any transactions of the Company with related parties during the year to 31 December
2024 are disclosed in note 24 to the financial statements.
By order of the Board of Directors
Chief Executive Officer
22 May 2025
Annual Report 2024
32
Independent Auditor’s Report to the
Members of Livermore Investments
Group Limited
Opinion
We have audited the consolidated financial statements of Livermore Investments Group Limited
and its subsidiary Livermore Capital AG (the ‘’Group’’), which are presented in pages 37 to 76
and comprise the Consolidated statement of financial position as at 31 December 2024, and
the consolidated statement of profit or loss, Consolidated statement of comprehensive income,
Consolidated statement of changes in equity and Consolidated statement of cash flows for the
year then ended, and notes to the consolidated financial statements, including a summary of
significant accounting policies.
In our opinion, the accompanying consolidated financial statements give a true and fair view of
the consolidated financial position of the Group as at 31 December 2024, and of its consolidated
financial performance and its consolidated cash flows for the year then ended in accordance with
International Financial Reporting Standards (IFRSs) as adopted by the European Union.
Basis for Opinion
We conducted our audit in accordance with International Standards on Auditing (ISAs). Our
responsibilities under those standards are further described in the ‘’Auditor’s Responsibilities for
the Audit of the Consolidated Financial Statements’’ section of our report. We are independent
of the Group in accordance with the International Ethics Standards Board for Accountants’ Code
of Ethics for Professional Accountants (IESBA Code) together with the ethical requirements that
are relevant to our audit of the consolidated financial statements in Cyprus, and we have fulfilled
our other ethical responsibilities in accordance with these requirements and the IESBA Code. We
believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance
in our audit of the consolidated financial statements of the current period. These matters were
addressed in the context of our audit of the consolidated financial statements as a whole, and in
forming our opinion thereon, and we do not provide a separate opinion on these matters.
Annual Report 2024
33
The Key audit matter
As per note 8.2 of the consolidated
financial statements, the Group has
financial assets of $35,9m (2023:
$12,3m)
classified
within
the
fair value hierarchy at level 3, as
disclosed in note 8, where $20.7m
relates to private equity investments
and $10,3m to investments in
subsidiaries. The fair value of level
3 financial assets is generally
determined on a basis of either
third party valuations, or when not
available, adjusted Net Asset (NAV)
calculations using inputs from third
parties.
Due to the use of significant
judgments by the Board of Directors,
the existence of unobservable inputs
and the significant total value of
financial assets within the level 3
hierarchy, we consider the valuation
of these investments as a key audit
matter.
How the matter was addressed in our audit
Our audit work included, but was not restricted to:
Private equity investments:
•
obtained an understanding of the valuation methodologies
applied by the Board of directors and assessed their
appropriateness for each investment.
•
obtained third party confirmations indicating either the NAV
or fair value of the financial assets and compared to clients’
records and fund’s financial statements.
•
evaluated
the
independent
professional
valuer’s
competence, capabilities and objectivity.
•
in cases where the valuations were performed by the
Board of Directors, evaluated the reasonableness of the
methodology applied and checked the inputs used by
comparing them to third party sources.
•
considered whether the valuation methodologies used
are in line with the Group’s accounting policies, and
also whether the Group’s accounting policies are in
compliance with the IFRSs as adopted by the European
Union; and
•
and considered the adequacy of consolidated financial
statement disclosures in relation to the valuation
methodologies used for each class of level 3 financial assets.
Investments in Subsidiaries:
•
obtained management accounts of the subsidiaries to identify
their NAV; and evaluated any significant change in the fair
value of investment.
•
assessed the management accounts of the subsidiaries to
determine whether the disclosed NAV is fairly stated by
obtaining portfolio statements and land valuations from
independent valuers.
•
evaluated and assessed the valuers’ competence, capabilities
and objectivity.
•
evaluated the methodology used and assessed its adequacy
•
considered whether the methodology used is in line with the
Group’s accounting policies, and also whether the Group’s
accounting policies are in compliance with the IFRSs as
adopted by the European Union; and
•
considered the adequacy of consolidated financial statement
disclosures in relation to the valuation methodologies used for
each class of level 3 financial assets.
Key observations
We concluded that the judgements and estimates used by
the management in determining the fair value of investments
were reasonable and the disclosures made in relation to
these matters in the consolidated financial statements were
appropriate.
Investments’ valuation Level 3
Annual Report 2024
34
Other Information
The Board of Directors is responsible for the other information. The other information comprises
the information included in the Highlights, Chairman’s and Chief Executive’s Review, Review of
Activities, Report of the Directors, Corporate Governance Statement, Remuneration report, Review
of the Business and Risks, but does not include the consolidated financial statements and our
auditor’s report thereon.
Our opinion on the consolidated financial statements does not cover the other information and we
do not express any form of assurance conclusion thereon.
In connection with our audit of the consolidated financial statements, our responsibility is to
read the other information and, in doing so, consider whether the other information is materially
inconsistent with the consolidated financial statements, or our knowledge obtained in the audit or
otherwise appears to be materially misstated. If, based on the work we have performed, we conclude
that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Responsibilities of the Board of Directors for the Consolidated Financial Statements
The Board of Directors is responsible for the preparation of consolidated financial statements
that give a true and fair view in accordance with International Financial Reporting Standards as
adopted by the European Union, and for such internal control as the Board of Directors determines
is necessary to enable the preparation of consolidated financial statements that are free from
material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, the Board of Directors is responsible for assessing
the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to
going concern and using the going concern basis of accounting unless the Board of Directors either
intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.
Those charged with governance are responsible for overseeing the Group’s financial reporting
process.
Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial
statements as a whole are free from material misstatement, whether due to fraud or error, and to
issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance
but is not a guarantee that an audit conducted in accordance with ISAs will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered
material if, individually or in the aggregate, they could reasonably be expected to influence
the economic decisions of users taken on the basis of these consolidated financial statements.
As part of an audit in accordance with ISAs, we exercise professional judgment and maintain
professional scepticism throughout the audit. We also:
•
Identify and assess the risks of material misstatement of the consolidated financial statements,
whether due to fraud or error, design and perform audit procedures responsive to those
risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our
opinion. The risk of not detecting a material misstatement resulting from fraud is higher than
for one resulting from error, as fraud may involve collusion, forgery, intentional omissions,
Annual Report 2024
35
misrepresentations, or the override of internal control.
•
Obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Group’s internal control.
•
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by the Board of Directors.
•
Conclude on the appropriateness of the Board of Directors’ use of the going concern basis
of accounting and, based on the audit evidence obtained, whether a material uncertainty
exists related to events or conditions that may cast significant doubt on the Group’s ability to
continue as a going concern. If we conclude that a material uncertainty exists, we are required
to draw attention in our auditor’s report to the related disclosures in the consolidated financial
statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are
based on the audit evidence obtained up to the date of our auditor’s report. However, future
events or conditions may cause the Group to cease to continue as a going concern.
•
Evaluate the overall presentation, structure and content of the consolidated financial statements,
including the disclosures, and whether the consolidated financial statements represent the
underlying transactions and events in a manner that achieves a true and fair view.
•
Obtain sufficient appropriate audit evidence regarding the financial information of the entities
or business activities within the Group to express an opinion on the consolidated financial
statements. We are responsible for the direction, supervision and performance of the group
audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned
scope and timing of the audit and significant audit findings, including any significant deficiencies
in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant
ethical requirements regarding independence, and to communicate with them all relationships and
other matters that may reasonably be thought to bear on our independence, and where applicable,
related safeguards.
From the matters communicated with those charged with governance, we determine those matters
that were of most significance in the audit of the consolidated financial statements of the current
period and are therefore the key audit matters. We describe these matters in our auditor’s report
unless law or regulation precludes public disclosure about the matter or when, in extremely rare
circumstances, we determine that a matter should not be communicated in our report because the
adverse consequences of doing so would reasonably be expected to outweigh the public interest
benefits of such communication.
Annual Report 2024
36
Other Matter
This report, including the opinion, has been prepared for and only for the Group’s members as a body
and for no other purpose. We do not, in giving this opinion, accept or assume responsibility for any
other purpose or to any other person to whose knowledge this report may come to.
The engagement partner on the audit resulting in this independent auditor’s report is Mr Polyvios
Polyviou.
