PRINCESS PRIVATE EQUITY HOLDING LIMITED
Annual Report 2022
Audited consolidated financial statements for the period from 1 January 2022 to 31 December 2022
PRINCESS PRIVATE EQUITY HOLDING LIMITED
Princess Private Equity Holding Limited
Princess Private Equity Holding Limited ("Princess" or the "Company") is an investment holding company domiciled in Guernsey
that mainly invests in private companies in the middle and upper middle market. Princess is a direct investor with a small legacy
fund portfolio that is in run-off. The Company is managed by Partners Group AG ("Partners Group"). Princess aims to provide
shareholders with long-term capital growth as well as an attractive dividend yield. The shares are traded on the Main Market
of the London Stock Exchange.
Investment Strategy
• Thematic investing: identification of transformative trends across sectors; investing into attractive companies with clear
development potential;
• Build leading companies through platform building and business transformation;
• ESG factors fully integrated in investment process to drive value creation and mitigate risk.
Managed by Partners Group
• A leading global private markets firm, which has invested over USD 101 billion in private equity across market cycles;
• Over 200 direct private equity professionals, supported by a global network of industry experts and operating directors
with deep industry expertise to help transform portfolio companies.
As of 31 December 2022, USD 101 billion has been invested. This includes investments executed for short-term loans, broadly syndicated
loans, cash management purposes and syndication partner investment commitments. The number of professionals as of 31 December 2022
covering Private Equity Directs includes all members from the respective verticals (Services, Technology, Health & Life, Goods & Products),
regional coverage, and generalist. The ESG factors are in line with the ESG & Sustainability Directive, available on Partners Group website.
Though ESG factors may be considered throughout the investment decision process, it should be noted that ESG is not the predominant
strategy of Princess Private Equity Holding Limited. For illustrative purposes only.
The inclusion of the MSCI World index is used for comparison purposes and should not be construed to mean that there will necessarily be
a correlation between Princess Private Equity Holding Limited and the index/benchmark.
This document is not intended to be an investment advertisement or sales instrument; it constitutes neither an offer nor an attempt to solicit
offers for the product described herein. This report was prepared using financial information contained in the Company's books and records
as of the reporting date. The charts and figures detailed in the Chairman's report, Private Equity market overview, Investment Manager's report,
ESG report, Portfolio composition, Portfolio overview, Structural overview, Company information, and Board of Directors have not been
audited. This report describes past performance, which may not be indicative of future results. The Company does not accept any liability for
actions taken on the basis of the information provided. Please consult the constituent documents for a more complete description of the
terms.
Cover image is for illustrative purposes only.
Page 2 | Annual Report 2022
PRINCESS PRIVATE EQUITY HOLDING LIMITED
Key figures
In EUR
31 December 2021
31 December 2022
Total fund size
1,055,014,221
1,011,304,037
NAV per share
15.26
14.62
Share price
14.45
8.44
Total dividend per share
0.67
0.38
Invested during the year
342,393,523
156,729,129
Value of investments
1,051,241,219
1,030,070,746
Distributed during the year
462,477,535
241,441,593
Cash and cash equivalents
40,158,933
14,850,502
Undrawn credit facility
55,000,000
110,000,000
Unfunded commitments
116,599,553
103,325,170
Investment level
99.6%
101.9%
Market capitalization
999,234,378
583,635,858
Shares outstanding
69,151,168
69,151,168
Past performance is not indicative of future results. There is no assurance that similar investments will be made nor that similar results will
be achieved.
Investment level: as per reporting date, calculated as value of investments divided by total fund size.
Annual Report 2022 | Page 3
PRINCESS PRIVATE EQUITY HOLDING LIMITED
Table of contents
1 Chairman's report 5
2 Private equity market overview 7
3 Investment Manager’s report 9
4 Environmental, Social, and Governance ("ESG") 13
5 Portfolio composition 17
6 Portfolio overview 19
7 Structural overview 23
8 Company information 24
9 Corporate Governance 26
9.1 Board of Directors 26
9.2 Directors' Report 27
9.3 Directors' Responsibilities Statement 33
9.4 Corporate Governance Report 35
9.5 Risk Report 40
10 Independent Auditor's report 43
11 Audited consolidated financial statements 52
Page 4 | Annual Report 2022
PRINCESS PRIVATE EQUITY HOLDING LIMITED
1. Chairman's report
Dear valued shareholder,
The first quarter of 2022 saw a continuation from the previous year of the positive momentum for exits in private markets.
As the year progressed, intensifying geopolitical tensions added to the challenges of high inflation and aggressive interest rate
hikes, which led to significant market volatility. The MSCI World index, as a benchmark for global equity markets, was down
12.7% in the reporting period. With investment activity slowing due to more expensive financing conditions, the knock-on
effect was a slowdown in distributions from portfolio company exits, particularly in the second half of the year. As 2022 pro-
gressed, the Investment Manager also decided to defer certain exits until market conditions become more favourable for
realizations. An unprecedented appreciating US Dollar culminated in a difficult third quarter for Princess. A liquidity squeeze
regrettably resulted in Princess not paying out the second interim dividend in order to conserve cash. New investment com-
mitments in the second half of the year were also materially reduced as a result.
Performance
The recalibration of global investment activity resulted in downward pressure on portfolio valuations. Despite valuation multiples
coming down, Princess' portfolio performance was supported by strong underlying operational performance, which underscores
the high-quality assets and emphasizes the investment thesis of long-term sustainable growth in a portfolio that is positioned
in resilient and growing sub-sectors. In order to reflect the fair market valuations of Princess' portfolio on a timely basis, we
are proud to provide the market with monthly valuation updates. Our robust valuation process and procedures help to allay
investor concerns around valuation lags and historically, realizations have tended to be close to fair market valuations. The
Company's net asset value (“NAV”) closed the reporting period at EUR 14.62 (2021: EUR 15.26) per share, which including
the interim dividend of EUR 0.38 per share, results in a NAV total return of -1.6% over the last twelve months. Princess' share
price total return was -39.9%, mainly due to a generally weaker market sentiment in combination with the cancellation of the
second interim dividend.
Balance sheet
Princess continues to have sufficient liquidity to cover its future investment commitments. This is supported by a revolving
credit facility that was increased post year end by EUR 30 million to EUR 140 million, to provide increased flexibility for liquidity
needs.
With liquidity challenged in the third quarter, the foreign exchange ("FX") policy was reviewed. As part of the process, Princess
also canvassed the shareholder views, and the majority response was in favor of discontinuing the policy. The FX hedging
strategy of the Investment Manager prioritized NAV stability in times of more significant changes in exchange rates against
the Euro. To align with the investment company universe, the Board has agreed for Princess to discontinue the hedging of
currency exposures from 1 April 2023. The contracts which are currently in place are of a short duration and will be closed
out as of this date. The Company will regularly report the underlying investment currencies to allow investors who prefer a
hedged exposure to apply their own hedging overlay. Ceasing hedging will reduce the volatility of cash flows while increasing
the probability of a higher NAV volatility because of changing FX rates.
Dividend
Dividends paid to shareholders in 2022 amounted to EUR 0.38 per share (2021: EUR 0.67 per share). Princess' investment
objective will continue to be that it remains as close to being fully invested as possible. Both Partners Group and the Princess
Board acknowledge the sensitivity in Princess fulfilling its dividend objective against providing attractive returns by being fully
invested and balancing this with the liquidity needs of the Company. We apologize to shareholders for not having been able
to fulfill your expectations in December 2022.
For 2023, the Board intends to maintain its target of distributing 5% of opening NAV with the first payment for FY23 expected
to be EUR 0.36 payable in June 2023. The prospective dividend yield for FY23 is in excess of 7% at the current share price.
Annual Report 2022 | Page 5
PRINCESS PRIVATE EQUITY HOLDING LIMITED
Board composition and succession plan
After serving as Chair since August 2018 and a Princess board member for 13 years, I will be stepping down from the Board
and the role of Chair by not standing for re-election at the annual general meeting ("AGM") in 2023. Steve Le Page will assume
the role from the date of the AGM. Merise Wheatley will be Chair of the Audit & Risk Committee, while Fionnuala Carvill will
be Chair of the Management Engagement Committee. Felix Haldner, as Advisory Partner for Partners Group, has a consulting
role for the firm and remains as the Investment Manager representative on the Princess board.
In summary, the Board wishes to communicate the following updates:
• Dividend objective of 5% of opening NAV remains in place;
• Credit facility upsized to EUR 140 million to strengthen liquidity position;
• FX hedging policy will be discontinued from 1 April 2023;
• Board changes will see Steve Le Page appointed as Chairman on 23 June 2023. The current Chair, Richard Battey, will not
be seeking re-election at the 2023 AGM.
Outlook
In 2023 the Investment Manager believes that the demanding market environment can offer potentially strong investment
opportunities. However, investment activity this coming year will be measured, with priority given to adding new investments
to keep low concentration risk for the portfolio and reap value from many operationally healthy companies, not one "unicorn"
performer.
There will be continued vigilance around liquidity, with the dividend objective a priority, balanced with aiming to keep the in-
vestment level at or above c. 95% to maximize long-term value creation in growing sub-sectors within the mid-market space.
Partners Group will not become a forced seller in this current market environment which means that Princess distributions
may take longer to materialize. However, during the hold period, operational improvements will continue, and this should lead
to healthy exit uplifts when they do come to fruition. This plays well into Partners Group's strengths for extracting value
through operational transformation rather than financial engineering.
My fellow Directors and I would like to take this opportunity to assure investors that their voices are heard and we trust that
you will continue to recognize that Princess' portfolio offers a solid long-term investment with a well-respected Investment
Manager.
I and my fellow Directors thank you for your support over the period I have been Chair, and I wish the Company every success
in the future.
Richard Battey
Chairman
20 March 2023
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
2. Private equity market overview
Private equity buyout activity
healthcare business. This comes as DHC's chairman and
Global private equity buyout activity remained muted in the
founder, Yoshiaki Yoshida, prepares to step down after
final quarter of 2022. The total number of transactions de-
founding the company in 1972.
creased by 26.9% year on year to 1,635 in the fourth quarter,
according to Preqin. Registering a total volume of USD 166.7
billion, total transaction value also decreased by 14.6%
Private equity exit activity
compared to the same period in 2021, influenced by prevail-
Global private equity exit activity decreased by 67.7% on a
ing geopolitical tensions, heightened inflation and aggressive
year-on-year basis over the fourth quarter of 2022, aggreg-
interest rate hikes throughout the year. Nonetheless, fourth
ating to USD 75.7 billion across 185 transactions, according
quarter volumes were more than double that of the preceding
to Preqin. The most prevalent exit strategy during the quarter
quarter.
continued to be trade sales, making up 84.7% of total exit
value.
North America continued to account for the majority of
global buyout transaction activity, making up 54.1% of total
In North America, aggregate exit value in the region declined
transaction value during the quarter. On a year-on-year basis,
by 62.4% year on year to USD 56.5 billion across eighty
however, buyout activity in the region declined by 13.4% to
transactions. The largest-ranked private equity exit in the
USD 90.2 billion in aggregate value across 919 transactions.
region - and globally - was US-based grocery giant Kroger's
A notable transaction was the Blackstone-led consortium's
USD 24.6 billion announced take-private of Cerberus Capital-
USD 14 billion announced acquisition of a majority stake in
backed and New York Stock Exchange ("NYSE") listed rival
US technology and software company Emerson Electric's
Albertsons. The transaction is subject to regulatory approval,
climate technologies business. The consortium, which in-
particularly on anti-trust concerns. As of 30 June 2022,
cludes sovereign wealth funds Abu Dhabi Investment Author-
Kroger and Albertsons command a combined 15% of their
ity and Singapore's GIC, will control 55% of the joint venture
market by amount of dollars spent, according to Numerator,
and aims to capitalize on demand for energy-efficient heating
and a combination would catapult them to second place be-
and cooling solutions amid wider carbon-reduction efforts.
hind Walmart.
This transaction comes as Emerson has been selling its non-
core businesses to strategic buyers over the past two years,
Over in Europe, private equity exit activity continued to fall
including garbage disposal machinery and temperature
over the quarter, with declines of 64.2% and 67.8% by
sensors, as it seeks to reinvest in its core business of selling
number of transactions and total exit value, respectively. Of
automation machinery to the automotive, energy and indus-
the 67 transactions, the largest in the region was KPS Capital
trial sectors.
Partners' announced USD 4.4 billion sale of Howden Group,
a Scotland-based provider of air and gas-handling solutions,
Private equity buyout activity in Europe reached USD 15.6
to Chart Industries, a US-based manufacturer of highly engin-
billion across 458 transactions in the fourth quarter of 2022,
eered equipment for the clean energy and industrial gas
a decline in value of 70.2% compared with the same period
markets. Howden Group was first acquired by KPS Capital
in 2021. The largest transaction for the quarter was Veritas
for USD 1.8 billion in a complex corporate carve-out in May
Capital's announced USD 3.1 billion buyout of Wood Mack-
2019 and has since expanded its presence in end-markets
enzie, a UK provider of data analytics for the energy, renew-
that are critical to the development of the industrial economy.
ables and natural resources industries. Veritas plans to en-
hance and expand the datasets and solutions it provides to
Meanwhile, exit value in Asia fell sharply in the fourth quarter
its growing customer base.
of 2022 to a modest USD 2.2 billion. According to Preqin,
of the eighteen transactions, the largest in the region was
Meanwhile, aggregate buyout transaction value in Asia grew
EQT's Hong Kong-based Baring Private Equity Asia ("BPEA")
by 70.3% year on year to USD 52.8 billion across 174
EQT unit's USD 0.8 billion sale of Japanese drug developer
transactions, while the average transaction size nearly
Bushu Pharmaceuticals to US private equity firm Kohlberg
doubled over the period. The largest transaction announced
Kravis Roberts ("KKR"). The new owner plans to broaden
in the region was Orix's USD 2.1 billion acquisition of DHC,
Bushu's business lines to include new growth segments, in-
a Tokyo-based mail-to-order cosmetics and health food
cluding injectables, while also investing in further capacity
company, with plans to help DHC expand its networks in the
expansion and quality control.
Annual Report 2022 | Page 7
PRINCESS PRIVATE EQUITY HOLDING LIMITED
Fundraising activity
the largest amount of IPO proceeds, easily surpassing that
Over the fourth quarter of 2022, private equity fundraising
of North America and the Europe, Middle East, India, and
activity declined by 15.5% year on year to USD 159.4 billion,
Africa ("EMEIA") region combined, while the technology and
across 335 funds. Thoma Bravo, a US private equity firm
energy sectors saw the most IPO activity in terms of volume
focused on growth-oriented, innovative companies operating
and proceeds in the year, respectively.
in the software and technology sectors, held the largest close
globally for its fifteenth flagship buyout offering, closing the
IPO activity in the Americas fell sharply in the final quarter
fund at USD 24.3 billion, making it the largest tech-focused
of 2022, with just 16 issuers raising a modest USD 1.5 billion
buyout fund ever raised, according to Thoma Bravo. In paral-
collectively over the quarter. This represented year-on-year
lel, the firm raised two additional funds targeting the mid-
decreases of 86% and 96% by transaction number and pro-
market (USD 6.2 billion) and lower mid-market segments
ceeds, respectively. The largest IPO in the region over the
(USD 1.8 billion).
period was Mobileye Global, the Israel-based self-driving
technology company owned by technology giant Intel, which
North America-focused funds accounted for 58.8% of total
raised USD 0.9 billion in proceeds, above its targeted market-
capital raised globally. Standing at USD 118.2 billion, total
ing range. The listing was the fourth largest in the US in 2022,
capital raised increased by a modest 6.0% year on year across
according to data compiled by Bloomberg, and comes as the
197 funds, a significantly lower number compared to 422 in
company reported revenue which more than doubled to USD
the previous year. Buyout and growth funds continued to
1.4 billion in 2021, compared to less than USD 0.5 billion
be the dominant strategy, making up over half of North
four years previously. Mobileye plans to use the new capital
America-focused funds closed during the quarter. The
to repay a portion of the debt owed to Intel, which will con-
aforementioned Thoma Bravo Fund XV was the largest fund
tinue to hold a majority of voting power in the company.
raised in the region, exceeding its initial target of USD 22
billion.
