UIL Limited (formerly Utilico Investments Limited and Utilico Limited) ("UIL") is an exempted closed-end Bermuda incorporated investment company, established as a successor company to Utilico Investment Trust plc. Trading in UIL's shares commenced on 20 June 2007. The change of name from Utilico Investments Limited became effective on 17 November 2015.
The Directors are responsible for the determination of UIL’s investment policy and have overall responsibility for the Group's day-to-day activities. UIL has, however, entered into an Investment Management Agreement with ICM Investment Management Limited (‘ICMIM’) and ICM Limited ('ICM') under which ICMIM has been appointed the Company’s Alternative Investment Fund Manager and also as joint portfolio manager alongside ICM. ICM has been appointed as secretary to UIL. Accounting and administration services are provided by JP Morgan Chase Bank N.A. - London Branch.
The Group's capital structure is comprised of bank debt, ordinary shares and different classes of Zero Dividend Preference ("ZDP") shares, which are all listed on the Official List of the Financial Conduct Authority ("FCA") and are traded on the London Stock Exchange.
UIL's objective is to maximise shareholder returns by identifying and investing in investments worldwide where the underlying value is not reflected in the market price.
UIL aims to identify and invest in opportunities where the underlying value is not reflected in the market price. This perceived undervaluation may arise from factors such as technological change, market motivation, prospective financial engineering opportunities, competition, under performing management or shareholder apathy.
UIL aims to maximise value for shareholders through a relatively concentrated portfolio of investments.
Historically UIL had invested a significant proportion of its gross assets in existing infrastructure, utility and related sectors but, following the change in mandate in 2007, this direct exposure has reduced as UIL has, in addition, invested in other sectors.
Our move to establish UIL as a broader based investor has enabled the establishment of several platforms which have benefited from a sharper focus and in-depth knowledge of segments of the market.
Infratil Limited and Utilico Emerging Markets Trust plc set the precedent, and over the last three years UIL has supported the formation of Somers Limited (financial services); Zeta (commodities); and Bermuda First Investment Company Limited (Bermuda centric assets). In addition, UIL has established a strong track record of investing in the FinTech space and is looking to establish a “platform” to capitalise on this position.
Subject to compliance with the Listing Rules in force from time to time, UIL may invest in other investment companies or vehicles, including any managed by the Investment Managers, where such investment would be complementary to UIL’s investment objectives and policy.
UIL has the flexibility to invest in shares, bonds, convertibles and other types of securities, including non-investment grade bonds and to invest in unlisted securities. UIL may also use derivative instruments such as American Depository Receipts, promissory notes, foreign currency hedges, interest rate hedges, contracts for difference, financial futures, call and put options and warrants and similar instruments for investment purposes and efficient portfolio management, including protecting UIL’s portfolio and balance sheet from major corrections and reducing, transferring or eliminating investment risks in its investments. These investments will be long term in nature.
UIL has the flexibility to invest in markets worldwide although investments in the utilities and infrastructure sectors will principally be made in the developed markets of Australasia, Western Europe and North America, as UIL’s exposure to the emerging markets utilities and infrastructure sectors will primarily be through its holding in Utilico Emerging Markets Trust plc. UIL has the flexibility to invest directly in these sectors in emerging markets with the prior agreement of Utilico Emerging Markets Trust plc.
UIL believes it is appropriate to support investee companies with their capital requirements while at the same time maintaining an active and constructive shareholder approach through encouraging a review of capital structure and business efficiencies. The Investment Managers' team maintains regular contact with investee companies and UIL may often be among the largest shareholders. There are no limits on the proportion of an investee company that UIL may hold and UIL may take legal or management control of a company from time to time.
As required by the Listing Rules, there will be no material change to the investment policy without prior approval of the FCA and Shareholders. Any such change would also require the consent of the ZDP Shareholders.
The Board has prescribed the following limits on the investment policy, all of which are at time of investment unless otherwise stated.
There are no fixed limits on the allocation of investments between sectors and markets, however, the following investment limits apply:
None of the above restrictions will require the realisation of any assets of UIL where any restriction is breached as a result of an event outside of the control of the Investment Managers which occurs after the investment is made, but no further relevant assets may be acquired or loans made by UIL until the relevant restrictions can again be complied with.
Under UIL's bye-laws, the Group is permitted to borrow, excluding the ZDP shares, an aggregate principal amount equal to 100% of the Group's gross assets. Borrowings will be drawn down in any currency appropriate for the portfolio. The Board has set a current limit on gearing (being total borrowings, excluding the ZDP shares, measured against gross assets) not exceeding 33.3% at the time of drawdown. Borrowings may be drawn down in Sterling, US Dollars or any currency for which there are corresponding assets within the portfolio (at the time of draw down, the value drawn must not exceed the value of the relevant assets in the portfolio).
UIL publishes the Net Asset Value ("NAV") for its ordinary shares and the accrued capital entitlement of the ZDP shares weekly via the Regulatory News Service ("RNS") of the London Stock Exchange ("LSE"). UIL does not fall within the HMRC’s definition of an offshore fund for UK resident investors. The news section of this website contains an archive of RNS announcements relating to UIL.
Delayed pricing of the Company's LSE listed securities is available in the prices section of this website and from various other sources online. Closing mid prices are also published daily in the Financial Times under Investment Companies and in the Daily Telegraph under Investment Trusts.
UIL is registered in Bermuda. Company registration number: 39480.
Utilico Finance Limited changed its name to UIL Finance Limited ("UIL Finance") on 17 November 2015. UIL Finance is also an exempted closed-end Bermuda incorporated investment company and is a wholly owned subsidiary of UIL. UIL Finance's ZDP share capital comprises three classes of ZDP shares (with different maturity dates ranging from 31 October 2016 to 31 October 2020).
UIL Finance is registered in Bermuda. Company registration number: 39479.