Polyvios Polyviou
Certified Public Accountant and Registered Auditor
for and on behalf of
Grant Thornton (Cyprus) Ltd
Certified Public Accountants and Registered Auditors
Limassol, 22 May 2025
Annual Report 2024
37
Livermore Investments Group Limited
Consolidated Statement of Financial Position at 31 December 2024
Note
2024
US $000
2023
US $000
Assets
Non-current assets
Property, plant and equipment
37
46
Right-of-use assets
4
416
-
Financial assets at fair value through profit or loss
5
56,000
68,284
Financial assets at fair value through other
comprehensive income
6
20,721
6,498
Investments in unconsolidated subsidiaries
9
10,251
5,780
87,425
80,608
Current assets
Trade and other receivables
10
269
102
Financial assets at fair value through profit or loss
5
22,339
38,750
Cash and cash equivalents
11
33,768
20,169
56,376
59,021
Total assets
143,801
139,629
Equity
Share capital
12
-
-
Share premium and treasury shares
12
163,130
163,130
Other reserves
(18,358)
(22,027)
Accumulated losses
(5,669)
(5,266)
Total equity
139,103
135,837
Liabilities
Non-current liabilities
Lease liabilities
14
312
-
-
Current liabilities
Trade and other payables
13
4,143
3,629
Lease liabilities – current portion
14
104
-
Current tax payable
139
163
4,386
3,792
Total liabilities
4,698
3,792
Total equity and liabilities
143,801
139,629
Net asset value per share
Basic and diluted net asset value per share (US $)
16
0.84
0.82
These financial statements were approved by the Board of Directors on 22 May 2025.
The notes 1 to 29 form part of these consolidated financial statements.
Annual Report 2024
38
Livermore Investments Group Limited
Consolidated Statement of Profit or Loss for the year ended 31 December 2024
Note
2024
US $000
2023
US $000
Investment income
Interest and distribution income
18
22,520
24,054
Fair value changes of investments
19
(9,612)
(6,671)
12,908
17,383
Other income
-
294
Operating expenses
20
(5,612)
(3,369)
Other expenses
-
(270)
Operating profit
7,296
14,038
Finance costs
21
(965)
(75)
Finance income
21
453
156
Profit before taxation
6,784
14,119
Taxation charge
22
(199)
(231)
Profit for the year
6,585
13,888
Earnings per share
Basic and diluted earnings per share (US $)
23
0.04
0.08
The profit for the year is wholly attributable to the owners of the parent.
The notes 1 to 29 form part of these consolidated financial statements.
Annual Report 2024
39
Livermore Investments Group Limited
Consolidated Statement of Comprehensive Income for the year ended 31 December 2024
Note
2024
US $000
2023
US $000
Profit for the year
6,585
13,888
Other comprehensive income:
Items that will be reclassified subsequently to profit or loss
Foreign exchange (losses) / gains on translation of consolidated
subsidiary
(80)
59
Items that are not reclassified subsequently to profit or loss
Financial assets designated at fair value through other
comprehensive income – fair value gains / (losses)
6
3,749
(875)
Total comprehensive income for the year
10,254
13,072
The total comprehensive income for the year is wholly attributable to the owners of the parent.
The notes 1 to 29 form part of these consolidated financial statements.
Annual Report 2024
40
Livermore Investments Group Limited
Consolidated Statement of Changes in Equity for the year ended 31 December 2024
Note
Share
premium
US $000
Treasury
Shares
US $000
Translation
reserve
US $000
Investments
revaluation
reserve
US $000
Retained
earnings
US $000
Total
US $000
Balance at 1 January 2023
169,187
(6,057)
55
(21,269)
(14,191)
127,725
Dividends
-
-
-
-
(4,960)
(4,960)
Transactions with owners
-
-
-
-
(4,960)
(4,960)
Profit for the year
-
-
-
-
13,888
13,888
Other comprehensive income:
Financial assets at fair value through other
comprehensive income – fair value losses
6
-
-
-
(875)
-
(875)
Foreign exchange gains on translation
of consolidated subsidiary
-
-
59
-
-
59
Transfer of realised losses
19
-
-
-
3
(3)
-
Total comprehensive loss for the year
-
-
59
(872)
13,885
13,072
Balance at 31 December 2023
169,187
(6,057)
114
(22,141)
(5,266)
135,837
Dividends
15
-
-
-
-
(6,988)
(6,988)
Transactions with owners
-
-
-
-
(6,988)
(6,988)
Profit for the year
-
-
-
-
6,585
6,585
Other comprehensive income:
Financial assets at fair value through other
comprehensive income – fair value gains
6
-
-
-
3,749
-
3,749
Foreign exchange losses on translation of
consolidated subsidiary
-
-
(80)
-
-
(80)
Transfer of realised losses
19
-
-
-
-
-
-
Total comprehensive income for the year
-
-
(80)
3,749
6,585
10,254
Balance at 31 December 2024
169,187
(6,057)
34
(18,392)
(5,669)
139,103
The notes 1 to 29 form part of these consolidated financial statements.
Annual Report 2024
41
Livermore Investments Group Limited
Consolidated Statement of Cash Flows for the year ended 31 December 2024
Note
2024
US $000
2023
US $000
Cash flows from operating activities
Profit / (loss) before tax
6,784
14,119
Adjustments for
Depreciation
20
124
98
Interest expense
21
33
55
Interest and distribution income
18
(22,520)
(24,054)
Bank interest income
21
(453)
(156)
Fair value changes of investments
19
9,612
6,671
Exchange differences
21
932
20
(5,488)
(3,247)
Changes in working capital
Increase in trade and other receivables
10
(167)
(30)
Increase / (Decrease) in trade and other payables
13
430
(104)
Cash flows used in operations
(5,225)
(3,381)
Interest and distributions received
22,973
24,210
Tax paid
(223)
(201)
Net cash from operating activities
17,525
20,628
Cash flows from investing activities
Acquisition of investments
5, 6, 9
(114,359)
(55,237)
Proceeds from sale of investments
5, 6
118,497
48,973
Net cash from / (used) in investing activities
4,138
(6,264)
Cash flows from financing activities
Lease liability payments
(111)
(131)
Interest paid
(33)
(55)
Dividends paid
15
(6,988)
(4,960)
Net cash used in financing activities
(7,132)
(5,146)
Annual Report 2024
42
Note
2024
US $000
2023
US $000
Net increase in cash and cash equivalents
14,531
9,218
Cash and cash equivalents at the beginning of the year
20,169
10,971
Exchange differences on cash and cash equivalents
21
(932)
(20)
Cash and cash equivalents at the end of the year
11
33,768
20,169
The notes 1 to 29 form part of these consolidated financial statements.
Annual Report 2024
43
Notes to the Consolidated
Financial Statements
1. General Information
1.1. The Company was incorporated as an international business company and registered in
the British Virgin Islands (BVI) on 2 January 2002 under IBC Number 475668. The principal
legislation under which the Company operates is the BVI Business Companies Act, 2004.
The liability of the members of the Company is limited.
1.2. The registered office of the Company is located at Trident Chambers, PO Box 146, Road
Town, Tortola, British Virgin Islands.
1.3. The Company is tax resident in the Republic of Cyprus.
1.4. The principal activity of the Company is to carry out investment activities.
2.
Basis of preparation
The consolidated financial statements (“the financial statements”) of Livermore Investments
Group Limited have been prepared in accordance with International Financial Reporting
Standards (“IFRS”) as adopted by the European Union (EU). The financial statements have
been prepared on an accrual basis (other than for cash flow information) using the significant
accounting policies and measurement bases summarised in note 3, and also on a going
concern basis.
The financial information is presented in US dollars because this is the currency in which the
Company primarily operates (i.e., the Company’s functional currency).
References to the Company hereinafter also include its consolidated subsidiary (note 9).
The Directors have reviewed the accounting policies used by the Company and consider them
to be the most appropriate.
3. Accounting Policies
The significant accounting policies applied in the preparation of the financial statements are
as follows:
3.1. Adoption of new and revised IFRS
As from 1 January 2024, the Company adopted any applicable new or revised IFRS and
relevant amendments and interpretations which became effective, and also were endorsed
by the EU. This adoption did not have any material impact on the Company’s financial
statements.