In the EMEIA region, IPO activity also remained muted in the
fourth quarter of 2022, registering a year-on-year decline
Elsewhere, fifty-four Europe-focused funds raised a total of
of 59% by number of listings and a 64% drop in capital raised.
USD 25.1 billion over the fourth quarter of 2022, 16.0%
Eighty-nine listings raised USD 11.1 billion collectively, with
lower than the previous year. The largest fund raised during
the largest IPO in the region being that of Kuwait-
the period was Nordic Capital Fund XI at a fund size of USD
headquartered fast-food restaurant operator Americana
8.8 billion, 45% larger than its predecessor, which raised USD
Restaurants International, which raised USD 1.8 billion in the
6.5 billion in October 2020. The fund will maintain the same
first ever dual listing on Abu Dhabi and Saudi Arabia markets.
strategy as its predecessors, by investing in the firm's core
The listing was fifty-eight times oversubscribed, with demand
sectors of healthcare, technology and payments, financial
from both institutional and retail investors generating USD
services, and industrial and business services.
105 billion of orders. The company intends to adopt an an-
nual dividend distribution policy in 2023, with plans to dis-
Meanwhile, Asia-focused funds raised USD 7.0 billion, or
tribute a minimum of 50% of its profits to shareholders.
69.7% less than the prior-year period, and the lowest amount
raised in the region since the third quarter of 2013. The
The Asia-Pacific region similarly recorded lower listings and
largest fund raised in the region was Japan Investment Cor-
proceeds, with year-on-year declines of 31% and 59% re-
poration's second venture growth offering, at a fund size of
spectively, where 229 listings raised a total of USD 19.3 bil-
JPY 200 billion (ca. USD 1.5 billion). The fund seeks to expand
lion over the period. A notable transaction in the region was
the domestic startup market and further engage in investment
the USD 1.3 billion listing of China Aviation Lithium Battery,
activities as part of its initiatives under the government's
China's third-largest electric vehicle battery maker. The IPO
November 2022 'Startup Development Five-year Plan'.
drew fifteen cornerstone investors who agreed to purchase
USD 735.5 million worth of stock. Though the listing was
eventually heavily undersubscribed, its proceeds still ranked
IPO activity
it as the largest in Hong Kong in 2022. The company plans
Global initial public offering ("IPO") markets remained sub-
to use a majority of funds raised to increase productions at
dued over the fourth quarter of 2022, with 334 listings
its plants in the Sichuan, Hubei, Anhui, and Guangdong
raising USD 31.9 billion collectively, representing declines
provinces, alongside funding for research and development.
of 50% and 73% year on year, according to Ernst & Young,
and marking the lowest fourth-quarter tally in more than ten
Sources: Bloomberg; Jefferies "State of the Secondary Market";
years. The Asia-Pacific region maintained its streak of hosting
Preqin "Q4 2022 Private Capital Fundraising, Deals/Exits"; PwC
"Global IPO Watch Q4 2022"; EY "Global IPO Trends 2022"; Partners
Group Research.
Page 8 | Annual Report 2022
PRINCESS PRIVATE EQUITY HOLDING LIMITED
3. Investment Manager’s report
Princess' NAV total return at year end was -1.6%, closing
Princess portfolio valuations are conducted on a monthly
the year at EUR 14.62 (2021: EUR 15.26) per share, yet it
basis and therefore they are up to date, which should counter
still outperformed the MSCI World index, which was down
investor concerns around valuation lags. We are confident
12.7% in the reporting period impacted by the challenging
in the year-end NAV being a fair reflection of valuations in
macroenvironment.
the portfolio. The Investment Manager has worked closely
with the portfolio company management teams during the
The NAV decrease was largely incurred in the first half of
2022 budgeting process to address inflation risk as much as
the year (-7.5% NAV total return per share), given the impact
possible. Since the beginning of the year, the Investment
of the valuation changes brought about by public market
Manager has further increased the scale of multiple contrac-
devaluations. During the second half of the year, the NAV
tion to account for rising rates. Partners Group maintains
performance partially recovered (+6.3% NAV total return
conviction in its combination of thematic investing, hands-
per share). For the full year, portfolio revaluations were
on value creation, and pricing power, which should moderate
positive (+2.3%), whereas currency movements negatively
the impact of rising rates on valuations in the long term.
impacted the NAV (-0.5%).
Liquidity and unfunded commitments
Post-year end, Princess agreed to increase the size of the
Princess' cash position at year-end was EUR 14.8 million and
facility from EUR 110 million to EUR 140 million, providing
the revolving credit facility undrawn of EUR 110 million. As
the Company with greater flexibility to manage short-term
a reaction to the H1 currency movements, Princess paused
liquidity requirements.
new investments from August 2022 for the short term, to
strengthen its liquidity position and enable cautious invest-
Total unfunded commitments at 31 December 2022
ment in the future. Together with the decision to suspend
amounted to EUR 103.3 million (2021: EUR 116.6 million),
the H2 dividend, the investment pause has allowed Princess
of which EUR 59.5 million relates to direct investments and
to weather further potential significant negative foreign ex-
active Partners Group direct programs. We regard approxim-
change movements and a continuing challenged exit environ-
ately EUR 38.3 million as likely to fund over the next two to
ment.
three years and expect the balance of EUR 21.2 million to
remain unfunded. The remaining commitments are to funds
that have completed their investment periods and are
therefore not anticipated to be called in full. In line with the
strategy to focus on direct investments, no new third-party
fund commitments were made.
Annual Report 2022 | Page 9
PRINCESS PRIVATE EQUITY HOLDING LIMITED
FOUNDATION RISK PARTNERS
Investment activity
In a highly complex economic landscape, the Investment
EUR 17.4 million was invested in Foundation Risk Partners,
Manager's rigorous thematic sourcing approach enabled the
a specialist insurance broker in the US. The company gener-
Company to secure a number of notable Direct Investments.
ates revenues from recurring annual renewal of policies,
Princess invested a total of EUR 156.7 million in 2022 (2021:
leading to highly predictable cash flows. Insurance brokerage
EUR 342.4 million, including EUR 135 million to senior loans)
is resilient through economic cycles as it is a non-discretion-
as shown in the table below.
ary expense in most cases and benefits from several trans-
formative trends, such as risks from cyber and social media
exposure, the increase in litigation, and an evolving regulatory
Total investments for 2022
environment. Partners Group will work with management to
expand the company across the US.
FORTERRO
EUR 13.3 million was invested in Forterro, a leading pan-
European software services provider with a portfolio of el-
even enterprise resource planning software brands, serving
over 10,000 customers primarily in the manufacturing space.
Partners Group will work with management to realize Fort-
erro's value creation potential and further expand its platform
across Europe. Key initiatives include accelerating Forterro's
organic growth by expanding go-to-market initiatives, making
strategic acquisitions in adjacent geographies and sub-vertic-
als, and improving operational efficiency.
FOREFRONT DERMATOLOGY
The five largest new investments for the year are covered
EUR 12.4 million was invested in Forefront Dermatology,
below, with United States Infrastructure Corporation ("USIC")
one of the largest dermatology group practices in the US
later in the distribution activity section.
with best-in-class recruitment and retention metrics due to
its differentiated patient- and physician-centric culture and
model. The company is a market leader and already exhibits
PHARMATHEN
a consistent track record of organic and inorganic value cre-
EUR 17.6 million was invested in Pharmathen, an established
ation. Under Partners Group's ownership, the pace of acquis-
developer of advanced drug delivery technologies for com-
itions and core add-on acquisitions will likely increase. In
plex generic pharmaceuticals. With best-in-class research
addition, ancillary services will be expanded to further en-
and development capabilities, Pharmathen presents “first-to-
hance the service offering which will be supported by invest-
market” opportunities and has an ability to address the large
ment in technology, improvements in business operations,
generic market which has high technological barriers to entry.
and clinical efficiency, whilst maintaining clinical quality with
Partners Group’s value creation plan will look to strengthen
a focus on continuous improvement of patient satisfaction.
Pharmathen’s foothold in the US by acquiring additional
manufacturing and market access capabilities. There are also
plans to consolidate the European B2B landscape as well as
grow the customer base.
Page 10 | Annual Report 2022
PRINCESS PRIVATE EQUITY HOLDING LIMITED
UNITED STATES INFRASTRUCTURE CORPORATION
Distribution activity
During 2022, Princess received distributions of EUR 241.4
EUR 36.7 million stemmed from USIC, the leading North
million (2021: EUR 462.5 million), equivalent to 22.9% of
American provider of utility location services. Partners Group
opening NAV. EUR 132.2 million stemmed from Princess'
closed the transaction to expand the shareholding base of
redemption from its allocation to a related fund that invests
USIC to incoming investor Kohlberg & Company and re-un-
in floating-rate senior loans. The capital was used for liquidity
derwrite the transaction with a 50% co-lead interest in USIC.
management, including deployment into new investments.
Founded in 2008 and headquartered in Indianapolis, USIC
Distributions from the direct portfolio accounted for EUR
serves over 1,300 customers and has a workforce of 9,000
98.1 million (2021: EUR 446.9 million), including exit pro-
technicians who perform 80 million locates each year. As
ceeds from Voyage Care. The remaining balance of EUR 11.1
part of the transaction, Princess reduced its exposure to USIC
million (2021: EUR 15.6 million) was received from the
but re-invested EUR 20.6 million. Moving forward, Partners
Company's mature legacy fund portfolio.
Group and Kohlberg will implement new value creation initi-
atives, including investing in sales and digital capabilities.
Total distributions for 2022
VOYAGE CARE
EUR 18.0 million stemmed from the sale of Voyage Care, a
provider of specialist care in the UK. Voyage Care provides
quality care and support to people with learning and physical
difficulties, brain injuries, autism, and other complex needs.
Key value creation initiatives introduced during the invest-
ment period included deepening the healthcare experience
of Voyage Care's best-in-class management team with key
strategic hires, continuing to invest in increasing its market-
leading quality of care, further developing its specialisms,
In part, the year-on-year decrease in distributions was a
and expanding capacity via developments and select acquis-
result of bringing forward a portion of the direct exit pipeline
itions. Today, the company supports over 3,500 people and
originally planned for early 2022 into 2021. In view of the
has more than 10,000 members of staff.
increased market volatility and uncertainty observed in the
first half of the year, Partners Group elected to postpone
PHARMACEUTICAL DEVELOPER
the realization of certain mature businesses and assets as
the market environment was not conducive to achieving an
EUR 14.0 million stemmed from the sale of a Swiss-based
optimal outcome. For select mature assets, however, Partners
pharmaceutical developer. Over a more than eight-year
Group did continue to see strong demand, especially those
holding period, the company has been transformed into a
with infrastructure-like characteristics such as USIC.
high-growth, emerging markets-focused pharmaceutical firm
through several strategic acquisitions.
The five largest realizations for the year are covered below.
TRIMCO JOINT-INVESTMENT 2018
SENIOR LOANS
Princess received EUR 11.7 million from distributed proceeds
With additional liquidity from the record amount of realiza-
from the sale of its remaining stake in Trimco Joint-invest-
tions, EUR 135 million was allocated during the second half
ment 2018.
of 2021 to a related fund that invests in floating-rate senior
loans. This was considered to be a better alternative than a
cash drag in the portfolio. As liquidity tightened in 2022, re-
demptions were made and the position was fully exited by
the fourth quarter of 2022.
Annual Report 2022 | Page 11
PRINCESS PRIVATE EQUITY HOLDING LIMITED
Portfolio composition
While private markets will not be able to fully escape the
The geographic portfolio mix remained skewed towards North
heightened volatility that we expect to see in public markets,
America; however, exposure to Europe increased by 6 per-
history shows private markets provide robust diversification
centage points during the year. Direct Investments are the
benefits and improve the overall risk/return profile of a
dominant transaction type, in line with the investment
portfolio due to their structural advantages compared to
strategy, and the legacy portfolio continues to be wound
public markets. These structural advantages include control
down. During the year, holdings in floating-rate senior loans
positions, a long-term horizon, and a focus on entrepreneur-
were exited. In terms of industry exposure, Princess has lower
ial governance.
allocation to Tech, which we consider to be an advantage,
as this sector has recently seen a recalibration and we believe
Across asset classes, while there is still near-term uncertainty
valuations will remain muted.
on growth and inflation, we continue to place great import-
ance on transformational thematic trends, demand resilience,
and an asset's ability to pass on any potential pricing pres-
Outlook
sures.
The global economy is undergoing a fundamental change.
Inflation will remain structurally higher and real growth will
Partners Group
be more modest. Looking beyond 2023, where recession
Investment Manager
risk is pronounced, we anticipate the impact on long-term
Zug, 20 March 2023
nominal growth, i.e., the sum of real growth plus inflation, to
be mild or even positive. Yet this change in the composition
of growth will drive structurally higher interest rates and
result in more volatile capital markets.
Page 12 | Annual Report 2022
PRINCESS PRIVATE EQUITY HOLDING LIMITED
4. Environmental, Social, and Governance ("ESG")
The Company shares and is aligned with the purpose, culture, and values adopted by Partners Group in their charter and as
given in their Corporate Sustainability Report.
Partners Group has a strong commitment to sustainability. Creating lasting positive results is one of the core principles of their
charter and one that applies to all their activities as a firm. It guides their investment activities, their corporate activities and
their daily interactions with all of their stakeholders. The company's core policies and directives guiding their ESG & Sustainab-
ility investment approach are available on their website: www.partnersgroup.com/en/sustainability/.
Partners Group's commitment to responsible investment is embedded in the company's charter, a document that defines the
essence of the firm and reflects who they are and what they do, every day.
A timeline of Partners Group's commitments to responsible investment leadership
For illustrative purposes only. Source: Partners Group (2022). 1 Propriety ESG due-diligence tool based on the Sustainability Accounting
Standards Board metrics integrated in the investment decision process for all their Direct Investments, ESG integration programs defined for
all their lead investments. 2 Partners Group pursues impact assessments for selective investments to identify their contribution to the United
Nations Sustainable Development Goals (“UN SDGs”). 3 Climate goals apply to client accounts to the extent consistent with applicable fiduciary
duties or responsibilities.
Partners Group's ESG vision, objectives, and strategy
As indicated in the table above, Partners Group launched its Sustainability Strategy in 2022. The Sustainability Strategy artic-
ulates the vision of building better and more sustainable assets and companies, while also creating positive and lasting impact
for all its stakeholders. To achieve this dual vision, the firm has defined clear ESG ambitions for both the firm and portfolio.
