Aim26

This page brings together information required by AIM Rule 26 (Company information disclosure).

Business description

Founded in 2013, Forward Partners is an established and respected London-based venture capital firm, specialising in supporting high growth, early-stage technology businesses in the UK.

The Group brings together venture capital provider Forward Ventures and highly specialised growth support from Forward Studio. This model supports founders to build stronger businesses faster to provide better outcomes for companies and investors alike.

The Group makes equity investments in early-stage, high-growth UK companies, and from inception to its admission to London's AIM market in July 2021 had made over 60 unique investments and built a portfolio with Portfolio NAV of £94.8m at 30 June 2022. It holds a nine-year track record of making venture capital investments, and targets underlying NAV growth of 20% per annum over the cycle.

Learn more about our investment strategy, our beliefs, and our Studio.

Country of incorporation and operations

Country of incorporation : United Kingdom (England and Wales company registration number : 13244370)
Main country of operation : United Kingdom

Company Documents

Articles of Association
Admission Document

Details of restrictions on the transfer of securities

There are no restrictions on the transfer of ordinary shares.

Details of any other exchanges

The securities of the Company are traded on the AIM market operated by the London Stock Exchange plc. Its shares have not been admitted, nor have any applications been made, for any of its shares to be admitted or traded on any other exchanges or trading platform.

UK takeover code applicability

The UK City Code on Takeovers and Mergers applies to the Company.

Securities information

AIM securities in issue : 134,613,117*
The percentage of AIM securities not in public hands at admission was 82.9%

*last updated 28.03.22

Major shareholders

BlackRock - 70.4%*
Neil Hutchinson
- 6.9%*
Forward Internet Group - 4.9%*
Canaccord Genuity Wealth Management - 4.0%

*last updated 28.03.22

Compliance and governance

Composition of the Board

The Board comprised five directors in 2022: three Non-Executive Directors – Jonathan McKay (Chair), Christopher Smith and Susanne Given – and two Executive Directors — Nic Brisbourne (Chief Executive Officer) and Lloyd Smith (Chief Financial Officer). On 17 January 2022, Forward announced the departure of Matthew Bradley (Chief Financial Officer and Chief Investment Officer) and the appointment of Lloyd Smith as Chief Financial Officer, effective from 21 March 2022. The background and experience of the Board are outlined at the beginning of this section in their biographies. Collectively, the Non-Executive Directors bring strong functional and sectoral experience and skills appropriate to providing constructive support and challenge to the Executive Directors.

The QCA Code

As a publicly traded entity listed on the AIM market of the London Stock Exchange, we apply the principles of the Corporate Governance Code for small and mid-size quoted companies published by the Quoted Companies Alliance (known as the QCA Code). The requirements of the QCA Code mean that we are subject to rigorous risk management and governance arrangements which we seek to continuously monitor and, where appropriate, enhance.

Overview of the corporate governance framework

Our governance structure has been constructed to support our compliance with the QCA Code, the AIM Rules, and other legal, regulatory and compliance requirements that apply to us. They allow Forward’s Executive and Management Team to focus on delivering the investment strategy and driving portfolio growth for the Group within a framework of clearly articulated roles. Full details can be found in the governance section on our 2022 Annual Report.

The team

Our Board of Directors

Non-executive Chairman: Jonathan McKay

Jonathan has over 30 years of experience in managing and mentoring fast-growth tech companies. He has a background in telecom infrastructure and has experience of scaling businesses in the UK and internationally. Earlier in his career, Jonathan was the Vice President and General Manager of Sun Microsystems’ software Tools and Integration business unit in San Francisco. He joined Sun Microsystems following their acquisition of Forte, where he held COO and CMO roles.

As an executive and non-executive Chairperson, Jonathan has worked on several large M&A deals, including ISG’s sale to Allvotec and Just Giving’s sale to Blackbaud. Jonathan is currently the Chairperson of La Fosse Associates - a technology recruitment company Driftrock -a lead generation platform for consumer-facing corporates and Poq - a leading UK SaaS-based App platform.