The following IASB documents were issued by the date of authorisation of these financial
statements but are not yet effective for the year ended 31 December 2024, or have not yet
been endorsed by the EU by 31 December 2024:
Annual Report 2024
44
Endorsed by
EU
IASB
Effective date
•
IFRS
19
“Subsidiaries
without
Public
Accountability: Disclosures”
No
1 January 2027
•
IFRS 18 “Presentation and Disclosure in
Financial Statements”
No
1 January 2027
•
Amendments to IFRS 9 and IFRS 7: “Contracts
Referencing Nature-dependent Electricity”
No
1 January 2026
•
Annual Improvements Volume 11
No
1 January 2026
•
Amendments
to
IFRS
9
and
IFRS
7:
“Classification and Measurement of Financial
Instruments”
No
1 January 2026
•
Amendments to IAS 21: “The Effects of
Changes in Foreign Exchange Rates: Lack of
Exchangeability”
Yes
1 January 2025
•
IFRS 14: “Regulatory Deferral Accounts”
No
1 January 2016
IFRS 18 is expected to affect the presentation of the Company’s financial statements when it
becomes effective, however the Directors have not yet assessed the magnitude of its impact.
The remaining pronouncements when they become effective are not expected to have any
material effect on the financial statements.
3.2. Investments in subsidiaries and basis of consolidation
Subsidiaries are entities controlled either directly or indirectly by the Company.
Control is achieved where the Company is exposed, or has right, to variable returns from its
involvement with a subsidiary and has the ability to affect those returns through its power
over the subsidiary.
The Directors have determined that Livermore meets the definition of an investment entity,
as this is defined in IFRS 10 “Financial Statements”. As per IFRS 10, an investment entity is
an entity that:
(a)
obtains funds from one or more investors for the purpose of providing those investors with
investment management services;
(b)
commits to its investors that its business purpose is to invest funds solely for returns from
capital appreciation, investment income, or both; and
(c)
measures and evaluates the performance of substantially all of its investments on a fair
value basis.
Annual Report 2024
45
An investment entity is exempted from consolidating its subsidiaries, unless any subsidiary
which is not itself an investment entity mainly provides services that relate to the investment
entity’s investment activities. The financial statements consolidate the Company and one
of its subsidiaries providing such services (note 9 shows further details of the consolidated
and unconsolidated subsidiaries).
Investments in unconsolidated subsidiaries are initially recognised at their fair value and
subsequently measured at fair value through profit or loss. Subsequently, any gains or
losses arising from changes in their fair value are included in profit or loss for the year.
Dividends and other distributions from unconsolidated subsidiaries are recognised as
income when the Company’s right to receive payment has been established.
A subsidiary that is not an investment entity itself and which provides services that relate
to the Company’s investment activities is consolidated rather than included within the
investments in subsidiaries measured at fair value through profit or loss.
The financial statements of the consolidated subsidiary are prepared using uniform
accounting policies. Where necessary, adjustments are made to the financial statements
of consolidated subsidiary to bring its accounting policies into line with those used by the
Company. The consolidated subsidiary has a reporting date of 31 December.
All transactions between the Company and its consolidated subsidiary and all resulting
balances, income and expenses are eliminated on consolidation.
The results and cash flows of any consolidated subsidiary acquired or disposed of during
the year are consolidated from the effective date of acquisition or up to the effective date
of disposal.
3.3. Interest and distribution income
•
Interest income is recognised based on the effective interest method.
•
Distribution income is recognised on the date that the Company’s right to receive payment
is established, which in the case of quoted securities is the ex-dividend date
3.4. Foreign currency
The financial statements of the Company are presented in USD, which is the currency of
the primary economic environment in which it operates (its functional currency).
Transactions in foreign currencies are recorded at the rates of exchange prevailing on the
dates of the transaction. Monetary assets and liabilities denominated in non-functional
currencies are translated into functional currency using year-end spot foreign exchange
rates. Non-monetary assets and liabilities are translated upon initial recognition using
exchange rates prevailing at the dates of the transactions. Non-monetary assets that are
measured in terms of historical cost in foreign currency are not subsequently re-translated.
Gains and losses arising on the settlement of monetary items and on the re-translation
of monetary items are included in the profit or loss for the year. Those that arise on
the re-translation of non-monetary items carried at fair value are included in the profit
or loss of the year as part of the fair value gain or loss except for differences arising
on the re-translation of non-monetary financial assets designated at fair value through
Annual Report 2024
46
other comprehensive income in respect of which gains and losses are recognised in other
comprehensive income. For such non-monetary items any exchange component of that
gain or loss is also recognised in other comprehensive income.
The results and financial position of the consolidated subsidiary, which has a functional
currency of Swiss Francs, are translated into the presentation currency as follows:
(a)
assets and liabilities are translated at the closing rate at the reporting date;
(b)
income and expenses and also cash flows are translated at an average exchange rate
(unless this average is not a reasonable approximation of the cumulative effect of the rates
prevailing on the transaction dates, in which case the items are translated at the rates
prevailing at the dates of the transactions); and
(c)
exchange differences arising are recognised in other comprehensive income within the
translation reserve. Such translation exchange differences are reclassified to profit or loss
in the period in which the foreign operation is disposed of.
3.5. Taxation
Current tax is the tax currently payable based on taxable profit for the year in accordance
with the applicable tax laws.
Current and deferred tax assets and liabilities are calculated at tax rates that are expected
to apply to their respective period of realisation, provided they are enacted or substantively
enacted as at the reporting date.
3.6. Equity instruments
Equity instruments issued by the Company are recorded at proceeds received, net of direct
issue costs.
The share premium account includes any premiums received on the initial issuing of the
share capital. Any transaction costs associated with the issuing of shares are deducted
from the premium received.
Own equity instruments purchased by the Company, or its consolidated subsidiary are
recorded as treasury shares at the consideration paid, including transaction costs, and
they are deducted from total equity until they are sold or cancelled. Where such shares are
subsequently sold, any consideration received is included in total equity.
3.7. Financial assets
Financial assets are recognised when the Company becomes a party to the contractual
provisions of the financial instrument.
A financial asset is derecognised only where the contractual rights to the cash flows
from the asset expire or the financial asset is transferred, and that transfer qualifies for
derecognition. A financial asset is transferred if the contractual rights to receive the cash
flows of the asset have been transferred or the Company retains the contractual rights
to receive the cash flows of the asset but assumes a contractual obligation to pay the
cash flows to one or more recipients. A financial asset that is transferred qualifies for
derecognition if the Company transfers substantially all the risks and rewards of ownership
of the asset, or if the Company neither retains nor transfers substantially all the risks and
rewards of ownership but does transfer control of that asset.
Annual Report 2024
47
The Company classifies its financial assets in the following measurement categories:
(a) those to be measured at fair value through profit or loss;
(b) those to be measured at fair value through other comprehensive income; and
(c) those to be measured at amortised cost.
At initial recognition, the Company measures a financial asset at its fair value plus, in the
case of a financial asset not at fair value through profit or loss, transaction costs that are
directly attributable to the acquisition of the financial asset. Transaction costs of financial
assets carried at fair value through profit or loss are expensed in profit or loss.
Financial assets at fair value through profit or loss
The Company classifies the following financial assets at fair value through profit or loss:
(a) equity investments that are held for trading;
(b) other equity investments for which the Directors have not elected to recognise fair value
gains and losses through other comprehensive income; and
(c) debt investments that do not qualify for measurement at either amortised cost or at fair
value through other comprehensive income.
All financial assets within this category are measured at their fair value, with changes in
value recognised in the profit or loss when incurred.
Financial assets at fair value through other comprehensive income
Financial assets at fair value through other comprehensive income (OCI) comprise equity
investments which are not held for trading, and for which the Company has made an
irrevocable election at initial recognition to recognise changes in fair value through OCI
rather than profit or loss.
Where the Company’s management has elected to present fair value gains and losses on
equity investments in other comprehensive income, there is no subsequent reclassification
of fair value gains and losses to profit or loss. Dividends from such investments continue to
be recognised in profit or loss when the Company’s right to receive payments is established.
Financial assets at amortised cost
Assets that are held for collection of contractual cash flows where those cash flows
represent solely payments of principal and interest are measured at amortised cost. A gain
or loss on a financial asset that is measured at amortised cost is recognised in profit or loss
when the asset is derecognised or impaired. Interest income from these financial assets is
recognised based on the effective interest rate method.
The classification of debt instruments depends on the entity’s business model for managing
the financial assets and the contractual terms of the cash flows. Financial assets with
embedded derivatives are considered in their entirety when determining whether their cash
flows are solely payment of principal and interest.
Impairment
The Company assesses the expected credit losses associated with its assets carried at
amortised cost, on a forward-looking basis. The impairment methodology applied depends on
whether there has been a significant increase in credit risk. For trade and other receivables
only, the Company applies the simplified approach permitted by IFRS 9, which permits
expected lifetime losses to be recognised from initial recognition of the receivables.