For the Partners Group directly controlled assets in the Princess portfolio, Partners Group determined a set of targets.
Annual Report 2022 | Page 13
PRINCESS PRIVATE EQUITY HOLDING LIMITED
The first target is to establish an ESG governance framework within the first 100 days of acquisition. This includes appointing
ESG responsibility at board, executive, and leadership levels and establishing a Risk & Audit Committee. During the first two
years of ownership, Partners Group's investee companies are tasked with developing a meaningful ESG Journey. The ESG
Journey at Partners Group is a framework that helps its portfolio companies to continuously improve their ESG performance.
It enhances project implementation, data quality, and industry comparability. The ESG Journey at Partners Group is informed
by due diligence and is applied throughout the ownership period of the asset. At exit, the ESG Journey allows us to assess our
impact on ESG & Sustainability for a given investment, aiming to leave it with a robust approach and strategy for sustainability
topics.
On the environmental side, Partners Group's focus area is to guide its assets to develop a tailored greenhouse gas ("GHG")
reduction strategy, to ultimately reduce GHG emissions by 20% during its ownership. The first target is for the portfolio
companies to measure their GHG footprint within one year of ownership, have it externally assured within two years, and ul-
timately conduct a materiality assessment in order to analyze their environmental footprint beyond GHG emissions. This serves
the purpose of setting up the portfolio of controlled assets to reduce GHG emissions by 2035.
Partners Group's social focus lies on the initiation of a stakeholder benefits program and the development of a tailored Employee
Engagement Initiative within two years of ownership. Over the ownership period, Partners Group develops a Diversity & In-
clusion Strategy with the portfolio companies to assist teams in reflecting the local talent pools of the societies in which they
operate.
Progress against these targets is regularly reviewed and assessed at the investment's board meetings. The asset manager's
investment teams feed this information back into the engagement strategy via the semi-annual transformational ownership
review. Meeting the Sustainability Strategy targets is increasingly embedded into the investment's board members' compens-
ation packages.
Case studies
KinderCare
KinderCare Learning Companies ("KinderCare") is the largest for-profit provider of early-childhood education and care services
in the US. The company offers services through three main channels: KinderCare (including Rainbow Centers) - early-childhood
education and care services for children from six weeks to twelve years old; KCE @ Work - employer-sponsored early-childhood
education and back-up care services; and Champions - before- and after-school educational and recreational programs in
partnership with elementary schools.
In 2022, KinderCare executed several critical ESG initiatives while continuing to strengthen governance measures throughout
the enterprise, including the creation of its first-ever ESG team.
On the environmental side, incremental progress was made toward measuring and reducing the company's carbon emissions
throughout 2022. A USD 5.1 million investment was made in 2022 to update 161 centers with light-emitting diode ("LED")
lights, bringing the total number of centers with LED lighting now installed to 315 since 2018. Overall, these enhancements
have led to the reduction of 12,229 tons of carbon dioxide ("CO2") across the updated centers. Furthermore, KinderCare updated
114 of its centers with energy management systems in 2022, bringing the total number of centers with energy management
systems installed to 315 since 2017. Overall, these enhancements have led to the reduction of 13,412 tons of CO2 across
the 315 updated centers annually.
Regarding the social perspective, KinderCare has conducted an employee engagement survey in partnership with Gallup, a
global analytics firm that has provided an industry-proven employee engagement survey for over a decade. KinderCare's 2022
engagement survey saw the highest employee participation rate in seven years, with 89% of employees sharing their feedback.
KinderCare once again received the Gallup Exceptional Workplace Award, making it one of only four companies worldwide
to win this award six years in a row. Initiated in 2021, Partners Group worked with a specialist consultant to develop a three-
year Diversity and Inclusion strategy focused on KinderCare Education's employees. Since then, the company has made two
significant Diversity and Inclusion hires to support the development and implementation of the strategy. It also launched five
Page 14 | Annual Report 2022
PRINCESS PRIVATE EQUITY HOLDING LIMITED
employee resource group programs (Black Heritage, Access Ability, Hispanic Organization for Leadership Advancement,
LGBTQIA+, and Women) with a combined total of 800 members (out of 27,000+ employees). On the governance side,
KinderCare conducted an ESG materiality assessment to understand its most salient ESG issues, with the results feeding directly
into the action plan of its recently launched ESG Steering Committee, an upgrade for its already established working group.
For example, the committee resolved to focus on environmental aspects, as addressed below.
KinderCare's ESG materiality assessment established that its heating, ventilation, and air conditioning energy usage is the single
largest source of energy consumption within KinderCare centers. In 2023 KinderCare aims to gradually replace older heating,
ventilation, and air conditioning systems with equipment that is up to 40% more efficient.
For illustrative purposes only. There is no assurance that similar investments will be made. Rationale: KinderCare is a Partners Group education
investment in the United States on the private equity directs platform. Source: Partners Group (2023).
Rovensa
Rovensa is a provider of differentiated crop lifecycle management solutions with a portfolio of bionutrition, biocontrol, and
crop protection products, based in Portugal and Spain. Rovensa develops, manufactures, and supplies products used by
farmers to enhance and protect crop yields in more than seventy countries. Partners Group and Rovensa’s management will
continue to establish the company as a global leader in biological solutions. Elsewhere, Rovensa continues to develop its add-
on pipeline with a view of acquiring attractive opportunities.
The company has laid out its 2023–2030 Sustainability Strategic Framework, which takes a materiality-based approach to its
ESG topics. In 2022, Rovensa included ESG aspects in its governance and means to pursue its goals by including ESG performance
measurements in its executive committee compensation package.
Rovensa published its Sustainability Journey in 2022. The report, available on the company’s website, comprehensively sum-
marizes the ongoing ESG initiatives. On the social side, health and safety in all its manufacturing sites is a priority for Rovensa.
To accelerate the implementation of a safety culture across all sites, Rovensa has put in place a three-year project, in partnership
with DuPont Sustainable Solutions, leading specialists in health and safety, to foster a zero-harm culture within the Group.
Implementation of the project has begun in Portugal and Spain, under the name STAR, which stands for Safe Team At Rovensa.
Annual Report 2022 | Page 15
PRINCESS PRIVATE EQUITY HOLDING LIMITED
It is expected to be extended to all of Rovensa’s sites in the near future. The health and safety action plans include trainings
on safety fundamentals for leaders, middle management, and supervisors, a safety observation program, an incident management
procedure, and including safety in the company values. On the environmental side, the company has engaged specialty con-
sultants to assess its full carbon footprint, including scopes 1, 2, and 3. The company is currently developing a net zero roadmap,
as well as setting relevant targets for other ESG material topics.
For illustrative purposes only. There is no assurance that similar investments will be made. Rationale: Rovensa is a Partners Group agriculture
services investment in Europe on the private equity directs platform. Source: Partners Group (2023).
Page 16 | Annual Report 2022
PRINCESS PRIVATE EQUITY HOLDING LIMITED
5. Portfolio composition
D
B
C
A
B
A
Investments by regional focus
Investments by transaction type
ANorthAmerica47%CAsia-Pacific7%
ADirect98%BFunds2%
BEurope42%DRestofWorld4%
J
D
C
I
A
H
G
B
B
A
F
E
C
D
Portfolio assets by industry sector
Investments by financing category
AIndustrial28%FConsumerstaples5%
ABuyoutSmall/Mid-cap56%CSpecialsituations6%
BMaterials1%GFinancial6%
Buyout
B
35%
DVenturecapital3%
Large/Mega-cap
CHealthcare22%HRealEstate4%
DEnergy3%
Consumer
I
17%
discretionary
EIT12%
Communication
J
2%
Services
Annual Report 2022 | Page 17
PRINCESS PRIVATE EQUITY HOLDING LIMITED
A
J
B
C
D
I
E
F
H
G
Investments by investment year
APre20133%F201819%
B20145%G20199%
C20156%H20207%
D20169%I202121%
E20177%J202214%
Page 18 | Annual Report 2022
Annual Report 2022 | Page 19
6. Portfolio overview
Fifty largest direct investments (in EUR)
Since inception
InvestmentIndustrysectorRegionalfocusFinancingcategory
InvestmentResidualcostNetassetvalue%ofNAV
year
SRSDistribution,Inc.IndustrialsNAMBuyoutSmall/Mid-cap20188,711,54559,116,2925.8%
0
PCIPharmaServicesHealthcareNAMBuyoutSmall/Mid-cap201653,920,2075.3%
EmeriaIINotspecifiedWEUBuyoutLarge/Mega-cap202142,904,83244,694,1964.4%
Ammega(Megadyne-AmmeraalBeltech)IndustrialsWEUBuyoutSmall/Mid-cap201825,912,84442,787,3604.2%
KinderCareEducationConsumerdiscretionaryNAMBuyoutSmall/Mid-cap201511,368,46641,663,5134.1%
TechemMeteringGmbHIndustrialsWEUBuyoutLarge/Mega-cap201719,244,06133,563,8373.3%
VishalMegaMartConsumerdiscretionaryAPCBuyoutSmall/Mid-cap201812,900,06333,372,4263.3%
FermacaEnergyROWSpecialsituations201416,606,35030,053,5013.0%
EyeCarePartnersHealthcareNAMBuyoutSmall/Mid-cap202018,907,59828,229,5182.8%
ApexInternationalCorporationIndustrialsAPCBuyoutLarge/Mega-cap20217,497,418n.a.n.a.
DiversiTechIndustrialsNAMBuyoutLarge/Mega-cap202125,770,77325,754,8742.5%
BreitlingConsumerdiscretionaryWEU
BuyoutLarge/Mega-cap202112,709,40123,495,9052.3%
CivicaInformationtechnologyWEUBuyoutSmall/Mid-cap201311,353,52623,305,7682.3%
GaldermaHealthcareWEUBuyoutLarge/Mega-cap202010,710,53822,451,7802.2%
eResearchTechnology,Inc.HealthcareNAMBuyoutLarge/Mega-cap201613,544,40720,168,6052.0%
InternationalSchoolsPartnershipIIConsumerdiscretionaryWEUBuyoutSmall/Mid-cap202116,972,69419,881,3002.0%
UnitedStatesInfrastructureCorporationIIIndustrialsNAMBuyoutSmall/Mid-cap202219,694,01719,696,7001.9%
AlliedUniversalIndustrialsNAMBuyoutLarge/Mega-cap202010,202,76518,994,3661.9%
HofmannsConsumerstaplesWEUBuyoutSmall/Mid-cap20145,146,70617,991,0381.8%
PharmathenHealthcareWEUBuyoutLarge/Mega-cap202117,621,66417,684,1401.7%
PRINCESS PRIVATE EQUITY HOLDING LIMITED
Page 20 | Annual Report 2022
Since inception
InvestmentIndustrysectorRegionalfocusFinancingcategory
InvestmentResidualcostNetassetvalue%ofNAV
year
IderaInc.InformationtechnologyNAMBuyoutSmall/Mid-cap20194,601,05917,228,0671.7%
STADAArzneimittelAGHealthcareWEUBuyoutLarge/Mega-cap20176,225,41116,364,1451.6%
FoundationRiskPartnersFinancialsNAMBuyoutLarge/Mega-cap202216,323,01916,324,2191.6%
BlueRiverPetCare,LLCHealthcareNAMBuyoutSmall/Mid-cap20196,082,40815,295,9301.5%
IDEMIAInformationtechnologyWEUBuyoutLarge/Mega-cap201610,594,39514,911,1911.5%
HearthsideFoodSolutionsConsumerstaplesNAMBuyoutLarge/Mega-cap201821,651,68914,776,0171.5%
GuardianChildcare&EducationConsumerdiscretionaryAPCBuyoutSmall/Mid-cap20167,438,50314,510,5581.4%
TelepassIndustrialsWEUSpecialsituations202112,433,93014,286,2811.4%
ForefrontDermatologyHealthcareNAMBuyoutLarge/Mega-cap202212,833,08313,880,7161.4%
ConvexGroupLimitedFinancialsNAMBuyoutSmall/Mid-cap20199,343,84013,854,0541.4%
ForterroInformationtechnologyWEUBuyoutSmall/Mid-cap202213,300,93613,295,6331.3%
AxelSpringerSECommunicationServicesWEUBuyoutLarge/Mega-cap
20199,175,00012,778,0101.3%
Version1InformationtechnologyWEUBuyoutSmall/Mid-cap202212,052,04012,090,0001.2%
PolyconceptConsumerdiscretionaryNAMBuyoutSmall/Mid-cap20163,345,96111,883,4561.2%
SHLIndustrialsWEUBuyoutSmall/Mid-cap20186,920,99710,695,2741.1%
PreciselyInformationtechnologyNAMBuyoutLarge/Mega-cap20179,819,64910,431,5371.0%
RovensaMaterialsWEUBuyoutLarge/Mega-cap20206,719,33910,007,5211.0%
ConfluentHealthHealthcareNAMBuyoutSmall/Mid-cap20194,460,5559,930,1571.0%
WedgewoodPharmacyConsumerstaplesNAMBuyoutSmall/Mid-cap20219,137,7789,615,5411.0%
BluSkyIndustrialsNAMBuyoutSmall/Mid-cap202110,284,8629,459,5440.9%
KeyGroupFinancialsWEUBuyoutSmall/Mid-cap20173,436,4939,389,3990.9%
EnvisionHealthcareHealthcareNAMSpecialsituations202017,685,624n.a.n.a.
FormTechnologiesIndustrialsNAMBuyoutSmall/Mid-cap201529,950,5469,221,9320.9%
PRINCESS PRIVATE EQUITY HOLDING LIMITED
Annual Report 2022 | Page 21
Since inception
InvestmentIndustrysectorRegionalfocusFinancingcategory
InvestmentResidualcostNetassetvalue%ofNAV
year
VelocityEHSInformationtechnologyNAMBuyoutSmall/Mid-cap20228,997,6289,188,0470.9%
CPAGlobal(Clarivatemerger)IndustrialsWEUBuyoutLarge/Mega-cap201710,148,2939,000,6500.9%
AccellGroupConsumerdiscretionaryWEUBuyoutSmall/Mid-cap20228,825,0008,808,7250.9%
GlobalBlueFinancialsWEUBuyoutSmall/Mid-cap201264,2588,341,0590.8%
PremiStarIndustrialsNAMBuyoutSmall/Mid-cap20217,275,0027,449,1780.7%
MimecastInformationtechnologyWEUBuyoutLarge/Mega-cap20225,957,9236,615,1970.7%
TOUSConsumerdiscretionaryWEUBuyoutSmall/Mid-cap20153,375,6226,553,9400.6%
Totalfiftydirectinvestments913,011,304
596,240,51190.1%
The portfolio's holdings are ranked by percentage of net asset value. Some names and figures (marked "n.a.") may not be disclosed for confidentiality reasons. Furthermore, some investments have
been made through Partners Group pooling vehicles at no additional fees. The portfolio overview of Princess has been prepared on a look through basis, although the audited consolidated statement of
financial position includes the valuation of certain Partners Group investment vehicles. Residual cost is the initial investment cost after receipt of distributions from such an investment until the end of
the reporting period. Negative residual costs (receipt of distributions > initial investment cost) will result in an amount of zero.
