Shareholder Information

Preference shares simplify the capital structure by reducing the exposure to secured debt financing

Preference Shares

On 8 November 2018, the Shareholders approved the issuance of £200m of Preference Shares. The Company issued the first tranche of £100m in November 2018, and the second tranche of £100m Preference Shares were issued in August 2019.


Value accretive features:

  • lower issue cost of 1.1% compared to other capital raising avenues
  • lower cash cost with a fixed preferred dividend of 4.75% and no redemption requirements
  • option to redeem at nominal value starting from 1 April 2030 for six years at sole discretion of the Company
  • non-redeemable / non voting shares(1) with holder’s conversion right starting from 1 April 2036 at nominal value (plus unpaid dividend if any) relative to NAV per Ordinary Share at the date of conversion (thus no refinancing risk)


Why Preference Shares:

  • The issuance of £200m preference shares is expected to increase dividend cover by 0.15x and returns by 1.09% for ordinary shareholders (2)
  • Preference shares simplify the capital structure by reducing the exposure to secured debt financing
  • Preference shares provide protection against diminishing power prices compared to traditional debt financing used by peers and have no refinancing risk
  • Issuance of £200m preference estimated to have increased cashflows by £6.0m during the year compared to a proforma debt financing



(1) Redemption rights in the event of delisting or change of control of the Company – Voting rights in the event of detrimental changes to the Investment Policy or Articles.

(2) Estimates only based on a typical UK solar portfolio and when compared to issuance of new ordinary shares.

Available Capital (30 June 2023)

Out of the total £205m immediate Revolving Credit Facilities available to the Company, c.£36.7m remains undrawn and available for deployment as at 30 June 2023.  The Company also has c.£4.1m immediate cash balance available at Fund level as at 30 June 2023 (this is separate from the cash currently held at Holdco/SPV level).  In addition, the Company actively assesses capital deployment options as part of ongoing optimisation of the composition of the portfolio.

Financial debt breakdown (31 March 2023) - available at Full Year & Interim Results

Financial Debt Gearing: 28%  

Total gearing (5): 45%


Table Footnote:

1) NESF has 326MW under long term debt financing, 326MW under short term debt financing and 214MW without debt financing (excludes NPIII look through debt).
2) Loan to Value defined as ‘Debt outstanding / GAV’.
3) Long term debt is fully amortised over the period secured assets receive subsidies (ROCs and others).
4) Applicable rate represents the swap rate.
5) Represents the “real” outstanding debt balance. The “nominal” outstanding debt balances are included in the debt balances provided in Note 22b to the financial statements.
6) The total combined short and long term debt in relation to NESF’s commitment into NPIII (on a look through equivalent basis).