Annual Report 2024
48
Write offs
The Company writes off a financial asset when there is information indicating that the
counterparty is in severe financial difficulty and there is no realistic prospect of recovery,
e.g., when the counterparty has been placed under liquidation or has entered into
bankruptcy proceedings. Financial assets written off may still be subject to enforcement
activities, taking into account legal advice where appropriate. Any recoveries made are
recognised in profit or loss.
3.8. Financial liabilities
Financial liabilities are recognised when the Company becomes a party to the contractual
provisions of the financial instrument.
A financial liability is derecognised when it is extinguished, discharged, cancelled or
expires.
Financial liabilities at amortised cost
Financial liabilities are measured initially at fair value plus transaction costs.
After initial recognition financial liabilities are measured at amortised cost using the
effective interest rate method.
3.9. Cash and cash equivalents
Cash comprises cash in hand and on demand deposits with banks. Cash equivalents are
short term, highly liquid investments that are readily convertible to known amounts of cash.
They include unrestricted short-term bank deposits originally purchased with maturities of
three months or less.
3.10. Leased assets – The Company as a lessee
At lease commencement date, the Company recognises a right-of-use asset and a lease
liability.
The right-of-use asset is measured at cost, which is made up of the initial lease liability
amount, any initial direct costs, and any lease payments in advance of the lease
commencement date (net of any incentives received). This is then depreciated on a straight-
line basis from the lease commencement date to the earlier of the end of its useful or
the end of the lease term. The right-of-use asset is assessed for impairment when such
indicators exist.
At the commencement date, the Company measures the lease liability at the present
value of the future lease payments (fixed payments and payments for options reasonably
certain to be exercised), discounted using the interest rate implicit in the lease if that rate
is readily available or the Company’s incremental borrowing rate. Subsequent to initial
measurement, the liability is reduced for payments made and increased for interest.
3.11. Segment reporting
In making investment decisions, Management assesses individual investments and then, in
analysing their performance, it receives and uses information for each investment product
separately rather than based on any segmental information. Given that, Management
regards that all the Company’s activities fall under a single operating segment.
3.12. Critical accounting judgments and key sources of estimation uncertainty
Annual Report 2024
49
The preparation of financial statements in conformity with IFRS requires the use of
accounting estimates and requires management to exercise its judgement in the process of
applying the Company’s accounting policies. It also requires the use of assumptions that
affect the reported amounts of assets and liabilities and disclosures at the reporting date
and the reported amounts of revenues and expenses during the reporting period. Although
these estimates are based on management’s best knowledge of current events and actions,
actual results may ultimately differ.
Estimates and judgements are continually evaluated and are based on historical experience
and other factors, including expectations of future events that are believed to be reasonable
under the circumstances.
Critical accounting judgement
Classification of financial assets
Management exercises significant judgement in determining the appropriate classification
of the financial assets of the Company. The Directors determine the appropriate classification
of the Company’s financial assets based on Livermore’s business model. An entity’s business
model refers to how an entity manages its financial assets in order to generate cash
flows, considering all relevant and objective evidence. The factors considered include the
contractual terms and characteristics which are very carefully examined, and also the
Company’s intentions and expected needs for realisation of the financial assets.
All investments (except from certain equity instruments that are designated at fair value
through other comprehensive income) are classified as financial assets at fair value through
profit or loss, because this reflects more fairly the way these assets are managed by the
Company. The Company’s business is investing in financial assets with a view to profiting
from their total return in the form of income and capital growth. This portfolio of financial
assets is managed, and its performance evaluated on a fair value basis, in accordance
with a documented investment strategy, and information about the portfolio is provided
internally on that basis to the Company’s Board of Directors and other key management
personnel.
Estimation uncertainty
Management, in preparing these financial statements, has not made any significant
estimates with a risk of material change in value in the next financial period.
4. Right of use assets
2024
US $000
2023
US $000
At 1 January
-
87
Additions
524
-
Depreciation
(105)
(87)
Exchange differences on the translation of
subsidiary
(3)
-
At 31 December
416
-
Annual Report 2024
50
The Company’s consolidated subsidiary Livermore Capital AG has entered on 1 January 2024
into a lease contract for its offices rented in Zurich (Switzerland).
The contract is non-cancellable and expires on 31 December 2028. The Company has the
option at the end of the lease period to extend the lease for another 5 years based on market
terms prevailing at that time. This has not been taken into account in determining the lease
term since the option is not considered reasonably expected to be exercised.
5. Financial assets at fair value through profit or loss
2024
US $000
2023
US $000
Non-current assets
Fixed income investments (CLOs)
56,000
68,284
Current assets
Fixed income investments
19,849
36,718
Public equity investments
2,490
2,032
22,339
38,750
For description of each of the above categories, refer to note 7.
The above investments represent financial assets that are mandatorily measured at fair value
through profit or loss.
There are no open derivatives at 31 December 2024 and 2023.
The Company treats its investments in the loan market through CLOs as non-current
investments as the Company generally intends to hold such investments over a period longer
than twelve months.
The movement in financial assets at fair value through profit or loss during the year was as
follows:
2024
US $000
2023
US $000
At 1 January
107,034
106,376
Purchases
99,805
53,463
Sales
(84,247)
(46,976)
Settlements
(34,250)
-
Fair value losses
(10,003)
(5,829)
At 31 December
78,339
107,034
Annual Report 2024
51
6. Financial assets at fair value through other comprehensive income
2024
US $000
2023
US $000
Non-current assets
Private equity investments
20,721
6,498
For description of the above category, refer to note 7.
The above investments are non-trading equity investments that have been designated at fair
value through other comprehensive income.
The movement in financial assets at fair value through other comprehensive income during
the year was as follows:
2024
US $000
2023
US $000
At 1 January
6,498
7,596
Purchases
10,474
1,774
Settlements
-
(1,997)
Fair value gains / (losses)
3,749
(875)
At 31 December
20,721
6,498
7. Financial assets at fair value
The Company allocates its non-derivative financial assets at fair value (notes 5 and 6) as
follows:
• Fixed income investments relate to investments in the loan market through CLOs, investments
in open warehouse facilities, and also investments in fixed and floating rate bonds, and
perpetual bank debt.
• Public equity investments relate to investments in shares of companies listed on public stock
exchanges.
• Private equity investments relate to investments in the form of equity purchases in both high
growth opportunities in emerging markets and deep value opportunities in mature markets.
The Company generally invests directly in prospects where it can exert influence.
8. Fair value measurements of financial assets and liabilities
The table in note 8.2 presents financial assets and liabilities measured at fair value in the
consolidated statement of financial position in accordance with the fair value hierarchy. This
hierarchy groups financial assets and liabilities into three levels based on the significance of
inputs used in measuring the fair value of the financial assets and liabilities. The fair value
hierarchy has the following levels:
Annual Report 2024
52
• Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities that
the entity can access at the measurement date;
• Level 2: inputs other than quoted prices included within Level 1 that are observable for the
asset or liability, either directly or indirectly; and
• Level 3: unobservable inputs for the asset or liability.
The level within which the financial asset is classified is determined based on the lowest
level of significant input to the fair value measurement.
8.1 Valuation of financial assets
• Fixed Income Investments (other than CLOs) and Public Equity Investments are valued at
their closing market prices on quoted exchanges, or as quoted by market makers.
• CLOs are valued by third party independent valuation providers and market makers. CLOs are
typically valued based on discounted cash flow valuation models. The key assumptions for
cash flow projections include default and recovery rates, prepayment rates and reinvestment
assumptions on the underlying portfolios (typically senior secured loans) of the CLOs.
Default and recovery rates: The amount and timing of defaults in the underlying
collateral and the amount and timing of recovery upon a default are key to the
future cash flows a CLO will distribute to the CLO equity tranche. All else equal,
higher default rates and lower recovery rates typically lead to lower cash flows.
Conversely, lower default rates and higher recoveries lead to higher cash flows.
Prepayment rates: Senior loans can be pre-paid by borrowers. CLOs that are
within their reinvestment period may, subject to certain conditions, reinvest such
prepayments into other loans which may have different spreads and maturities. CLOs
that are beyond their reinvestment period typically pay down their senior liabilities
from proceeds of such pre-payments. Therefore, the rate at which the underlying
collateral prepays impacts the future cash flows that the CLO may generate.
Reinvestment assumptions: A CLO within its reinvestment period may reinvest proceeds
from loan maturities, prepayments, and recoveries into purchasing additional loans.