PRINCESS PRIVATE EQUITY HOLDING LIMITED
Page 22 | Annual Report 2022
Ten largest fund investments (in EUR)
Since inception
InvestmentRegionalfocusFinancingcategoryVintage
UnfundedNetassetvalue%ofNAV
commitments
AnonymizedEmergingMarketsVentureFund2ROWVenturecapital200856,2468,832,1680.9%
AnonymizedEuropeanBuyoutFund7WEUBuyoutSmall/Mid-cap2007904,6452,060,0200.2%
InnisfreePFISecondaryFundWEUSpecialsituations200728,1571,589,9890.2%
ExxelCapitalPartnersVI,L.P.ROWBuyoutSmall/Mid-cap200001,484,2560.1%
ValedoPartnersFundIIABWEUBuyoutSmall/Mid-cap201120,476612,6750.1%
VortexCorporateDevelopmentFund,L.P.NAMVenturecapital2000134,991584,3880.1%
IndexVenturesGrowthI(Jersey),L.P.WEUVenturecapital20080525,3050.1%
AdventLatinAmericanPrivateEquityFundV,L.P.ROWBuyoutSmall/Mid-cap200937,962463,5320.0%
PeepulCapitalFundIII,LLCAPCBuyoutSmall/Mid-cap2010n.a.n.a.n.a.
AdventLatinAmericanPrivateEquityFundIV,L.P.ROWBuyoutSmall/Mid-cap20070448,2300.0%
Total ten fund investments
1,182,477
16,600,563
1.7%
The portfolio's holdings are ranked by percentage of net asset value. Some names and figures (marked "n.a.") may not be disclosed for confidentiality reasons. Furthermore, some investments have
been made through Partners Group pooling vehicles at no additional fees. The portfolio overview of Princess has been prepared on a look through basis, although the audited consolidated statement
of financial position includes the valuation of certain Partners Group investment vehicles. Remaining net asset value is the net asset value of primary and secondary investments after receipt of
distributions from such investments until the end of the reporting period.
PRINCESS PRIVATE EQUITY HOLDING LIMITED
PRINCESS PRIVATE EQUITY HOLDING LIMITED
7. Structural overview
Princess Private Equity Holding Limited is a Guernsey re-
September 2017, shareholders have the option to make a
gistered private equity holding company founded in May
dividend currency election to receive dividends in Sterling.
1999 that invests in private market investments. In 1999
For the avoidance of doubt, all dividends continue to be de-
Princess raised USD 700 million through the issue of a con-
clared in Euros and the default currency for dividend pay-
vertible bond and invested the capital by way of commit-
ments remains Euros.
ments to private equity partnerships. The convertible bond
was converted into shares in December 2006. Concurrently,
Princess aims to provide shareholders with long-term capital
the investment guidelines were amended and the reporting
growth and an attractive dividend yield. The Company's in-
currency changed from the US dollar to Euro. The Princess
vestments are managed on a discretionary basis by Partners
shares were introduced for trading on the Frankfurt Stock
Group AG (prior to 1 July 2020 by Princess Management
Exchange (trading symbol: PEY1) on 13 December 2006 and
Limited, a wholly owned subsidiary of Partners Group Holding
on the London Stock Exchange (trading symbol: PEY) on 1
AG). The Investment Manager is responsible for, inter alia,
November 2007. Princess consolidated all trading activity to
selecting, acquiring, and disposing of investments and carrying
the London Stock Exchange on 6 December 2012 and ceased
out financing and cash management services.
being listed on the Frankfurt Stock Exchange.
Partners Group AG is a global private markets investment
On 6 September 2017, the Company announced the inten-
management firm with USD 135 billion in investment pro-
tion to introduce an additional market quote in Sterling
grams under management in private equity, private debt,
(trading symbol: PEYS) for its existing ordinary shares on the
private real estate, and private infrastructure. Through the
London Stock Exchange, alongside the Company's existing
management agreement, Princess benefits from the global
Euro market quote. The purpose of the introduction of the
presence, size, and experience of the investment team and
Sterling quote was to broaden the potential ownership of
relationships with many of the world's leading private equity
the Company's ordinary shares. Following the introduction
firms.
of the Sterling quote, which was admitted for trading on 8
1 100% owned by Partners Group Holding
2 Such Portfolio of Funds may be a Partners Group investment vehicle and is made on a no-fee basis
3 A portfolio of primary and secondary investments that are in wind-down and no new commitments will be made in the future
Annual Report 2022 | Page 23
PRINCESS PRIVATE EQUITY HOLDING LIMITED
8. Company information
Administrator
Partners Group (Guernsey) Limited
Tudor House
Le Bordage
St. Peter Port
Guernsey GY1 1BT
Channel Islands
Auditor
PricewaterhouseCoopers CI LLP
Royal Bank Place 1 Glategny Esplanade St Peter Port Guernsey, GY1 4ND
Channel Islands
Board of Directors
Richard Battey
(Chair)
Steve Le Page
(Chair of the Audit & Risk Committee,
Management Engagement Committee)
Fionnuala Carvill
Felix Haldner
Henning von der Forst
Merise Wheatley
CurrencydenominationEuro
DividendsPrincessintendstopayadividendof5%p.a.onopeningNAV
Incentive fee
No incentive fee on primary investments; 10% incentive fee per secondary
investment; 15% incentive fee per direct investment; subject in each case to
a 8% p.a. preferred return (with catch-up)
Incorporation1999
Investment Manager
Partners Group AG
Zugerstrasse 57
CH-6341 Baar-Zug
Switzerland
InvestorRelationsprincess@partnersgroup.com
Joint corporate brokers
JPMorgan Cazenove
Numis Securities Ltd.
ListingLondonStockExchange
Management fee
1.5% p.a. of the higher of NAV or value of Princess' assets less any temporary
investments plus unfunded commitments. With effect from 1 July 2020
unfunded commitments in respect of Primary and Secondary investments are
excluded.
Page 24 | Annual Report 2022
PRINCESS PRIVATE EQUITY HOLDING LIMITED
Registered office
Princess Private Equity Holding Limited
Tudor House
Le Bordage
St. Peter Port
Guernsey GY1 1BT
Channel Islands
SecuritiesFullypaid-upordinaryregisteredshares
StructureGuernseycompany,authorizedclosed-endedfundinGuernsey
Trading information
ISIN (Euro and Sterling Quote):
Trading symbol (Euro Quote): PEY
GG00B28C2R28
Bloomberg (Euro Quote): PEY LN
Reuters (Euro Quote): PEY.L
WKN (Euro and Sterling Quote):
Trading symbol (Sterling Quote): PEYS
A0M5MA
Bloomberg (Sterling Quote): PEYS LN
Reuters (Sterling Quote): PEYS.L
VotingrightsEachordinaryregisteredsharerepresentsonevotingright
Websitewww.princess-privateequity.net
Annual Report 2022 | Page 25
PRINCESS PRIVATE EQUITY HOLDING LIMITED
9. Corporate Governance
9.1 Board of Directors
Richard Battey
(appointed 28 May 2009)
Richard Battey is a Guernsey resident. He has been Chairman since August 2018 and a director since May 2009, serving as
Chair of the Audit and Risk Committee until May 2018. Since 2007 he has been a non-executive director of a number of in-
vestment companies and funds. These have included London Stock Exchange-listed companies Pershing Square Holdings
Limited, Better Capital PCC Limited, NB Global Floating Rate Income Fund Limited, The Prospect Japan Fund Limited, and
AcenciA Debt Strategies Limited, all for periods of nine years as Chair of the Audit Committees. He is a Fellow of the Institute
of Chartered Accountants in England and Wales, having qualified with Baker Sutton & Co. in London in 1977. Richard was
formerly Chief Financial Officer of CanArgo Energy Corporation. Prior to that role he spent 27 years with the Schroder Group
and worked first in London with J. Henry Schroder Wagg & Co. Limited and Schroder Investment Management Limited and
then in Guernsey, as a director of Schroders (C.I.) Limited from April 1994 to December 2004. He was a director of Schroder
Group Guernsey companies covering banking, investment management, trusts, insurance, and private equity administration;
he retired from his last Schroder directorship in December 2008.
Steve Le Page
(appointed 1 October 2017)
Steve Le Page is a Guernsey resident. He was appointed to the Board in October 2017 and is a Chartered Accountant and a
Chartered Tax Adviser. Mr. Le Page was a partner with PwC in the Channel Islands from 1994 until his retirement in September
2013. During his career his main role was as an audit partner working with a wide variety of financial services businesses and
structures, including many listed investment funds. Mr. Le Page also led that firm's Audit and Advisory businesses for approx-
imately ten years, and for five of those years was the Senior Partner (equivalent to Executive Chairman) for the Channel Islands
firm. Since his retirement, Mr. Le Page has built a small portfolio of non-executive director roles, including the listed funds
Highbridge Tactical Credit Fund Limited, Volta Finance Limited, Channel Islands Property Fund Limited, Amedeo Air Four Plus
Limited, and Tufton Oceanic Assets Limited, all of which he serves as Chairman of the Audit Committee. He is a past Chairman
of the Guernsey International Business Association and a past President of the Guernsey Society of Chartered and Certified
Accountants.
Fionnuala Carvill
(appointed 1 September 2018)
Fionnuala Carvill is a Guernsey resident and a Chartered Fellow of The Chartered Institute for Securities & Investment; a Fellow
of the London Institute of Banking & Finance (Chartered Institute of Bankers); a Fellow of The Chartered Governance Institute
and a Chartered Governance Professional. Ms Carvill is a Non-Executive Director of Investec Bank (Channel Islands) Limited,
Fair Oaks Income Limited, and The Chartered Institute for Securities & Investment Future Foundation. Previous executive
positions held include Managing Director of Kleinwort Benson (Channel Islands) Investment Management Limited; Director
of Kleinwort Benson (Channel Islands) Limited; Commission Secretary and Head of Innovation at the Guernsey Financial Services
Commission; and Director of Rothschild Bank (CI) Limited. Ms Carvill is a former board member of The Chartered Institute for
Securities & Investment; a past President and committee member of The Chartered Institute for Securities & Investment,
Guernsey Branch; a Liveryman of the Worshipful Company of International Bankers; and was granted Freedom of the City of
London in 2007. Ms Carvill sits on the board of several charities, holding roles from funding and capacity building to governance
and impact assessment. She previously volunteered with Voluntary Service Overseas ("VSO") where she took the role of Or-
ganisational Development Advisor during a placement with the Environment & Development Center of a university in the
People's Republic of China, aiming to support program delivery, aid capacity building and develop knowledge of governance
and fundraising. Ms Carvill holds a Master's degree in Corporate Governance (Distinction).
Page 26 | Annual Report 2022
PRINCESS PRIVATE EQUITY HOLDING LIMITED
Felix Haldner
(appointed 23 August 2017)
Felix Haldner is a Swiss resident and an Advisory Partner focused on client relationships and on board work as an operating
director including for London Stock Exchange listed Princess Private Equity Holding Ltd. He has been with Partners Group
since 2001 and has more than 30 years of industry experience. At Partners Group he previously served as Head of the Investment
Structures business department and was a member of the Executive Board for 12 years. Prior to joining the firm, he was a
partner at PwC where he advised clients from the insurance, asset management and private equity industries. He holds a
master's degree in business law from the University of St. Gallen (HSG), Switzerland. He represented Partners Group during
10 years on the board of the Swiss Asset Management Association, sat on its sustainability committee and has been its pres-
ident for six years.
Henning von der Forst
(appointed 13 November 2012)
Henning von der Forst is a German resident. He is a Member of the Supervisory Board of the Nuremberger Life and non-life
insurance company and of various investment trusts and investment companies. Previously he served as a Member of the
Executive Board of Directors and as Chief Investment Officer of Nuremberger Insurance Group. There he was responsible
for Asset Management, Banking Services and Treasury, Investor Relations, and International Relations from 1992 until his re-
tirement in 2015. Prior to this, he worked as a marketing manager at SBCI Swiss Bank Corporation Investment Banking, London,
and as Head of the Group Treasury and Finance Department with VIAG Aktiengesellschaft, Bonn (E.on today). He holds a
Master's degree in Business Administration from the University of Münster.
Merise Wheatley
(appointed 1 September 2018)
Merise Wheatley is a Guernsey resident and has over 30 years' experience at Board level in risk financing and insurance
management. She is a Fellow of the Association of Chartered Certified Accountants, having completed her training with Abbey
Life Assurance and National Mutual Life Association of Australasia in the UK, and qualified in 1982. In addition to her direct-
orship of Princess Private Equity Holding Limited, Merise serves as a director on the Boards of a number of non-listed regulated
insurance entities in Guernsey. From 1988 until June 2019 Merise worked for a number of leading insurance management
service providers in Cayman, Guernsey, and Malta, including Artex Risk Solutions, Heath Lambert, Marsh and Johnson & Higgins,
providing strategic and operational insurance management services and serving as executive director to a portfolio of client
insurance companies. Merise is a past Chairman of the Guernsey International Insurance Association. In 2007 she achieved
the Diploma in Company Direction awarded by the UK Institute of Directors.
9.2 Directors' Report
The Directors present their report and audited consolidated financial statements of Princess Private Equity Holding Limited
for the period from 1 January to 31 December 2022.
The Board, roles, and committees
The Board consists of six directors, all of whom are non-executive. The independent Chairman of the Board is Mr. Battey, who
was appointed to the role on 1 September 2018. As Chairman, he is responsible for leading meetings of the Board to ensure
that they are efficient and effective, promoting the long-term sustainable success of Princess Private Equity Holding Limited
(the "Company"), generating value for shareholders (as disclosed in the Strategy section), and contributing to wider society.
Mr. Battey and Mr. von der Forst satisfy all the criteria for assessing director independence set out by the Association of In-
vestment Companies ("AIC") and adopted by the Board. Although they have served on the Board for more than thirteen years
and ten years, respectively, it is the opinion of the other members of the Board that they both continue to demonstrate objective
and independent thought processes during Board meetings and in their dealings with the Investment Manager, and they
therefore consider them both to be independent, despite their long service. In addition, Mr. von der Forst provides the Board
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
with a continental European viewpoint, which is considered valuable given that the majority of shareholders are from that
area. Additionally, they have no other significant business commitments and the Board is satisfied that they have sufficient
time available to discharge fully their responsibilities to the Company. The Board has concluded that their knowledge of the
Company, built up over their service with it, contributes to the effectiveness of the Board and their continued service is in the
best interests of shareholders.
However, Mr. Battey has decided not to stand for re-election at the Annual General Meeting ("AGM") in June 2023 and a
process to recruit a new director will begin shortly.
At each quarterly board meeting, the Directors consider several reports and performance indicators to assess the Company's
success in achieving its objectives. These include:
• Monitoring of the share price (and associated premium or discount);
• General performance reporting at the underlying investment level;
• Cash flow projections;
• Risk management and adherence to investment guidelines;
• Broking and shareholder analysis reports, including peer group comparisons;
• Reports from committees, together with the monitoring, evaluation, appointment, and removal of service providers;
• Approval of financial statements and dividends; and
• Corporate governance and compliance.
In addition, the consent of the Board is required if the Investment Manager wishes to borrow more than 30% of the value of
the Company's assets, lend or pledge any of the Company's assets (other than in the context of a hedging transaction), enter
into an investment or other transaction with affiliates of the Investment Manager, or invest more than 10% of the value of
the Company's assets into any single investment.
Furthermore, the Board confirms that it considers any conflicts or potential conflicts of interest in accordance with the Company's
existing procedures.
Committees of the Board
Audit
& Risk Committee
The Audit & Risk Committee ("A&R Committee") meets at least three times a year and has been chaired by Mr. Le Page since
16 May 2018. The Board is satisfied that at least one member of the A&R Committee has recent and relevant financial exper-
ience, and that the committee has the skills and experience required to fulfill its responsibilities. The A&R Committee is respons-
ible for ensuring that the financial performance of the Company is properly reported on and monitored. It provides a forum
through which the Group and Company's Independent Auditor may report to the Board. Furthermore, it ensures that any reports
issued by the Board present a fair, balanced, and understandable assessment of the Company's position and prospects. The
A&R Committee reviews the annual and semi-annual accounts, results, announcements, internal control systems and procedures,
and accounting policies of the Company. It also considers the performance and quality of the external audit and makes appro-
priate recommendations to the Board concerning the Independent Auditor. The A&R Committee is also responsible for mon-
itoring the risks and their potential impact on the Company.
The Group's and Company's Independent Auditor is PricewaterhouseCoopers CI LLP. The A&R Committee is responsible for
reviewing the independence and objectivity of the Independent Auditor and ensuring this is safeguarded notwithstanding any
provision of any other services to the Group or Company. The Board of Directors recognizes the importance of safeguarding
auditor objectivity and has taken the following steps to ensure that auditor independence is not compromised:
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
• The A&R Committee carries out each year an evaluation of the Independent Auditor as to their independence from the
Group and Company and relevant officers of the Group and Company, and that they are adequately resourced and tech-
nically capable of delivering an objective audit to shareholders. Based on this evaluation, the A&R Committee recommends
to the Board the continuation, removal, or replacement of the Independent Auditor.
• The A&R Committee gives careful consideration before appointing the auditor to provide other services. These other services
are generally limited to work that is closely related to the annual audit (such as regulatory and statutory reporting) or where
the work is of such a nature that a detailed understanding of the Group's and Company's business is necessary (such as
assistance on tax or regulatory matters). Such services will however be assessed on a case-by-case basis so that the best-
placed adviser is retained. Where the auditor is engaged to provide additional services, the auditor, in providing these
services, utilizes different teams. The Independent Auditor did not provide any non-audit services during the year.
• The A&R Committee reviews the Independent Auditor's confirmation of their independence in accordance with Crown
Dependencies' Audit Rules and with Securities and Exchange Commission ("SEC") Independence Rules. In addition to the
steps taken by the Board to safeguard auditor objectivity, PricewaterhouseCoopers CI LLP operates a five-year rotation
policy for audit engagement leaders on listed companies such as the Company. PricewaterhouseCoopers CI LLP has remained
in place as auditor for a considerable number of years and the audit contract has never been put out to tender. However,
the A&R Committee notes that the Company and Group benefit from the auditor's detailed knowledge of the systems and
processes operated by Partners Group. The audit engagement leader rotated during the year. Accordingly, the A&R Com-
mittee has not recommended that the external audit appointment be tendered, but the position will be closely monitored.
As the Company is not a FTSE 350 company, the external audit contract is not required to be put out to tender at least
every ten years.
In addition, the terms of reference for this committee are available on the Company's website www.princess-pri-
vateequity.net/en/about-princess/committees/. The significant areas considered by the A&R Committee during the year were:
• Valuation of private investments the A&R Committee pays particular attention to this area at each quarterly date, and
members of the Board discuss the approach both during those reviews and during the annual visit to the Investment
Manager. Significant valuation movements are challenged, and disposals are compared to the most recent valuation. Whilst
this area is easily the most significant for the financial statements, it is also well understood and subject to an established
process, including checks and balances at the Investment Manager, as well as to challenge by the A&R Committee and
the Independent Auditor. On this basis, the A&R Committee has concluded that the valuation of private investments is fair
and reasonable for inclusion in the audited consolidated financial statements.
• Incentive fees are a significant area of the financial statements because of their nature rather than their size. Their calculation
is also somewhat complex, being accrued on an investment-by-investment basis in the Company, but often on a "whole
fund" basis by underlying vehicles. At each meeting, the Board reviews a schedule of fees accrued and paid, comparing it
to the valuation gains recognized on the investments, and the A&R Committee has discussed the accounting for these fees
with both the Investment Manager and the Independent Auditor. On this basis, the A&R Committee has concluded that
the incentive fees are fair and reasonable for inclusion in the audited consolidated financial statements.
• Presentation and disclosure - the A&R Committee reviewed in detail the form and content of this annual report and also
of the published interim report. The objective of the review, in both cases, was to ensure that all applicable regulations
and standards were adhered to, that the disclosure given was adequate and not misleading, and that the reports were
consistent with the A&R Committee' s knowledge of the Group's activities during the relevant period. As a consequence
of this review and their other work, the A&R Committee was able to conclude that those reports were fair, balanced and
understandable, and therefore to make appropriate recommendations to the Board for their approval and publication.
Although the Directors believe that the Company and the Group have a robust framework of internal control in place, this can
only provide reasonable and not absolute assurance against material financial misstatement or loss and is designed to manage,
not eliminate, risk. In addition, the Board recognizes the importance of a sound risk management framework to safeguard the
Company's assets, protect the interests of the shareholders, and meet its responsibilities as a listed company.
The A&R Committee approaches its risk review by covering both qualitative and quantitative matters.
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
The A&R Committee reviews the principal risks faced by the Company and the Group, covering (i) investment risk, (ii) shares
trading at a discount, (iii) financial risk, (iv) governance risk, (v) regulatory risk, (vi) operational risk, (vii) macroeconomic and
other external risks, and (viii) valuation risk. For each of these risks the A&R Committee evaluates how these risks could arise,
assigns responsibility to control and mitigate such risks, and determines the post-mitigation likelihood and impact of the risk
occurring. The A&R Committee makes decisions and requests additional reporting based on these findings.
On an annual basis, the A&R Committee reviews certain quantitative reports covering foreign currency exchange risk, interest
rate risk, liquidity risk, market price risk, and counterparty risk as disclosed in the notes to the audited consolidated financial
statements. On an annual basis the Board of Directors meets with the internal audit team of Partners Group Holding AG to
discuss the upcoming internal audit plan, covering those controls assigned to Partners Group Holding AG and its affiliated
entities, and the material results or findings of any reports for the previous period that affect the Company or the Group. Ad-
ditionally, the Board of Directors is provided, annually by the end of April, with a copy of the Internal Controls report assured
by PricewaterhouseCoopers AG in accordance with the International Standard on Assurance Engagement 3402 "Assurance
reports on controls at a service organization". This information allows the Board of Directors to assess and monitor the risks
associated with the services delegated to Partners Group and to seek clarification or updates.
The risk management framework includes a sound system of internal controls that is designed to:
• identify and appraise all risks related to achieving the Company's objectives and principal risks;
• manage and control risk appropriately rather than eliminate it;
• ensure the appropriate internal controls are embedded within the business processes performed by service providers and
support the Company's culture which emphasizes clear management responsibilities and accountabilities;
• respond quickly to evolving risks within the Company and the external business environment; and
• include procedures for reporting any control failings or weaknesses to the appropriate level of management together with
the details of corrective action.
Management
Engagement Committee
The Management Engagement Committee ("ME Committee") meets at least annually and is chaired by Mr. Le Page since 16
May 2018. The ME Committee is responsible for reviewing and monitoring service providers and recommending to the Board
their continued appointment. Key service providers are reviewed on an annual basis. The Board recognizes the importance of
monitoring service providers' objectivity and ensuring their independence is not compromised.
In this regard, with respect to the appointment of the Investment Manager, the ME Committee:
• considers if there are any potential conflicts of interest associated with the appointment of the Investment Manager and
how the Investment Manager manages these potential conflicts;
• reviews with the Investment Manager any material issues arising from their work that the Investment Manager wishes to
bring to the attention of the ME Committee, whether privately or otherwise;
• reviews the performance of the Investment Manager both in terms of its delivery against the agreement governing its ap-
pointment and in terms of its delivery against the objectives of the Company.
Similar considerations are taken into account in the ME Committee's review of all other service providers to the Company. In
addition, the terms of reference for this committee are available on the Company's website http://www.princess-pri-
vateequity.net/en/about-princess/committees/.
During the year, the ME Committee concluded the review started in 2021 and updated the agreements with the Administrator
and Company Secretary to provide clear provisions in respect of duties and responsibilities of all parties.
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
The following table is an extract of the various Directors' attendance at Board and Committee meetings for 2022 compared
against those for which they were eligible:
Committees
NameBoardA&RME
R.Battey(Chairman)7/73/32/2
F.Carvill7/73/32/2
S.LePage7/73/32/2
F.Haldner6/7--
H.vonderForst6/73/32/2
M.Wheatley7/73/32/2
Board composition
The Board has a breadth of experience relevant to the Company and a diversity of skills, experience, and age. Its members
possess the broad range of skills, expertise, industry knowledge, and other experience necessary for the effective oversight
of the Company's business. In addition, the Board recognizes the importance of maintaining its diversity and that this is a much
wider issue than gender. It will continue to evaluate applicants to fill vacant positions without prejudice. Applicants will be as-
sessed on their range of skills, expertise, and industry knowledge, and on their business and other experience.
The Directors have resolved to put themselves forward for election on an annual basis and were all duly re-elected at the
2022 annual general meeting. Note that Mr. Battey will not be standing for re-election at the 2023 AGM.
Re-election recommendations have always been subject to an assessment of the respective Director in question, their objective
and independent thought process, knowledge of the Company, and continued satisfactory performance. In view of the long-
term nature of the Company's investments, the Board believes that a stable and diversified board composition is fundamental
to running the Company properly. The Board has not stipulated a maximum term of any directorship. The Board continues to
be satisfied with the contribution of each of the Directors, and that they have each maintained their independent perspective,
whilst noting both Mr. Battey and Mr. von der Forst have served a term on the Board in excess of ten years.
Given the size and nature of the Company, the Board did not deem it necessary to form separate remuneration or nomination
committees and that the whole Board would consider all new Board appointments.
Strategy
Strategic objectives
The Company's investment objective is to provide shareholders with long-term capital growth and an attractive dividend yield,
through investment in a diversified portfolio of private equity and private debt investments, rather than through fund investments.
In addition, the Investment Manager has a goal to achieve a long-term sustainable impact on the companies in which it invests,
their underlying clients, and the wider environment in which they operate.
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
The Investment Manager of the Company is Partners Group AG (the "Investment Manager"). The Investment Manager seeks
to achieve a long-term sustainable impact by working in partnership with the management and employees of the companies
in which the Company invests and through active entrepreneurial ownership initiatives with clear goals and continuous mon-
itoring.
In addition, the Investment Manager works with portfolio companies on a variety of ESG engagements. This commences during
the investment due diligence phase and, after acquisition, they implement initiatives by systematically integrating ESG factors,
alongside commercial and financial factors.
They continuously monitor the effectiveness of any ESG-relevant policies through maturity assessments to evaluate progress
and impact.
As part of its annual visit to the Investment Manager, the Board obtains an overview of the value creation initiatives, including
ESG initiatives, on the underlying investments, and a detailed progress report on the monitoring of risk and impact on valuations.
Review of performance
The Board undertakes an annual evaluation of its own performance and the performance of its committees and individual
Directors, to ensure that they continue to act effectively and efficiently, to fulfill their respective duties, and to identify any
training requirements. During this evaluation, the Directors also reconfirmed that they continue to be able to allocate sufficient
time to the Company in order to discharge their responsibilities, to provide constructive challenge and strategic guidance, to
offer specialist advice, and to hold third-party service providers to account.
Viability statement
The Directors confirm that they have a reasonable expectation that the Group will continue to operate and meet its liabilities,
as they fall due, for the next three years. The Group's viability testing considers multiple severe, yet plausible, stress scenarios.
The Directors' assessment has been made with reference to the Group's current position and prospects, the Group's strategy,
the Board's risk appetite, and the Group's principal risks and how these are managed. The Directors consider this is an appro-
priate period to assess the viability of an investment company for the purposes of giving assurance to shareholders, as eco-
nomic factors are very difficult to forecast over a longer period.
The strategy and associated principal risks underpin the Group's three-year plan and scenario testing, which is reviewed by
the Directors on a quarterly basis. The three-year plan is built on an investment-by-investment basis using a bottom-up approach.
The three-year plan makes certain assumptions about the development of underlying investments, in terms of future expected
capital calls and distributions, potential future investments, and the ability to refinance debt when required. The plan is built,
monitored, and updated quarterly based on any changes to expected cash flows and forward-looking assumptions, which help
to drive the model and to determine when to make new investments.
The three-year plan review is underpinned by the regular Board of Directors briefings provided by the Investment Manager,
including discussions around liquidity reporting and risk management reports undertaken by the Board of Directors in its normal
course of business. These reviews consider both the market opportunity and the associated risks, principally the ability to
realize investments at their fair value and secure new investments while maintaining sufficient working capital. These risks are
considered within the Board of Directors' risk appetite framework.
Based on the Company's processes for monitoring, anticipating, and managing cash flow, operating costs, share price discount,
the Investment Manager's compliance with the investment objective, asset allocation, the portfolio risk profile, gearing, coun-
terparty exposure, and liquidity risk, the Directors have concluded that there is a reasonable expectation that the Company
will continue in operation and meet its liabilities as they fall due over the three-year period to 31 December 2025.
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
9.3 Directors' Responsibilities Statement
Directors' duties and responsibilities
The Board meets at least quarterly and it is the duty of each Director to inform the Board of any potential or actual conflict
of interest prior to a Board discussion. Representatives of the Investment Manager attend board meetings. The Company's
corporate brokers also attend to assist the Directors in understanding the views of major shareholders regarding the Company.
The Board of Directors has overall responsibility for the Company's affairs and is responsible for the determination of the in-
vestment policy of the Company, resolving conflicts and monitoring the overall portfolio of investments of the Company. To
assist the Board in the operations of the Company, arrangements have been put in place to delegate authority for performing
certain day-to-day operations of the Company to the Investment Manager, and other third-party service providers, such as
the Administrator and the Company Secretary. Although the Board meets formally at least four times a year, the Investment
Manager and Company Secretary stay in more regular contact with the Directors on a less formal basis. These formal and in-
formal discussions allow the Directors to constructively challenge and assist in the development of strategy. Individual Directors
have direct access to the Company Secretary and may, at the expense of the Company, seek independent professional advice
on any matter that concerns them in the furtherance of their duties.
The Directors are responsible for preparing financial statements for each financial period that give a true and fair view, in ac-
cordance with applicable Guernsey law and International Financial Reporting Standards, of the state of affairs of the Group
and Company, and of the profit or loss of the Group and Company for that period. In preparing those 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 Group and
Company will continue in business.
So far as the Board of Directors are aware,
• there is no relevant audit information of which the Group and Company's auditor is unaware, and
• each Director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself
aware of any relevant audit information and to establish that the auditor is aware of that information.
The Directors confirm that they have complied with the above requirements in preparing the audited consolidated financial
statements. The Directors of the Company have elected to prepare audited consolidated financial statements for Princess
Private Equity Holding Limited for the period ended 31 December 2022 as the parent of the Group in accordance with Section
244(5) of The Companies (Guernsey) Law, 2008. They are not required to prepare individual accounts for Princess Private
Equity Holding Limited in accordance with Section 243 of The Companies (Guernsey) Law, 2008 for the financial period.