The reinvestment assumptions define the characteristics of the loans that a CLO may
reinvest in. These assumptions include the spreads, maturities, and prices of such loans.
Reinvestment into loans with higher spreads and lower prices will lead to higher cash
flows. Reinvestment into loans with lower spreads will typically lead to lower cash flows.
Discount rate: The discount rate indicates the yield that market participants expect to receive
and is used to discount the projected future cash flows. Higher yield expectations or discount
rates lead to lower prices and lower discount rates lead to higher prices for CLOs.
Investments
in
open
warehouse
facilities
that
have
not
yet
been
converted to CLOs, are valued based on an adjusted net asset valuation.
Annual Report 2024
53
• Private equity investments are valued mainly on the basis of valuations reported by
third-party managers of such investments. Real estate entities are valued by independent
qualified property valuers with substantial relevant experience on such investments.
Underlying property values are determined based on their estimated market values.
• Investments in subsidiaries are valued at fair value as determined on a net asset
valuation basis. The Company has determined that the reported net asset value
of each subsidiary represents its fair value at the end of the reporting period.
8.2 Fair value hierarchy
Financial assets measured at fair value are grouped into the fair value hierarchy as follows:
2024
US $000
Level 1
2024
US $000
Level 2
2024
US $000
Level 3
2024
US $000
Total
2023
US $000
Level 1
2023
US $000
Level 2
2023
US $000
Level 3
2023
US $000
Total
Fixed income
investments
14,957
56,000
4,892
75,849
36,718
68,284
-
105,002
Public equity
investments
2,490
-
-
2,490
2,032
-
-
2,032
Private equity
investments
-
-
20,721
20,721
-
-
6,498
6,498
Investments in
subsidiaries
-
-
10,251
10,251
-
-
5,780
5,780
17,447
56,000
35,864
109,311
38,750
68,284
12,278
119,312
The Company has no financial liabilities measured at fair value.
The methods and valuation techniques used for the purpose of measuring fair value are
unchanged compared to the previous reporting year.
No financial assets have been transferred between different levels.
Annual Report 2024
54
Financial assets within level 3 can be reconciled from beginning to ending balances as follows:
At fair value
through OCI
At fair value
through
profit or loss
Investments in
subsidiaries
Private equity
investments
US $000
Fixed Income
investments
US $000
US $000
Total
US $000
At 1 January 2023
7,596
-
6,546
14,142
Purchases
1,774
-
76
1,850
Settlement
(1,997)
-
-
(1,997)
Losses recognised
in:
-
Profit or loss
-
-
(842)
(842)
-
Other
comprehensive
income
(875)
-
-
(875)
At 1 January 2024
6,498
-
5,780
12,278
Purchases
10,474
38,917
4,080
53,471
Settlement
-
(34,250)
-
(34,250)
Losses recognised in:
-
Profit or loss
-
225
391
616
-
Other
comprehensive
income
3,749
-
-
3,749
At 31 December 2024
20,721
4,892
10,251
35,864
Annual Report 2024
55
The above (losses) / profits recognised can be allocated as follows:
At fair value
through OCI
At fair value
through
profit or loss
Investments in
subsidiaries
2023
Private equity
investments
US $000
Fixed Income
investments
US $000
US $000
Total
US $000
Profit or loss
-
Financial assets
held at year-end
-
-
(842)
(842)
Other comprehensive
income
-
Financial assets
held at year-end
(875)
-
-
(875)
Total losses for 2023
(875)
-
(842)
(1,717)
At fair value
through OCI
At fair value
through
profit or loss
Investments in
subsidiaries
2024
Private equity
investments
US $000
Fixed Income
investments
US $000
US $000
Total
US $000
Profit or loss
-
Financial assets
held at year-end
-
225
391
616
Other comprehensive
income
-
Financial assets
held at year-end
3,749
-
-
3,749
Total profits for 2024
3,749
225
391
4,365
Annual Report 2024
56
The Company has not developed any quantitative unobservable inputs for measuring the fair
value of its level 3 financial assets at 31 December 2024 and 2023. Instead, the Company used
prices from third-party pricing information without adjustment.
Private equity investments within level 3 have been measured based on their net asset value,
which is primarily driven by the fair value of their underlying investments. In all cases,
considering that such investments are measured at fair value, the carrying amounts of their
underlying assets and liabilities are considered as representative of their fair values.
Investments in subsidiaries have been valued based on their net asset position. The main
assets of the subsidiaries represent investments in the fields of real estate which are measured
at fair value and receivables from the Company itself as well as third parties. Their net asset
value is considered as a fair approximation of their fair value.
A reasonable change in any individual significant input used in the level 3 valuations is not
anticipated to have a significant change in fair values as above.
9. Investments in subsidiaries
2024
US $000
2023
US $000
Unconsolidated subsidiaries –
at fair value through profit or
loss
At 1 January
5,780
6,546
Additions
4,080
76
Fair value gains / (losses)
391
(842)
At 31 December
10,251
5,780
The additions during the year include the Company’s capital contribution of USD 4.004m into
PNG Trading Limited. The remaining additions in the year, as well as the additions in 2023
relate to the fair value of amounts receivable from the Company’s unconsolidated subsidiary
Sandhirst Ltd, that were waived by the Company as a means of capital contribution (note 24).
Annual Report 2024
57
Details of the investments in which the Company has a controlling interest at 31 December
2024 are as follows:
Name of Subsidiary
Place of
incorporation
Holding
Voting
rights and
shares held
Principal
activity
Consolidated subsidiary
Livermore Capital AG
Switzerland
Ordinary shares
100%
Administration
services
Unconsolidated subsidiaries
Livermore Properties Ltd
British Virgin
Islands
Ordinary shares
100%
Holding of
investments
Mountview Holdings Ltd
British Virgin
Islands
Ordinary shares
100%
Investment
vehicle
Sycamore Loan Strategies Ltd
Cayman Islands
Ordinary shares
100%
Investment
vehicle
Livermore Israel Investments Ltd
Israel
Ordinary shares
100%
Holding of
investments
Sandhirst Limited
Cyprus
Ordinary shares
100%
Holding of
investments
PNG Trading Limited
Cyprus
Ordinary shares
100%
Trading in
investments
PNG Trading Limited was established on 11 October 2023 as a wholly owned subsidiary of
the Company. Until 31 December 2023 the subsidiary remained inactive. It became active in
2024.
Annual Report 2024
58
10. Trade and other receivables
2024
US $000
2023
US $000
Financial items
Amounts due from related
parties (note 24)
75
16
Non-financial items
Prepayments
182
78
VAT receivable
12
8
269
102
For the Company’s receivables of a financial nature, no lifetime expected credit losses and
no corresponding allowance for impairment have been recognised, as their default rates were
determined to be close to 0%.
No receivable amounts have been written-off during either 2024 or 2023.
11. Cash and cash equivalents
Cash and cash equivalents included in the consolidated statement of cash flows comprise the
following at the reporting date:
2024
US $000
2023
US $000
Demand deposits
33,768
20,169
Cash at bank
33,768
20,169
The Company does not have any bank overdraft balances either at 31 December 2024 or
2023.
Annual Report 2024
59
12. Share capital
Authorised share capital
The Company has authorised share capital of 1,000,000,000 ordinary shares with no par value,
and no restrictions.
Issued share capital
Number of
shares
Share premium
US $000
Ordinary shares with no par value
At 31 December 2024 and 2023
174,813,998
169,187
Treasury shares
Number of
shares
US $000
At 31 December 2024 and 2023
9,458,577
6,057
In the consolidated statement of financial position, the amount included as share premium
and treasury shares comprises of:
2024
US $000
2023
US $000
Share premium
169,187
169,187
Treasury shares
(6,057)
(6,057)
163,130
163,130
13. Trade and other payables
2024
US $000
2023
US $000
Financial items
Trade payables
96
229
Amounts due to related parties (note 24)
3,966
3,058
Accrued expenses
81
72
Non-financial items
Legal settlement due (note 25)
-
270
4,143
3,629
Annual Report 2024
60
14. Lease liabilities
2024
US $000
2023
US $000
At 1 January
-
87
Additions
524
-
Finance costs
-
-
Rentals paid
(105)
(87)
Exchange differences on the translation of subsidiary
(3)
At 31 December
416
-
Current portion
104
-
Non-current portion
312
-
416
-
The lease liability relates to the right-of-use asset in note 4.
The rate for discounting the future lease payments into their present value was determined
based on the Swiss lending rates for real estate investment which were close to zero. As a
result, finance costs also approximate zero.