Annual Report 2022 | Page 33
PRINCESS PRIVATE EQUITY HOLDING LIMITED
To the best of their knowledge and belief:
• The Annual Report, which includes information detailed in the Chairman's report, the Investment Manager's report, the
Directors' report, and the notes to the audited consolidated financial statements, includes a fair review of the development
and performance of the business and the position of the Company together with a description of the principal risks and
uncertainties that the Company faces, as required by Financial Conduct Authority's Disclosure Guidance and Transparency
Rules ("DTR") 4.1.8 and DTR 4.1.11; and
• The audited consolidated financial statements, prepared in accordance with International Financial Reporting Standards,
give a true and fair view of the assets, liabilities, financial position, and profit or loss of the Company.
The Directors are responsible for keeping proper accounting records that disclose with reasonable accuracy at any time the
financial position of the Group and Company and enable them to ensure that the audited consolidated financial statements
comply with The Companies (Guernsey) Law, 2008. They are also responsible for safeguarding the assets of the Group and
Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The maintenance and integrity of the Group and Company website are the responsibility of the Directors. The work carried
out by the Independent Auditor does not involve consideration of these matters and, accordingly, the Independent Auditor
accepts no responsibility for any changes that may have occurred to the audited consolidated financial statements after they
were initially presented on the website. Legislation in Guernsey governing the preparation and dissemination of financial
statements may differ from legislation in other jurisdictions.
On behalf of the Board
Richard Battey
Chairman
20 March 2023
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
9.4 Corporate Governance Report
The Directors have determined to report against the Principles and Provisions of the AIC Code as endorsed by the Guernsey
Financial Services Commission ("AIC Code"), dated February 2019. The AIC Code is available on the AIC website
www.theaic.co.uk/aic-code-of-corporate-governance/
. In assessing the Board's corporate governance practice for 2022, the
Directors confirm that throughout the period the Company complied with the provisions of the AIC Code. The Company has
complied with the relevant provisions of the UK Corporate Governance Code (the "UK Code") as issued by the Financial Re-
porting Council and dated July 2018, except as set out below:
• The role of the Chief Executive;
• The role of the Senior Independent Director;
• Executive Directors' remuneration;
• The need for an internal audit function and the monitoring and reviewing of the effectiveness of such a function.
For the reasons set out in the AIC Code, and in the preamble to the UK Code, the Board considers these provisions are not
relevant to the position of the Company, being an overseas investment company with an appointed Investment Manager.
There are no executives with contractual obligations directly with the Company and thus the Executive Directors' remuneration
rules do not apply. The A&R Committee and the Board of Directors regularly consider the risk and operational aspects of the
Company. The Board has access to the appointed Compliance Officer of the Administrator who reports quarterly. As there is
delegation of operational activity to appointed service providers, the A&R and ME Committees and the Board have determined
there is no requirement for a direct internal audit function, although they do have access to and meet with the internal audit
function of Partners Group Holding AG.
The Guernsey Financial Services Commission has a standing Finance Sector Code of Corporate Governance that was amended
in June 2021 (the "Guernsey Code"). In the introduction to the Guernsey Code, it states: "Companies which report against the
UK Corporate Governance Code or the Association of Investment Companies Code of Corporate Governance are deemed to
meet this Code." As a company listed on the London Stock Exchange the Company is subject to the Disclosure Rules, the
Transparency Rules, and the UK Code but uses the AIC Code instead as it is a member of AIC and considers this appropriate
for an investment company and that it provides information that is more relevant to shareholders. As an AIC member domiciled
in Guernsey which reports against the AIC Code, the Company is not required to report separately against the Guernsey Code.
AIFMD
In July 2014, the European Alternative Investment Fund Management Directive ("AIFMD") came into effect. At present, the
Board considers that the Company falls outside the scope of this Directive, in that the number of its shares in issue is static
or declining, and accordingly it does not market new shares inside the European Union. In the event that the Company seeks
to raise capital, it will reconsider this.
Directors, directors' interests, and directors' remuneration report
The Directors of Princess Private Equity Holding Limited are as shown on page 26. As at 31 December 2022, the Directors
had no beneficial interest in the share capital of the Company other than as shown below:
R. Battey (Chairman): 65,000 shares
S. Le Page: 7,500 shares
F. Haldner: 225,554 shares
M. Wheatley: 5,000 shares
Annual Report 2022 | Page 35
PRINCESS PRIVATE EQUITY HOLDING LIMITED
No service contract or arrangement existed in the period in which any of the Directors has an interest, other than with Mr.
Haldner. The Board considers all the Directors, other than Mr. Haldner, as independent of the Investment Manager and free
from any business or other relationship that could materially interfere with the exercise of their independent judgment or
create potential conflicts of interest.
Mr. Haldner is not considered independent during the reporting period, as he is a shareholder in Partners Group Holding AG,
the beneficial owner of the Administrator, and was a previous employee and now holds an advisory role for the Investment
Manager.
Directors' remuneration is presented in the notes to these audited consolidated financial statements and is shown below. Mr.
Haldner did not receive a fee for the provision of his services as a director of the Board. Directors' remuneration was split as
follows in Euro:
(31.12.2022 / 31.12.2021)
R. Battey (Chairman) (68,000 / 62,000)
F. Carvill (55,000 / 50,000)
S. Le Page (61,000 / 56,000)
H. von der Forst (55,000 / 50,000)
M. Wheatley (55,000 / 50,000)
The sole director of Princess Private Equity Subholding Limited, which held office during the period, was Princess Private
Equity Holding Limited.
Directors' and officers' liability insurance
The Company maintains insurance in respect of Directors' and Officers' liability in relation to their acts on behalf of the Company.
Suitable insurance is in place and due for renewal on 6 February 2024.
Purpose, culture, and values
The Company shares and is aligned with the purpose, culture, and values adopted by Partners Group (which includes the In-
vestment Manager and Administrator) in their charter and as given in their Corporate Sustainability Report, both of which are
available at their website www.partnersgroup.com/en/sustainability/.
The Company's mission is to develop companies and assets which it invests in through entrepreneurial ownership. This stems
largely from the belief that the ability to create value, enabled by a governance framework that supports entrepreneurialism,
is the key driver of the returns.
In summary, investments are managed with a long-term perspective to the benefit of individuals and societies worldwide and
the investment teams leverage the global Partners Group integrated platform to systemically engage with entrepreneurs and
corporate leaders to create value in the investments. In addition, the investment teams liaise with management in underlying
companies in constructive dialogue and have open debates, while in parallel taking their fiduciary duty to all stakeholders into
account.
Partners Group is fully committed to investing clients' capital in a responsible manner by integrating ESG factors, alongside
commercial and financial factors, into investment due diligence and ownership.
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
Major developments in the year
Macro-economic factors caused a sustained period of stengthening of the US dollar against the Euro whilst simultaneously
closing the market for exits from Private Equity investments. This combination resulted in the Company being unable to fund
both margin calls on foreign currency hedging and a dividend. Consequently, the Board resolved to cancel payment of the
second interim dividend due for payment in December 2022.
Annual general meeting
The Directors propose a separate resolution on each substantial issue tabled at the AGM, including the approval of the consol-
idated financial statements, and publish on the Company's website www.princess-privateequity.net/en/investor-relations/fin-
ancial-reports/, shortly after the AGM, details of the valid proxies received, votes for and against and withheld in relation to
each resolution. No resolution at the 2022 AGM received more than 16.14% votes against the Board recommendation.
Shareholder information
The net asset value and the net asset value per share are calculated (in Euro) every month at the last business day of each
month by Partners Group (Guernsey) Limited, acting as Administrator. The net asset value is calculated in accordance with
International Financial Reporting Standards, which require the Company's direct investments and fund investments to be valued
at fair value. Thereafter, it is announced by the Company on its website and submitted to a regulatory information service
approved by the UK Listing Authority as soon as practicable after the end of the relevant period.
Dividends
A dividend of EUR 0.380 per share was declared on 4 May 2022 and was paid on 17 June 2022. The second dividend due
for payment in December was cancelled. This compares to two dividends of EUR 0.335 each per share, being declared on 15
April 2021 and 14 October 2021 which were paid on 24 June 2021 and 17 December 2021 respectively. Since the December
2017 dividend, shareholders have been able to also elect to get their dividends paid in Sterling or to elect to participate in the
Dividend Reinvestment Plan, although this does not result in the issuance of any new shares.
Substantial interests
The European Union Transparency Directive requires substantial shareholders to make relevant holding notifications to the
Company and the UK Financial Conduct Authority. The Company must then disseminate this information to the wider market.
Those shareholders who have declared accordingly that they held above 5% of ordinary shares, as at the period end, were:
• Bayer-Pensionskasse VVaG - 7.56%
• CVP / CAP Coop - 5.07%
• Deutsche Asset Management Investmentgesellschaft - 7.66%
• Rathbone Brothers - 5.26%
• Société Générale Option Europe - 5.31%
• Witan Investment Trust plc - 5.33%
This information has been prepared based on disclosures made by shareholders to the Company in accordance with stock
exchange rules.
Annual Report 2022 | Page 37
PRINCESS PRIVATE EQUITY HOLDING LIMITED
Share capital
Although the shareholders granted authorization to the Directors to make market acquisitions of ordinary shares, the Company
purchased and redeemed / canceled no shares (31 December 2021: nil) during the year.
There was no change in the issued and paid-up share capital as at 31 December 2022 and 31 December 2021. Accordingly,
the paid-up share capital as at 31 December 2022 was 69,151,168 ordinary shares of EUR 0.001 each (31 December 2021:
69,151,168 ordinary shares of EUR 0.001 each).
There are no restrictions regarding the transfer of the Company's securities, no special rights with regard to control attached
to the Company's securities, no agreements between holders of the Company's securities regarding their transfer known to
the Company, and no agreements to which the Company is party that might be affected by a change of control following a
takeover bid.
Results
The results for the period are shown in the audited consolidated statement of comprehensive income.
Key information document
Partners Group AG is required to produce and publish the key information document for packaged retail and insurance-based
investment products. The key information document is available on the Company's website www.princess-privateequity.net/en/in-
vestor-relations/kid/ and is subject to an annual review by the Board.
Registered office
Tudor House
St. Peter Port
Guernsey
GY1 6BD
Incorporation
The entities of the Group are incorporated and domiciled in Guernsey, Channel Islands.
Investment management arrangements
The Company has entered into an Investment Management Agreement with Partners Group AG (the "Investment Manager").
Details of the management fees are shown within the audited consolidated financial statements. The Investment Management
Agreement automatically renews every two years but contains a two-year notice period. Termination will be without penalty
or other additional payments, save that the Company will pay management and incentive fees due and additional expenses
incurred. The Directors (other than Mr. Haldner, who is not independent of the Investment Manager) have determined that
the appointment of the Investment Manager, on the terms of the Investment Management Agreement, is aligned with the in-
terests of shareholders as a whole, given the global reach and expertise of the Investment Manager.
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
Going concern
The Group closely monitors its future anticipated cash flows and, based on these forecasts and the sensitivities which have
been run on different scenarios, the Directors have a reasonable expectation that the Group and Company have adequate
resources to continue in existence for at least the next twelve months. For this reason, they continue to adopt the going
concern basis in preparing the accounts.
Company secretary
The secretary of the Company, as at 31 December 2022, was Aztec Financial Services (Guernsey) Limited.
Independent auditor
At a general meeting held on 24 June 2022, PricewaterhouseCoopers CI LLP was re-appointed Independent Auditor of the
Company for the period ended 31 December 2022, and the Directors were authorized to fix their remuneration.
R. Battey
Director
S. Le Page
Director
20 March 2023
Annual Report 2022 | Page 39
PRINCESS PRIVATE EQUITY HOLDING LIMITED
9.5 Risk Report
Risks
The Board is responsible for managing and overseeing risk and reviews and assesses quarterly the impact of risks that it considers
apply to the Company that may compromise the achievement of the Company's strategic objectives. These risks encompass
the significant risks to which the Company may be exposed, including the macro environment and uncertainties in respect of
the valuation of unquoted investments, and their impact on the cash flow modeling employed by the Company. Notes 4 and
18 of the audited consolidated financial statements provide further comment on certain other risks connected with the invest-
ments and financial assets / liabilities held by the Company and how they are managed.
Statement of principal risks
The major risks to which the Company may be exposed are ranked by a risk index, considering both likelihood and impact.
When assessing the likelihood and potential impact of such risks, the Board considers whether the outcome could pose:
• an immediate threat to the existence of the Company;
• a medium-term threat (resulting in the Company being placed into run-off);
• a reputational threat from which the Company could be expected to recover fully in due course; or
• no immediate threat to the Company or its operating activities.
The risks are split into eight main sections: (i) investment risk, (ii) shares trading at a discount, (iii) financial risk, (iv) governance
risk, (v) regulatory risk, (vi) operational risk, (vii) macro-economic and other external risks and (viii) valuation risk.
The risk of mis-valuation of the Company's portfolio is now considered to be stable as the impact of the global Covid-19
pandemic on future operations and market comparables has receded and become clearer, but it remains a principal risk given
its potential impact on NAV and reputation.
The Board also continues to assess the impact of ESG factors on the Company's key risks, primarily within the context of the
Investment Manager's ESG framework which seeks to embed ESG into the strategy, direction and goals of portfolio companies
and to quantify the impact of its initiatives.
In its assessment, the Board considers that none of the risks present an immediate threat to the existence of the Company
and has, in each case, worked with the Investment Manager, Administrator, Company Secretary, or broker to ensure that adequate
measures are in place to mitigate the occurrence and impact of these risks. The Board also obtains regular reporting so that
these risks can be continuously assessed.
Although the conflict between Russia and Ukraine increases the level of geo-political risk the Company has negligible direct
exposure to the region but, with the Company's Investment Manager, the Board is closely monitoring the situation, taking into
account potential supply chain disruptions and second order effects. Following the recent market developments in the global
banking industry, the Board confirms that as of the date of approval of the report it believes there is no significant risk or ex-
posure impacting the Group. The Board is actively monitoring and assessing the situation with the assistance of the Investment
Manager. The Board has not identified any other emerging risks that could have a significant impact on the Company.
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
The following table provides details of the six risks that were ranked as having the highest inherent risk likelihood and/or impact at the year-end,
together with the mitigating factors.
KKey risk
AAssessment
PPotential impact
CControl exercised by the BBoard
Stable
Unsuitable investments
The impact of ESG factors is
Regular reporting by Investment
leading to adverse impact
ESG risks (including climate
considered as part of the assessment
Manager on their ESG strategy and
on valuations, the
change)
of all the principal risks listed below
initiatives and Board training to enable a
environment and society or
and the risk is assessed as stable
good understanding of ESG reporting.
breach of ESG regulations.
given the maturity of the Investment
Manager's ESG integration process.
Stable
Effectiveness of investment strategy
The reduced liquidity in H2 2022
reviewed at every Board meeting using
impacted the ability of the Investment
performance reports and discussions
Manager to invest in suitable new
Adverse movement in net
with brokers and Investment Manager.
investments that meet the investment
asset value versus peer
Medium- and long-term cashflow
Lack of suitable investments
objectives. Although transaction
group. Inability to meet
forecasts being kept under close review
volumes across private markets are
target dividend.
to ensure level of new investment
greatly reduced, the liquidity position
commitments is maximized subject to
has now improved, and the Investment
adequate funding for existing
Manager is once again able to invest in
commitments and dividends.
suitable opportunities.
Monitoring of investor sentiment and
expectations and performance vs.
Increasing
peers. Maintenance of good market
Decline in shareholders'
communication. The cancellation of the
Company's shares trading at a
mark-to-market valuation
The risk was assessed as increasing
December dividend seems to have
material discount
and impact on demand from
following the cancellation of the
caused the discount to increase
shareholders and prospects.
second interim dividend.
significantly. The Board expects this
situation to reverse given the recent
recommitment to the dividend policy.
Decrease of net asset value
Increasing
outside of the control of the
Quarterly review of foreign exchange
Investment Manager. The
exposure against target geographical
Loss from exposure to foreign
This risk was assessed as increasing
discontinuation of the
allocation limits, and timely reporting of
exchange denominated hedged or
due to increased volatility in the key
hedging of currency
underlying currencies to investors to
unhedged positions
foreign currencies in which a
exposures from 1 April
allow those who prefer a hedged
significant proportion of the Group's
2023 will increase the
exposure to apply their own hedging
assets are denominated.
impact of foreign exchange
overlay.
volatility on net asset value.
Factors impacting liquidity, including
potential exits, FX movements and
Increasing
hedging policy, being kept under close
review for medium-and long-term
Lack of availability of funding to
This risk was assessed as increasing
Insufficient cash to fund
cashflow forecasts to ensure level of new
take up investment opportunities,
as currency movements and a
existing commitments and
investment commitments leaves
meet funding and other obligations
challenging exit environment have
dividends.
adequate funding for existing
as they fall due, and pay dividends.
adversely im
pacted funding that was
commitments and dividends.
forecast in H1 to be available for new
Renegotiation and increase of credit
investments and the H2 dividend.
facility to ensure adequate short-term
funding available.
Stable
This risk was assessed as stable
Policies and tools used to determine
Valuation risk – under- or
based on continued volatility in
F
inancial loss or reputational
valuations have been challenged and this
overstating the valuations of
market comparable companies,
risk.
remains a significant area for review by
private markets investments
ability for underlying investments to
the Independent Auditor.
operate normally given government
restrictions, together with the need
to monitor contractual terms.
Annual Report 2022 | Page 41
PRINCESS PRIVATE EQUITY HOLDING LIMITED
S
Stakeholder disclosures
The Company is an externally managed investment company, has no employees, and as such is operationally quite simple. The Board
does not believe that the Company has any material stakeholders other than those set out in the following table.
Investors
Service providers
Community and environment
Issues that matter to them
Performance and liquidity of the shares
Reputation of the Company
Informed stewardship of the
Growth and liquidity of the Company
Compliance with law and regulation
environments in which the Company
Remuneration
operates and acting as a good corporate
citizen
Compliance with law and regulation
Impact of the Company and its activities
on third parties
Engagement process
Annual General Meeting (see detail below)
The two main service providers – Partners
The Company itself has only a very
Group and Aztec – engage with the Board
small footprint in the local community
Frequent meetings with investors by
in face-to-face meetings quarterly, giving
and only a very small direct impact on
brokers and the Investment Manager (at
them direct input to Board discussions.
the environment.
least one of which is attended by the Chair)
and subsequent reports to the Board
The Board also considers the views of its
However, the Board acknowledges that
corporate brokers and interests of its
it is imperative that everyone
Monthly factsheets and regular news
credit f
acility lender at each of its meetings.
contributes to local and global
releases
sustainability.
All key service providers are asked to
Key Information Document
complete a questionnaire annually (others
The Investment Manager has an ESG
on a rotation basis) which includes
framework which is a key element of
Quarterly briefings by the Investment
feedback on their interaction with the
the investment process which overlays
Manager via telephone conference which
Company, and the Board undertakes an
throughout the portfolio.
are attended by at least one Board member
annual visit to Partners Group in
who briefs the remainder of the Board
Switzerland.
Annual and semi-annual financial
statements
Rationale and example outcomes
Clearly investors are the most important
The Company relies on service providers
The nature of the Company’s
stakeholder for the Company
. Most of our
entirely as it has no systems or employees
investments is such that they do not
engagement with investors is about
of its own. During the year, the Board
provide a direct route to influence
“business as usual” matters, but has also
concluded the review of the agreements
investees in ESG matters in many areas,
included discussions about the discount of
with the Administrator and Company
but the Board has made its views in this
the share price to the NAV. The major
Secretary to provide clear provisions in
area clear to Partners Group, which, on
decisions arising from this have been for
respect of duties and responsibilities of all
behalf of the Company and other
the Board to seek to ensure long-term
parties.
investors, works closely with investee
valu
e (e.g. the decision to cancel the second
companies to promote ESG issues as
interim dividend) and to seek greater
The Board always seeks to act fairly and
well as financial performance. Further
liquidity for the Company’s shares through
transparently with all service providers,
details are set out elsewhere in this
increasing its profile.
and this includes such aspects as prompt
document and on the Partners Group
payment of invoices.
website.
In addition, the Board has focused on
valuation of assets, a key priority for
Board members do travel, partly to
shareholders, thus ensuring a robust and
meetings in Guernsey, and partly
reliable methodology is applied. The Board
elsewhere on Company business,
decided to suspend the second interim
including for the annual due diligence
dividend in light of the significant reduction
visit to Switzerland. The Board
in the Company's liquidity due to the
considers this essential in overseeing
strengthening of the US Dollar against the
service providers and safeguarding
Euro.
stakeholder interests. Otherwise, the
Board seeks to minimize travel by the
use of video conferencing whenever
good governance permits.
Engagement processes are kept under regular review. Investors and other interested parties are encouraged to contact the Company via
the Investor Relations contacts given on page 96.
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
10. Independent Auditor's report
Report on the audit of the consolidated financial statements
Our opinion
In our opinion, the consolidated financial statements give a true and fair view of the consolidated financial position of Princess
Private Equity Holding Limited (the "company") and its subsidiaries (together "the group") as at 31 December 2022, and of
their consolidated financial performance and their consolidated cash flows for the year then ended in accordance with Inter-
national Financial Reporting Standards and have been properly prepared in accordance with the requirements of the Companies
(Guernsey) Law, 2008.
What we have audited
The group's consolidated financial statements comprise:
• the audited consolidated statement of financial position as at 31 December 2022;
• the audited consolidated statement of comprehensive income for the year then ended;
• the audited consolidated statement of changes in equity for the year then ended;
• the audited consolidated statement of cash flows for the year then ended; and
• the notes to the audited consolidated financial statements, which include significant accounting policies and other explan-
atory information.
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 believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Independence
We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the consolidated
financial statements of the group, as required by the Crown Dependencies' Audit Rules and Guidance. We have fulfilled our
other ethical responsibilities in accordance with these requirements.
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
Our audit approach
Overview
Audit scope
• The company and its subsidiaries are incorporated in Guernsey. The consolidated financial statements are a consolidation
of the company and all of the underlying subsidiaries.
• We have conducted a full scope audit of the consolidated financial statements of the group.
• The audit was conducted with our supporting audit firm (a separate PwC network firm) performing a significant portion of
the audit work on the consolidated financial statements under our direction, supervision, and review.
• Our approach is designed to address the risk of material misstatement and is tailored to consider the investment objectives
of the group.
Key audit matters
• Valuation of unlisted investments
• Calculation of incentive fees
Materiality
• Overall group materiality: €22.7 million (2021: €23.7 million) based on 2.25% of net assets.
• Performance materiality: €17.0 million (2021: €17.8 million).
The scope of our audit
As part of designing our audit, we determined materiality and assessed the risks of material misstatement in the consolidated
financial statements. In particular, we considered where the directors made subjective judgements; for example, in respect of
significant accounting estimates that involved making assumptions and considering future events that are inherently uncertain.
As in all of our audits, we also addressed the risk of management override of internal controls, including among other matters,
consideration of whether there was evidence of bias that represented a risk of material misstatement due to fraud.
Key audit matters
Key audit matters are those matters that, in the auditor's professional judgement, were of most significance in the audit of the
consolidated financial statements of the current period and include the most significant assessed risks of material misstatement
(whether or not due to fraud) identified by the auditor, including those which had the greatest effect on: the overall audit
strategy; the allocation of resources in the audit; and directing the efforts of the engagement team. These matters, and any
comments we make on the results of our procedures thereon, 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.
This is not a complete list of all risks identified by our audit.
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
KKey audit matter
HHow our audit addressed the key audit matter
Valuation of unlisted investments
We updated and reconfirmed our understanding and evaluation of
Refer to the Directors' report, the Basis of preparation (note 2), the Principal
management's processes and internal controls in so far as they apply to
accounting policies (note 3) and notes 4, 9, 13, 16, 18 and 19 to the
investment valuations, the valuation models used and the areas where
consolidated financial statements.
significant judgements and estimates are made. We also performed tests over
key controls in order to validate their operating effectiveness.
The group has a diverse investment portfolio consisting of unlisted
investments and listed companies. The valuation of the portfolio of unlisted
The unlisted investments are generally investments in private companies
investments is significant in assessing the financial position and performance
(direct investments) or investments in funds (indirect investments) and are
of the group and is an area to which significant judgement is often applied and
initially valued by Partners Group AG (the "Investment Manager") and then
estimates made by the directors.
subject to review by the Valuation Committee at Partners Group AG before
being recommended to the directors for review, challenge, and approval. We
The unlisted investments are valued on a basis considered most appropriate by
discussed with and challenged the Investment Manager as to the
the directors in accordance with the Internation
al Private Equity and Venture
appropriateness of the valuation methodology applied, using our knowledge of
Capital Valuation (“IPEV”) Guidelines, dependent on the nature of the
the investments and the IPEV Guidelines.
underlying business which has been invested in. This includes:
For a sample of investments, we tested the valuation techniques (using
Applying a multiple to earnings;
auditor’s experts where it was deemed appropriate) used by the Investment
Applying a discount rate to future cash flows;
Manager to value these unlisted investments as follows:
Using net asset values received from the relevant general partners; and
With regards to direct investments, we obtained the Investment
Using underlying asset valuations.
Manager's valuation model containing earnings, trading multiples
Both determining the valuation methodology and determining the inputs to
for listed comparable companies and the multiple used to value the
the valuation are subjective and complex. This, combined with the significance
investment, or the relevant cash flow models and discount rates
of the unlisted investments balance in the consolidated statement of financial
applied;
position, meant that this was considered a key audit matter for audit purposes.
We challenged the appropriateness of the valuation methodology
applied by the Investment Manager, including the availability of
representative market data for earnings multiple models and
whether a discounted cash flow model would be more appropriate;
We checked the mathematical accuracy of the model;
We obtained the management information including earnings and
cash flow inputs for the underlying companies being valued. We
used this to corroborate the earnings and cash flows being used in
the model in relation to the unlisted company being valued. We
assessed the appropriateness of the earnings or cash flows being
used based on our understanding of the financial performance of the
underlying companies, independently confirming a sample of the
management inf
ormation received, and challenged changes made by
the Investment Manager in the application of this input to the
valuation;
In testing the Investment Manager's fair valuation process, we
assessed trading multiples for the comparable companies identified
by the Investment Manager and compared them to the multiples
used in the valuation. Where appropriate, we also considered
whether any other traded companies may be comparable and
considered the impact of their inclusion (or any existing multiple
exclusion, as appropriate) in the sourced trading multiples on the
valuation;
We independently sourced, where appropriate, the inputs to the
discount rates used in any discounted cash flow calculations;
We challenged the Investment Manager on any adjustment to the
com
parable multiples to arrive at the multiple or discount rate used
in their valuation. This included considering how these changes
compared relative to the performance of the underlying company
against the relevant industry sector;
We also recalculated the
value of the financial instruments held that
is attributable to the group. This includes, amongst other
procedures, inspecting the contracts supporting the financial
instruments in issue by the underlying company and deducting any
attributable issued financial instrument value that has a higher
ranking than that of the group in the waterfall;
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
KKeyauditmatter
HHow our audit addressed the key audit matter
With regards to indirect investments where underlying net asset
valuations were used to value investments in funds, we
corroborated these by tracing them to supporting documentation
such as capital account statements, which we obtained as at quarter
3 2022.
Such source documentation was also used to confirm details
such as the group's committed capital, unfunded commitments,
percentage ownership and other specific details of the respective
fund investments.
In order to obtain sufficient evidence over the roll forward of net
asset value from quarter 3 to quarter 4, we then tested the control
procedures in place to process quarter 4 2022 investment call and
distribution notices before inspecting a sample of the notices
substantively;
We also evaluated the appropriateness of such source
documentation by independently confirming a sample thereof with
the administrators of the underlying funds.
In addition, we evaluated the reliability of this information by
comparing such source documentation used in the group's prior year
valuations against the audited financial statements issued by the
underlying funds in which the group was invested;
We verified the listed market prices used at year end by the
Investment Manager for any underlying positions held by the
indirect investments and assessed a sample of the Investment
Manager’s fair value adjustments made with regards to these
positions;
For our sample of investments
, we performed open source searches
to identify any relevant, publicly available information that the
Investment Manager had not considered in determining the value of
the investments, both during the year and subsequent to the year
end. We did not identif
y any material additional information that had
not been considered by the Investment Manager; and
We challenged the extent to which climate change considerations
had been reflected in the valuation of investments, as appropriate,
including the potential impact on the underlying assumptions and
estimates.
Based on our work performed, we did not identify any material differences or
matters for further consideration.
Calculation of incentive fee
Our audit approach was based upon the specifics of the incentive fee
arrangements as set out in the investment management agreement and the
See notes 5 and 15 of the consolidated financial statements for further
notes to the consolidated financial statements, and which are described in the
information on the incentive fees payable by the group. Incentive fees comprise
company's offering documents.
amounts accrued and payable to the Investment Manager to compensate them
We performed the following procedures over the incentive fees:
for services provided in a way which aligns their remuneration with the group's
investment performance. The incentive fee calculations, which are undertaken
We obtained a summary of incentive fees charged and examined the
in accordance with the investment management agreement between the group
offering documents and investment management agreement to ensure
and the Investment Manager are complex, which increases the risk of error.
that any incentive fees are being calculated and accrued only when the
contractual conditions existed for the incentive fee to be recognised;
Incentive fees are calculated based on the fair value and cash flows of each
direct and secondary investment. This calculation is performed separately for
We also ensured that all parameters of the incentive fee were included
each direct and secondary investment, and also includes adjustments for such
within the calculation, as set out in the offering documents and
items as underlying fee rebates. This means that some of the calculations can
investment management agreement;
be based on calculations with a number of data inputs, some of which are
unobservable, selected by management and therefore subjective and
We performed controls and substantive testing over the occurrence of
potentially open to bias.
the investment disposals, the value of such disposals and the gains
realised on such disposals. This included ensuring that the returns
We focused on the incentive fee calculation due to the complexity of the
achieved exceeded the conditions in place for the incentive fee to be
calculation and also due to the nature of the incentive fees in that there may be
triggered; and
an increased risk that these are overstated.
We recalculated the incentive fee attributable to the Investment
Manager using the applicable methodology.
Based on our work performed, we did not identify any material differences.
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
How we tailored the audit scope
We tailored the scope of our audit to ensure that we performed enough work to be able to give an opinion on the consolidated
financial statements as a whole, taking into account the structure of the group, the accounting processes and controls, the
industry in which the group operates, and we considered the risk of climate change and the potential impact thereof on our
audit approach.