15. Dividend
On 30 September 2024, the Company announced an interim dividend of USD 7.0m (USD 0.0423 per
share) to members on the register as at 18 October 2024. The dividend was paid on 15 November
2024.
The Board of Directors will decide future dividends based on profitability, liquidity requirements,
portfolio performance, market conditions, and the share price of the Company relative to its NAV.
Annual Report 2024
61
16. Net asset value per share
Net asset value per share has been calculated by dividing the net assets attributable to ordinary
shareholders by the closing number of ordinary shares in issue during the relevant financial periods.
2024
2023
Net assets attributable to
ordinary shareholders (USD 000)
139,103
135,837
Closing number of ordinary
shares in issue
165,355,421
165,355,421
Basic net asset value per share
(USD)
0.84
0.82
Number of Shares
Ordinary shares
174,813,998
174,813,998
Treasury shares
(9,458,577)
(9,458,577)
Closing number of ordinary
shares in issue
165,355,421
165,355,421
The diluted net asset value per share equals the basic net asset value per share since no
potentially dilutive shares exist at 31 December 2024 and 2023.
Annual Report 2024
62
17. Segment reporting
The Company’s activities fall under a single operating segment.
The Company’s investment income and its investments are divided into the following
geographical areas:
Investment income / (losses)
2024
US $000
2023
US $000
Other European countries
(23)
(132)
United States
13,265
18,423
India
(107)
(7)
Asia
(227)
(901)
12,908
17,383
Investments
Other European countries
10,743
5,989
United States
90,142
105,854
India
1,055
140
Asia
7,371
7,329
109,311
119,312
Investment income / (losses), comprising interest and distribution income as well as fair value
gains or losses on investments, is allocated on the basis of the issuer’s location. Investments
are also allocated based on the issuer’s location.
The Company has no significant dependencies, in respect of its investment income, on any
single issuer.
18. Interest and distribution income
2024
US $000
2023
US $000
Interest from investments
1,539
1,921
Distribution income
20,981
22,133
22,520
24,054
Annual Report 2024
63
Interest and distribution income is analysed between different categories of financial assets,
as follows:
2024
2023
Interest
US $000
Distribution
income
US $000
Total
US $000
Interest
US $000
Distribution
income
US $000
Total
US $000
Financial assets at
fair value
through profit or loss
Fixed income
investments
1,539
20,920
22,459
1,921
21,690
23,611
Public equity
investments
-
61
61
-
443
443
1,539
20,981
22,520
1,921
22,133
24,054
The Company’s distribution income derives from multiple issuers. The Company does not have
concentration to any single issuer.
19. Fair value changes of investments
2024
US $000
2023
US $000
Fair value losses on financial
assets through profit or loss
(10,033)
(5,808)
Fair value gains / (losses) on
investments in subsidiaries
391
(842)
Fair value gains / (losses) on
derivatives
30
(21)
(9,612)
(6,671)
Annual Report 2024
64
The investments disposed of had the following cumulative (i.e., from the date of their acquisition
up to the date of their disposal) financial impact in the Company’s net asset position:
Disposed in 2024
Disposed in 2023
Realised
(losses)/
gains*
US $000
Cumulative
distribution or
interest
US $000
Total
financial
impact
US $000
Realised
(losses)/
gains*
US $000
Cumulative
distribution
or interest
US $000
Total
financial
impact
US $000
Financial assets
at fair value
through profit or
loss
Fixed income
investments
(2,670)
17,761
15,091
513
972
1,485
Public equities
-
-
-
41
-
41
Derivatives
30
-
30
(21)
-
(21)
(2,640)
17,761
15,121
533
972
1,505
Financial assets
at fair value
through OCI
Private equity
investments
-
-
-
(3)
-
(3)
-
-
-
530
972
1,502
* difference between disposal proceeds and original acquisition cost
18. Operating expenses
2024
US $000
2023
US $000
Directors’ fees and expenses
1,790
884
Other salaries and expenses
244
234
Professional fees
2,501
1,156
Legal expenses
7
6
Bank custody fees
125
156
Office costs
225
276
Depreciation
124
98
Other operating expenses
514
479
Audit fees
80
78
Tax fees
2
2
5,612
3,369
Annual Report 2024
65
Throughout 2024 the Company employed 4 members of staff (2023: 4). Two of those members are
the Company’s executive Directors.
Other salaries and expenses include USD 25,558 of social insurance and similar contributions (2023:
USD 20,034), as well as USD 7,094 of defined contributions plan costs (2023: USD 5,002).
21. Finance costs and income
2024
US $000
2023
US $000
Finance costs
Bank interest expense
33
55
Foreign exchange losses
932
20
965
75
Finance income
Bank interest income
453
156
22. Taxation
2024
US $000
2023
US $000
Current tax charge
199
231
The Company is a tax resident in the Republic of Cyprus and is subject to taxation under the tax
laws and regulations in Cyprus.
The current tax charge relates to the results of the Company for 2024, as explained above, and
the Company’s consolidated subsidiary in Switzerland (note 9).
Annual Report 2024
66
23. Earnings per share
The basic earnings per share has been calculated by dividing the profit for the year attributable to
ordinary shareholders of the Company by the weighted average number of ordinary shares in issue of
the Company during the relevant financial year.
2024
2023
Profit for the year attributable to
ordinary shareholders of the parent
(USD 000)
6,585
13,888
Weighted average number of ordinary
shares outstanding
165,355,421
165,355,421
Basic earnings per share (USD)
0.04
0.08
The diluted earnings per share equals the basic earnings per share since no potentially dilutive
shares were in existence during 2024 and 2023.
Annual Report 2024
67
24. Related party transactions
The Company is controlled by Groverton Management Ltd, an entity owned by Noam Lanir, which
at 31 December 2024 held 74.41% (2023: 74.41%) of the Company’s voting rights.
2024
US $000
2023
US $000
Amounts receivable from key management
Directors’ current accounts
75
16
(1)
Amounts payable to unconsolidated
subsidiary
Livermore Israel Investments Ltd
(3,046)
(3,046)
(2)
Amounts payable to key management
Directors’ current accounts
(920)
(12)
(2)
Key management compensation
Short term benefits
Executive Directors’ fees
795
795
(3)
Executive Directors’ reward payments
840
-
Non-executive Directors’ fees
90
89
Non-executive Directors’ reward payments
65
-
Other key management fees
1,255
408
(4)
3,045
1,292
(1) The Directors’ current accounts with debit balances are interest free, unsecured, and have no stated
repayment date.
(2) The amounts payable to unconsolidated subsidiary and Directors current accounts with credit
balances are interest free, unsecured, and have no stated repayment date.
(3) These payments were made directly to companies which are related to the Directors.
(4) Other key management fees are included within professional fees (note 20).
A loan of USD 0.149m was payable to a related company (under common control) Chanpak
Ltd. During 2023, the right to receive the loan amount was assigned by Chanpak Ltd to Noam
Lanir. At the same time, the Company agreed with Noam Lanir to transfer the outstanding
loan amount to his Director current account.
During 2024, Livermore acquired 463 shares in Fetcherr Ltd for a total consideration of USD
2.9m, on behalf of key management personnel. Each individual has fully reimbursed Livermore
for the amount paid in relation to their respective shares. At 31 December 2024, these shares
continue to be held by Livermore in trust on their behalf.
Annual Report 2024
68
During 2024, the Company waived a receivable amount of USD 0.076m from its subsidiary
Sandhirst Ltd, as a means of capital contribution to the subsidiary. Similarly in 2023, the
Company waived a receivable amount of USD 0.076m, as a means of capital contribution to
the subsidiary (note 9).
No social insurance and similar contributions nor any other defined benefit contributions plan
costs were incurred for the Company in relation to its key management personnel in either
2024 or 2023.
25. Litigation
Fairfield Sentry Ltd vs custodian bank and beneficial owners
One of the custodian banks that the Company used faced a litigation in a US court with a
claim up to USD 2.1m plus interest and related legal fees, with regards to the redemption
of shares in Fairfield Sentry Ltd, which were bought in 2008 at the request of Livermore and
on its behalf. If the claim proved to be successful, Livermore would have to compensate the
custodian bank since the transaction was carried out on Livermore’s behalf. The same case
was also filed in BVI where the Privy Council ruled against the plaintiffs.
In December 2023, Livermore came into an out-of-court settlement agreement for USD 0.27m,
which was fully paid in January 2024.
26. Commitments
The Company has expressed its intention to provide financial support to its subsidiaries, where
necessary, to enable them to meet their obligations as they fall due.
Other than the above, the Company has no capital or other commitments at 31 December
2024.
27. Financial risk management objectives and policies
Background
The Company’s financial instruments comprise financial assets at fair value through profit or
loss, financial assets at fair value through other comprehensive income, and financial assets
and liabilities at amortised cost that arise directly from its operations. For an analysis of
financial assets and liabilities by category, refer to note 28.
Risk objectives and policies
The objective of the Company is to achieve growth of shareholder value, in line with
reasonable risk, taking into consideration that the protection of long-term shareholder value
is paramount. The policy of the Board is to provide a framework within which the investment
manager can operate and deliver the objectives of the Company.
Risks associated with financial instruments
Foreign currency risk
Foreign currency risks arise in two distinct areas which affect the valuation of the investment
portfolio:
1) where an investment is denominated and paid for in a foreign currency; and
2) where an investment has substantial exposure to non-US Dollar underlying assets or cash
flows denominated in a foreign currency.
Annual Report 2024
69
The Company in general does not hedge its currency exposure. The Company discretionally and
partially hedges against foreign currency movements affecting the value of the investment
portfolio based on its view on the relative strength of certain currencies. Any hedging
transactions represent economic hedges; the Company does not apply hedge accounting in any
case. Management monitors the effect of foreign currency fluctuations through the pricing
of the investments. The Company’s exposure to financial instruments denominated in foreign
currencies is the following:
2024
US $000
2024
US $000
2024
US $000
2023
US $000
2023
US $000
2023
US $000
Financial
assets
Financial
liabilities
Net value
Financial
assets
Financial
liabilities
Net value
British Pounds (GBP)
2,511
-
2,511
2,867
-
2,867
Euro
8,598
(57)
8,541
2,083
(58)
2,025
Israel Shekels (ILS)
4,732
(3,046)
1,686
4,690
(3,046)
1,644
Japanese Yen (JPY)
4,181
-
4,181
4,661
-
4,661
Others
36
(74)
(38)
31
(88)
(57)
Total
20,058
(3,177)
16,881
14,332
(3,192)
11,140
Also, some of the USD denominated investments are backed by underlying assets which
are invested in non-USD assets. For instance, investments in certain emerging market
private equity funds are denominated in USD but the funds in turn have invested in assets
denominated in non-USD currencies.
A 10% increase of the following currency rates against the rate of United States Dollar (USD)
at 31 December 2024 would have the following impact. A 10% decrease of the following
currencies against USD would have an approximately equal but opposite impact.
2024
US $000
2024
US $000
2024
US $000
2023
US $000
2023
US $000
2023
US $000
Profit
or loss
Other
comprehensive
income
Equity
Profit
or loss
Other
comprehensive
income
Equity
British Pounds (GBP)
119
93
212
194
93
287
Euro
854
-
854
202
-
202
Israel Shekels (ILS)
169
-
169
164
-
164
Japanese Yen (JPY)
418
-
418
466
-
466
Total
1,560
93
1,653
1,026
93
1,119
The above analysis assumes that all other variables in particular, interest rates, remain constant.
Annual Report 2024
70
Interest rate risk
The Company is exposed to interest rate risk on its interest-bearing instruments which are
affected by changes in market interest rates.
At 31 December 2024 and 31 December 2023, the Company had no financial liabilities that
bore an interest rate risk.
Interest rate changes will also impact equity prices. The level and direction of changes in
equity prices are subject to prevailing local and world economics as well as market sentiment
all of which are very difficult to predict with any certainty.
The Company has fixed and floating rate financial assets including bank balances that bear
interest at rates based on the banks floating interest rates. In particular, the fair value of
the Company’s fixed rate financial assets is likely to be negatively impacted by an increase in
interest rates. The interest income of the Company’s floating rate financial assets is likely to
be positively impacted by an increase in interest rates.
The Company has exposure to US bank loans through CLO equity tranches as well as through
warehousing facilities. An investment in the CLO equity tranche or first loss tranche of a
warehouse represents a leveraged investment into such loans. As these loans (assets of a CLO)
and the liabilities of a CLO are floating rate in nature (typically 3-month LIBOR as the base
rate), the residual income to CLO equity tranches and warehouse first loss tranches is normally
linked to the floating rate benchmark and thus normally do not carry substantial interest rate
risk.
The Company’s financial assets affected by interest rate changes are as follows:
2024
US $000
2023
US $000
Financial assets –
subject to fair value changes
- Fixed income investments
14,957
36,718
14,957
36,718
Financial assets –
subject to interest changes
- Cash and cash equivalents
33,768
20,169
33,768
20,169
Total
48,725
56,887
An increase of 1% (100 basis points) in interest rates would have the following impact in
profit or loss. An equivalent decrease would have an approximately equal but opposite impact.
There would be no impact in other comprehensive income.
Annual Report 2024
71
2024
US $000
Profit or loss
2023
US $000
Profit or loss
Financial assets - subject to:
- fair value changes
(436)
(533)
- interest changes
338
202
Total
(98)
(331)
The above analysis assumes that all other variables, in particular currency rates, remain constant.
Market price risk
By the nature of its activities, most of the Company’s investments are exposed to market price
fluctuations. The Board monitors the portfolio valuation on a regular basis and consideration
is given to hedging or adjusting the portfolio against large market movements.
The Company had no single major financial instrument that in absolute terms and as
a proportion of the portfolio could result in a significant reduction in the NAV and share
price. Due to the very low exposure of the Company to public equities, and having no specific
correlation to any market, the equity price risk is low. The portfolio as a whole does not
correlate exactly to any Index.
Management of risks is primarily achieved by having a diversified portfolio to spread the
market price risk. The Company mainly has investments in CLO equity tranches as well as first
loss tranches of warehouse facilities. Investments in the equity tranche of US CLOs represent
a levered exposure to senior secured corporate loans in the US, and are thus subject to many
risks including but not limited to lack of liquidity, credit or default risk, and risks related to
movements in market prices as well as the variations of risk premium in the market.
Prices of these CLO investments may be volatile and will generally fluctuate due to a variety
of factors that are inherently difficult to predict, including but not limited to changes in
prevailing credit spreads and yield expectations, interest rates, underlying portfolio credit
quality and market expectations of default rates on non-investment grade loans, general
economic conditions, financial market conditions, legal and regulatory developments, domestic
and international economic or political events, developments or trends in any particular
industry, and the financial condition of the obligors that constitute the underlying portfolio.
A 10% uniform change in the value of the Company’s portfolio of financial assets would result
in a 7.11% change in the net asset value at 31 December 2024 (2023: 8.35%), and would
have the following impact in profit or loss and other comprehensive income (either positive or
negative, depending on the corresponding sign of the change).
Annual Report 2024
72
2024
US $000
2024
US $000
2023
US $000
2023
US $000
Profit
or loss
Other
comprehensive
income
Profit or loss
Other
comprehensive
income
Financial assets at
fair value through
other comprehensive
income
-
2,072
-
650
Financial assets at
fair value through
profit or loss
7,830
-
10,699
*
7,830
2,072
10,699
650
Derivatives
The Investment Manager may use derivative instruments in order to mitigate market risk or
to take a directional investment. These provide a limited degree of protection and would not
materially impact the portfolio returns if a large market movement did occur.
No derivatives were held either at 31 December 2024 or 2023.
Credit risk
The Company invests in a wide range of securities with various credit risk profiles including
investment grade securities and sub investment grade positions. The investment manager
mitigates the credit risk via diversification across issuers. However, the Company is exposed to
a migration of credit rating, widening of credit spreads and default of any specific issuer.
The Company only transacts with regulated institutions on normal market terms which are
trade date plus one to three days. The levels of amounts outstanding from brokers are regularly
reviewed by the management. The duration of credit risk associated with the investment
transactions is the period between the date the transaction took place, the trade date and
the date the stock and cash are transferred, the settlement date. The level of risk during the
period is the difference between the value of the original transaction and its replacement
with a new transaction.
The Company is mainly exposed to credit risk in respect of its fixed income investments
(mainly CLOs) and to a lesser extend in respect of its financial assets at amortised cost, and
other instruments held for trading (perpetual bonds).
The Company has exposure to US senior secured loans and to a lesser degree emerging market
loans through CLO equity tranches as well as warehouse first loss tranches. These loans are
primarily non-investment grade loans or interests in non-investment grade loans, which are
subject to credit risk among liquidity, market value, interest rate, reinvestment and certain
other risks. It is anticipated that these non-investment grade loans generally will be subject
to greater risks than investment grade corporate obligations.