Scoping was performed at the group level with reference to the overall group materiality and the risks of material misstatement
identified, irrespective of whether the underlying transactions took place within the company or within the subsidiaries. Indi-
vidual subsidiaries were however assessed against an allocated component materiality to address the risk of material misstatement
to the group at the component level.
The transactions relating to the company and the subsidiaries are all maintained and made available to us and our supporting
firm (a separate PwC network firm) by the Investment Manager and Partners Group (Guernsey) Limited (the "Administrator").
As well as being under our direction and supervision, the audit work performed by our supporting firm is subject to our review.
Materiality
The scope of our audit was influenced by our application of materiality. We set certain quantitative thresholds for materiality.
These, together with qualitative considerations, helped us to determine the scope of our audit and the nature, timing and extent
of our audit procedures on the individual financial statement line items and disclosures and in evaluating the effect of misstate-
ments, both individually and in aggregate on the consolidated financial statements as a whole.
Based on our professional judgement, we determined materiality for the consolidated financial statements as a whole as follows:
Overallgroupmateriality€22.7million(2021:€23.7million).
Howwedeterminedit2.25%ofnetassets
Rationale for benchmark applied
We believe that net assets is the most appropriate benchmark because
this is the key metric of interest to investors. It is also a generally
accepted measure used for companies in this industry.
For each component in the scope of our group audit, we allocated a materiality that is less than our overall group materiality.
The range of materiality allocated across components was €15.1 million - €22.7 million.
We use performance materiality to reduce to an appropriately low level the probability that the aggregate of uncorrected and
undetected misstatements exceeds overall materiality. Specifically, we use performance materiality in determining the scope
of our audit and the nature and extent of our testing of account balances, classes of transactions and disclosures, for example
in determining sample sizes. Our performance materiality was 75% (2021: 75%) of overall materiality, amounting to €17.0
million (2021: €17.8 million) for the group's consolidated financial statements.
In determining the performance materiality, we considered a number of factors - the history of misstatements, risk assessment
and aggregation risk and the effectiveness of controls - and concluded that an amount at the upper end of our normal range
was appropriate.
We agreed with the Audit & Risk Committee that we would report to them misstatements identified during our audit above
€1.1 million (2021: €1.2 million) as well as misstatements below that amount that, in our view, warranted reporting for qualit-
ative reasons.
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
Reporting on other information
The other information comprises all the information included in the Annual Report 2022 (the "Annual Report") but does not
include the consolidated financial statements and our auditor's report thereon. The directors are responsible for the other in-
formation.
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 based on these responsibilities.
Responsibilities for the consolidated financial statements and the audit
Responsibilities of the directors for the consolidated financial statements
As explained more fully in the Directors' duties and responsibilities statement the directors are responsible for the preparation
of the consolidated financial statements that give a true and fair view in accordance with International Financial Reporting
Standards, the requirements of Guernsey law and for such internal control as the directors determine 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 directors are 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 directors either intend to liquidate the group or to cease operations, or have no realistic alternative but to do so.
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 aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these
consolidated financial statements.
Our audit testing might include testing complete populations of certain transactions and balances, possibly using data auditing
techniques. However, it typically involves selecting a limited number of items for testing, rather than testing complete populations.
We will often seek to target particular items for testing based on their size or risk characteristics. In other cases, we will use
audit sampling to enable us to draw a conclusion about the population from which the sample is selected.
As part of an audit in accordance with ISAs, we exercise professional judgement 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 ap-
propriate 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, 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.
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related dis-
closures made by the directors.
• Conclude on the appropriateness of the 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 over a period of at least twelve months from the date of approval of
the consolidated financial statements. 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 fair presentation.
• 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.
Use of this report
This report, including the opinions, has been prepared for and only for the members as a body in accordance with Section 262
of The Companies (Guernsey) Law, 2008 and for no other purpose. We do not, in giving these opinions, accept or assume
responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come
save where expressly agreed by our prior consent in writing.
Report on other legal and regulatory requirements
Company Law exception reporting
Under The Companies (Guernsey) Law, 2008 we are required to report to you if, in our opinion:
• we have not received all the information and explanations we require for our audit;
• proper accounting records have not been kept; or
• the consolidated financial statements are not in agreement with the accounting records.
We have no exceptions to report arising from this responsibility.
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
Corporate governance statement
The Listing Rules require us to review the directors' statements in relation to going concern, longer-term viability and that part
of the corporate governance statement relating to the company's compliance with the provisions of the UK Corporate Gov-
ernance Code specified for our review. Our additional responsibilities with respect to the corporate governance statement as
other information are described in the Reporting on other information section of this report.
The company has reported compliance against the 2019 AIC Code of Corporate Governance (the "Code") which has been
endorsed by the UK Financial Reporting Council as being consistent with the UK Corporate Governance Code for the purposes
of meeting the company's obligations, as an investment company, under the Listing Rules of the FCA.
Based on the work undertaken as part of our audit, we have concluded that each of the following elements of the corporate
governance statement, included within the Corporate Governance section of the consolidated financial statements is materially
consistent with the consolidated financial statements and our knowledge obtained during the audit, and we have nothing
material to add or draw attention to in relation to:
• The directors' confirmation that they have carried out a robust assessment of the emerging and principal risks;
• The disclosures in the Annual Report that describe those principal risks, what procedures are in place to identify emerging
risks and an explanation of how these are being managed or mitigated;
• The directors' statement in the consolidated financial statements about whether they considered it appropriate to adopt
the going concern basis of accounting in preparing them, and their identification of any material uncertainties to the group's
ability to continue to do so over a period of at least twelve months from the date of approval of the consolidated financial
statements;
• The directors' explanation as to their assessment of the group's prospects, the period this assessment covers and why the
period is appropriate; and
• The directors statement as to whether they have a reasonable expectation that the company will be able to continue in
operation and meet its liabilities as they fall due over the period of its assessment, including any related disclosures drawing
attention to any necessary qualifications or assumptions.
Our review of the directors' statement regarding the longer-term viability of the group was substantially less in scope than an
audit and only consisted of making inquiries and considering the directors' process supporting their statements; checking that
the statements are in alignment with the relevant provisions of the Code; and considering whether the statement is consistent
with the consolidated financial statements and our knowledge and understanding of the group and its environment obtained
in the course of the audit.
In addition, based on the work undertaken as part of our audit, we have concluded that each of the following elements of the
corporate governance statement is materially consistent with the consolidated financial statements and our knowledge obtained
during the audit:
• The directors' statement that they consider the Annual Report, taken as a whole, is fair, balanced and understandable, and
provides the information necessary for the members to assess the group's position, performance, business model and
strategy;
• The section of the Annual Report that describes the review of effectiveness of risk management and internal control systems;
and
• The section of the Annual Report describing the work of the Audit & Risk Committee.
We have nothing to report in respect of our responsibility to report when the directors' statement relating to the company's
compliance with the Code does not properly disclose a departure from a relevant provision of the Code specified under the
Listing Rules for review by the auditor.
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
Other matter
In due course, as required by the Financial Conduct Authority Disclosure Guidance and Transparency Rule 4.1.14R, these
consolidated financial statements will form part of the ESEF-prepared annual financial report filed on the National Storage
Mechanism of the Financial Conduct Authority in accordance with the ESEF Regulatory Technical Standard ("ESEF RTS"). This
auditor's report provides no assurance over whether the annual financial report will be prepared using the single electronic
format specified in the ESEF RTS.
Roland Mills
For and on behalf of PricewaterhouseCoopers CI LLP
Chartered Accountants and Recognised Auditor
Guernsey, Channel Islands
20 March 2023
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11. Audited consolidated financial statements
Audited consolidated statement of comprehensive income
for the period from 1 January 2022 to 31 December 2022
Notes
01.01.2022
01.01.2021
In thousands of EUR
31.12.2022
31.12.2021
Netincomefromfinancialassetsatfairvaluethroughprofitorloss48,246 267,025
Privateequity46,447 262,729
Interest÷ndincome543 7,575
Revaluation925,693 233,001
Withholdingtaxondirectprivateequityinvestments9(428 )(1,631 )
Netforeignexchangegains/(losses)920,639 23,784
Privatedebt(2,093 )9,238
Interestincome(includingpayment-in-kind)(155 )1,085
Revaluation9(3,363 )5,789
Netforeignexchangegains/(losses)91,425 2,364
Privaterealestate(52 )(124 )
Revaluation9(52 )(124 )
Privateinfrastructure3,944 (4,818 )
Revaluation92,721 (6,813 )
Netforeignexchangegains/(losses)91,223 1,995
Netincomefromcash&cashequivalentsandotherincome754 635
Netforeignexchangegains/(losses)754 635
Totalnetincome49,000 267,660
Operatingexpenses(35,903 )(56,865 )
Managementfees20(13,874 )(15,285 )
Incentivefees15,20(18,829 )(39,842 )
Administrationfees20(471 )(456 )
Servicefees20(208 )(250 )
Otheroperatingexpenses(1,888 )(1,870 )
Othernetforeignexchangegains/(losses)(633 )838
Otherfinancialactivities(30,530 )(32,784 )
Interestexpense-creditfacilities14(1,548 )(219 )
Interestexpense-relatedpartyloans20,21-
(18 )
Otherfinancecost(617 )(600 )
Netgains/(losses)fromhedgingactivities11(28,378 )(31,953 )
Otherincome13 6
Surplus/(loss)forperiod(17,433 )178,011
Othercomprehensiveincomeforperiod;netoftax- -
Totalcomprehensiveincomeforperiod(17,433 )178,011
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
Notes
01.01.2022
01.01.2021
31.12.2022
31.12.2021
Weightedaveragenumberofsharesoutstanding69,151,168.00 69,151,168.00
Basicsurplus/(loss)pershareforperiod(inEUR)(0.25 )2.57
Dilutedsurplus/(loss)pershareforperiod(inEUR)(0.25 )2.57
The earnings per share is calculated by dividing the surplus / (loss) for period by the
weighted average number of shares outstanding.
The above audited consolidated statement of comprehensive income should be read in
conjunction with the accompanying notes.
<>
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
Audited consolidated statement of financial position
As at 31 December 2022
Notes31.12.202231.12.2021
In thousands of EUR
ASSETS
Financial assets at fair value through profit or loss
Privateequity9,19968,814 852,606
Privatedebt9,1922,136 162,771
Privaterealestate9,19105 753
Privateinfrastructure9,1939,016 35,111
Financial assets at amortized cost
Deferredreceivablesoninvestments16- 5,690
Otherlong-termreceivables1,433 2,827
Non-currentassets1,031,504 1,059,758
Othershort-termreceivables193,867 11,713
Derivativeassets11,1924,711 -
Cashandcashequivalents14,851 40,159
Currentassets43,429 51,872
TOTALASSETS1,074,933 1,111,630
EQUITY AND LIABILITIES
Sharecapital1269 69
Reserves1,011,235 1,054,945
Totalequity1,011,304 1,055,014
Short-termcreditfacility14- 25,000
Derivativeliabilities11,191,822 4,208
10
Accrualsandothershort-termpayables61,807 27,408
Liabilitiesfallingduewithinoneyear63,629 56,616
TOTALEQUITYANDLIABILITIES1,074,933 1,111,630
The above audited consolidated statement of financial
position should be read in conjunction with the
accompanying notes.
<>
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Audited consolidated statement of changes in equity
for the period from 1 January 2022 to 31 December 2022
SharecapitalReservesTotal
In thousands of EUR
Balanceatthebeginningofperiod69 1,054,945 1,055,014
Dividendsdeclared- (26,277 )(26,277 )
Surplus/(loss)forperiod- (17,433 )(17,433 )
Equityatendofperiod69 1,011,235 1,011,304
<>
for the period from 1 January 2021 to 31 December 2021
SharecapitalReservesTotal
In thousands of EUR
Balanceatthebeginningofperiod69 923,265 923,334
Dividendsdeclared- (46,331 )(46,331 )
Surplus/(loss)forperiod- 178,011 178,011
Equityatendofperiod69 1,054,945 1,055,014
The above audited consolidated statement of changes in equity should be read
in conjunction with the accompanying notes.
<>
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
Audited consolidated statement of cash flows
for the period from 1 January 2022 to 31 December 2022
Notes
01.01.2022
01.01.2021
In thousands of EUR
31.12.2022
31.12.2021
Operating activities
Surplus/(loss)forperiodbeforeinterestexpense(15,885 )178,248
Adjustments:
Netforeignexchange(gains)/losses(23,408 )(29,616 )
Investmentrevaluation(24,999 )(231,853 )
Withholdingtaxondirectinvestments428 1,631
Netresultfrominterestincome242 (1,233 )
Netresultfromdividendincome(630 )(7,427 )
Revaluationonforwardhedges1128,378 31,953
(Increase)/decreaseinreceivables(8,558 )(47,739 )
Increase/(decrease)inpayables57,293 38,158
Realizedgains/(losses)fromforwardhedges11(55,475 )(21,784 )
Purchaseofprivateequityinvestments9(154,905 )(160,276 )
Purchaseofprivatedebtinvestments9423 (134,583 )
Purchaseofprivaterealestateinvestments951 26
Purchaseofprivateinfrastructureinvestments9(454 )(11,234 )
Distributionsfromandproceedsfromsalesofprivateequityinvestments984,127 384,181
Distributionsfromandproceedsfromsalesofprivatedebtinvestments9137,720 29,478
Distributionsfromandproceedsfromsalesofprivaterealestateinvestments9545 426
Distributionsfromandproceedsfromsalesofprivateinfrastructureinvestments9493 579
Interest÷ndsreceived1,417 10,602
Netcashfrom/(usedin)operatingactivities26,803 29,537
Financing activities
14
Increaseincreditfacilities108,000 67,000
14
(Decrease)increditfacilities(133,000 )(42,000 )
21
Increaseinrelatedpartyloans- 7,250
21
(Decrease)inrelatedpartyloans- (7,250 )
14
Interestpaid-creditfacilities(1,588 )(179 )
21
Interestpaid-relatedpartyloans- (18 )
7
Dividendsdeclared(26,277 )(46,331 )
Netcashfrom/(usedin)financingactivities(52,865 )
(21,528 )
Netincrease/(decrease)incashandcashequivalents(26,062 )8,009
Cashandcashequivalentsatbeginningofperiod40,159 31,515
Effectsofforeigncurrencyexchangeratechangesoncashandcashequivalents754 635
Cashandcashequivalentsatendofperiod14,851 40,159
The above audited consolidated statement of cash flows should be read in conjunction
with the accompanying notes.
<>
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Registered Office
Administrator
Princess Private Equity Holding Limited
Partners Group (Guernsey) Limited
TudorHouseTudorHouse
Le Bordage Le Bordage
St. Peter Port St. Peter Port
Guernsey, GY1 6BD Guernsey, GY1 6BD
Channel Islands Channel Islands
Info: www.princess-privateequity.net
Registered number: 35241
Independent Auditor
Investor Relations
PricewaterhouseCoopers CI LLP
Partners Group AG
Royal Bank Place
Andreea Mateescu
1 Glategny Esplanade
Zugerstrasse 57
St Peter Port
6341 Baar-Zug
Guernsey, GY1 4ND
Switzerland
Channel Islands +41417846673
princess@partnersgroup.com
Investment Manager
Partners Group AG
Zugerstrasse 57
CH-6341 Baar-Zug
Switzerland
www.partnersgroup.com
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