A non-investment grade loan or debt obligation or an interest in a non-investment grade
Annual Report 2024
73
loan is generally considered speculative in nature and may become a defaulted security for
a variety of reasons. A defaulted security may become subject to either substantial workout
negotiations or restructuring, which may entail, among other things, a substantial reduction
in the interest rate, a substantial write-down of principal, and a substantial change in the
terms, conditions and covenants with respect to such defaulted security. In addition, such
negotiations or restructuring may be quite extensive and protracted over time, and therefore
may result in substantial uncertainty with respect to the ultimate recovery on such defaulted
security. Bank loans have historically experienced greater default rates than has been the case
for investment grade securities.
The Company has no investment in sovereign debt at 31 December 2024 or 2023.
No collaterals are held by the Company itself in relation to the Company’s financial assets
subject to credit risk.
The Company’s maximum credit risk exposure at 31 December 2024 and 2023 is as follows:
2024
US $000
2023
US $000
Financial assets:
At amortised cost
Trade and other receivables
75
16
Cash at bank
33,768
20,169
At fair value through profit or loss
75,808
104,955
109,651
125,140
The fair values of the above financial assets at fair value through profit or loss are also
affected by the credit risk of those instruments. However, it is not practical to provide an
analysis of the changes in fair values due to the credit risk impact for the year or previous
periods, nor to provide any relevant sensitivity analysis.
At 31 December 2024 and 2023 the credit rating distribution of the Company’s asset portfolio
subject to credit risk was as follows:
Annual Report 2024
74
2024
2023
Rating
US $000
Percentage
US $000
Percentage
AA+
10,356
9.4%
32,651
26.1%
AA
-
-
11,932
9.5%
A+
19,529
17.7%
-
-
A
12,181
11.1%
6,266
5.0%
A-
496
0.5%
-
-
BBB
2,057
1.9%
1,746
1.4%
BBB-
1,219
1.1%
4,999
4.0%
BB+
850
0.8%
845
0.7%
BB
824
0.8%
2,466
2.0%
BB-
5,863
5.3%
10,402
8.3%
B+
-
-
765
0.6%
B
-
-
3,979
3.2%
B-
797
0.7%
-
-
CCC+
1,046
1.0%
-
-
Not Rated
54,433
49.7%
49,089
39.2%
109,651
100%
125,140
100%
Included within “not rated” amounts are investments in loan market through CLOs (equity
tranches) of USD 49.466m (2023: CLOs of USD 49.073m).
The modelled internal rates of return on the CLO portfolio as well as the warehouse first loss
tranches are in low teens percentage points.
Annual Report 2024
75
Liquidity risk
The following table summarizes the contractual cash outflows in relation to the Company’s
financial liabilities according to their maturity.
Carrying amount
US $000
Less than 1 year
US $000
31 December 2024
Trade and other payables
4,143
4,143
Carrying amount
US $000
Less than 1 year
US $000
31 December 2023
Trade and other payables
3,629
3,629
A small proportion of the Company’s portfolio is invested in mid-term private equity investments
with low or no liquidity. The investments of the Company in publicly traded securities are subject
to availability of buyers at any given time and may be very low or non-existent subject to market
conditions.
There is currently no exchange traded market for CLO securities and they are traded over-the-counter
through private negotiations or auctions subject to market conditions. Currently the CLO market is
liquid, but in times of market distress the realization of the investments in CLOs through sales may be
below fair value.
Management takes into consideration the liquidity of each investment when purchasing and selling in
order to maximise the returns to shareholders by placing suitable transaction levels into the market.
At 31 December 2024, the Company had liquid investments totalling USD 107.2m, comprising of USD
33.8m in cash and cash equivalents, USD 56.0m in investments in loan market through CLOs, USD
14.9m (out of the total of USD 19.8m) in other fixed income investments, USD 2.5m in public equities.
Management structures and manages the Company’s portfolio based on those investments which are
considered to be long term, core investments and those which could be readily convertible to cash, are
expected to be realised within normal operating cycle and form part of the Company’s treasury function
Capital management
The Company considers its capital to be its total equity (i.e., its share capital and all of its
reserves).
The Company manages its capital to ensure that it will be able to continue as a going concern
while maximising the return to shareholders through the optimisation of the balance between
its net debt and equity. As at 31 December 2024 and 2023 the Company has no borrowings.
Net debt to equity ratio is calculated using the following amounts as included on the
consolidated statement of financial position, for the reporting periods under review:
Annual Report 2024
76
2024
US $000
2023
US $000
Borrowings
-
-
Cash at bank
(33,768)
(20,169)
Net Debt
(33,768)
(20,169)
Total equity
139,103
135,837
Net debt to equity ratio
(0.24)
(0.15)
28. Financial assets and liabilities by class
Note
2024
US $000
2023
US $000
Financial assets:
Financial assets at amortised cost
10,11
33,843
20,185
Financial assets at fair value through
profit or loss
5
78,339
107,034
Financial assets designated at fair value
through other comprehensive income
6
20,721
6,498
132,903
133,717
Financial liabilities:
Financial liabilities at amortised cost
13
4,143
3,359
The carrying amount of the financial assets and liabilities at amortised cost approximates to
their fair value.
29. Events after the reporting date
The following non-adjusting event occurred after 31 December 2024:
•
The Company’s fixed income investments at 31 December 2024 include investments in two
open warehouse facilities. During 2025, the Company invested an additional amount of USD
3.6m to those open warehouse facilities. Both warehouses remain open at the date of approval
of these financial statements.
There were no other material events after the end of the reporting year, which have a bearing
on the understanding of these financial statements.
Annual Report 2024
77
Shareholder Information
Registrars
All enquiries relating to shares or shareholdings should be addressed to:
Link Asset Services
34 Beckenham Road
Beckenham
Kent BR3 4TU
Telephone: 0871 664 0300
Facsimile: 020 8639 2342
Change of Address
Shareholders can change their address by notifying Link Asset Services in writing at the above address.
Website
www.livermore-inv.com
The Company’s website provides, amongst other things, the latest news and details of the Company’s
activities, share price details, share price information and links to the websites of our brands.
Direct Dividend Payments
Dividends can be paid automatically into shareholders’ bank or building society accounts. Two
primary benefits of this service are:
•
There is no chance of the dividend cheque going missing in the post; and
•
The dividend payment is received more quickly because the cash sum is paid directly into
the account on the payment date without the need to pay in the cheque and wait for it to clear.
As an alternative, shareholders can download a dividend mandate and complete and post to Link
Asset Services.
Lost Share Certificate
If your share certificate is lost or stolen, you should immediately contact Link Asset Services on
0871 664 0300 who will advise on the process for arranging a replacement.
Duplicate Shareholder Accounts
If, as a shareholder, you receive more than one copy of a communication from the Company you may
have your shares registered in at least two accounts. This happens when the registration details of
separate transactions differ slightly. If you wish to consolidate such multiple accounts, please call
Link Asset Services on 0871 664 0300.
Please note that the Directors of the Company are not seeking to encourage shareholders to either
buy or sell the Company’s shares.
Annual Report 2024
78
Corporate Directory
Secretary
Chris Sideras
Registered Office
Trident Chambers
PO Box 146
Road Town
Tortola
British Virgin Islands
Company Number
475668
Registrars
Link Asset Services
34 Beckenham Road
Beckenham
Kent BR3 4TU
England
Auditor
Grant Thornton (Cyprus) Ltd
41-49, Agiou Nicolaou Street
Nemeli Court – Block C
2408 Engomi Nicosia
Solicitors
Travers Smith
10 Snow Hill
London
EC1A 2AL
England
Broker
Zeus Capital Limited
125 Old Broad Street
London
EC2N 1AR
England
Nominated And Financial Adviser
Strand Hanson Limited
26 Mount Row
London
W1K 3SQ
England
Principal Bankers
Banque J. Safra Sarasin (Luxembourg) SA
17 - 21, Boulevard Joseph II L-1840
Luxembourg
CBH Compagnie Bancaire Helvétique SA
Löwenstrasse 29 Zurich 8021
Switzerland
Credit Suisse AG
Seeefldstrasse 1
Zurich 8070
Switzerland
UBS AG
Paradeplatz 6
CH-8098 Zürich
Switzerland
Bank Julius Baer & Co. Ltd.
Bahnhofstrasse 36,
CH-8010 Zurich,
Switzerland
Annual Report 2024
79
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