Independent Non-executive Director: Susanne Given

Susanne is an experienced executive with a track record of delivering sustained performance improvements in medium and large-scale businesses, both in the private and listed company spheres. She has a background in the consumer sector, having held executive roles at TJX Inc, John Lewis Partnership and Superdry Plc. Susanne is currently the Chairperson of women’s clothing retailer Hush Homewear Ltd.

Internationally, Susanne is a non-executive director of Trent Limited, the retail arm of Tata Group, which is listed on the National Stock Exchange of India, and she was previously chair of the remuneration committee at Al Tayer Insignia, part of the Al Tayer Group in the Middle East. Furthermore, Susanne’s previous non-executive directorships include Deloitte NSE, Eurostar, Morrisons Plc and Tritax Big Box REIT PLC. 

Susanne is also a trustee on the board of the Guy’s and St Thomas’ Foundation.

Independent Non-executive Director: Christopher Smith

Christopher has extensive corporate finance and public markets experience in a career covering 35 years in equities and investment banking, most recently as a Vice Chairman at UBS Limited, which he joined in 1992 as SG Warburg. He began his banking career in 1985 in equity sales, moving over to corporate finance in 1999. From 2006 he ran the UK, Ireland and South African Equity Capital Markets business at UBS and has advised many company boards and the UK Government on a variety of major transactions. His wide-ranging experience includes capital-raising, stake sales, flotations, the market and shareholder element of public M&A transactions and giving strategic and general corporate finance advice.

Executive Director: Nic Brisbourne

Nic has worked in venture capital for over 20 years. Prior to founding Forward Partners in June 2013, he was a founding partner at venture capital firm Molten Ventures, which went on to admit to AIM in 2016. He has worked in London and Silicon Valley, and has led over 100 investments. 

Executive Director: Lloyd Smith

On 17 January 2022, Forward announced the appointment of Lloyd Smith as Chief Financial Officer, with effect from 21 March 2022. 

Lloyd joins from ATI Global, incorporating InfoTrack and Practice Evolve, who provide legal technology, software and information services. Lloyd held the position of Chief Financial Officer for the UK and Ireland businesses where his financial stewardship facilitated rapid organic and M&A growth from £1m to £100m revenue and substantial market share gains for InfoTrack. Prior to joining ATI, he spent five years in audit at EY and four years in PwC’s Deals Team working with a mix of private equity firms, AIM-listed businesses, banks and other privately held companies.

Learn more about the Forward Partners team.

Investment Approach

Investment objective

The investment objective of the Group is to generate net asset growth for shareholders through investing in, providing financing to and cultivating development of early-stage high-growth potential digital businesses.

Investing policy

The Group will seek to achieve its investment objective through investing in UK-based pre-seed and seed stage businesses which show strong growth potential and offer attractive risk weighted returns. Forward Ventures will typically seek to secure a significant minority stake in its invested businesses, while also maintaining an appropriate level of diversification within the portfolio with the majority of investments typically comprising under 10 per cent of NAV.

Forward Partners will seek investments in digital businesses utilising Web3, marketplace and applied AI operating models, but will also consider investment opportunities outside its core focus which offer significant return potential and in which the Directors have the necessary expertise and experience to be able to identify and manage the opportunity.

Form of investment

Investments in early-stage businesses are expected to be in the form of equity, however, investments may also be by way of debt, convertible securities or investments in specific projects. The Directors intend to take positions in unquoted companies, with suitable minority protection rights where appropriate and pre-emption rights in respect of follow-on funding. The Group frequently takes board positions at portfolio companies, depending on the profile and needs of the individual portfolio company with a view to maximising chances of success and to maintain operational efficiency for the Group.

It is envisaged that the Group will make initial investments of between £200,000 and £2 million. The same amount or more will then be made in follow-on investments into the portfolio companies that the Directors believe are the most promising.

In order to maximise the value of an investment, the Directors expect that investments will be held for at least five years, however, the Company may dispose of investments outside this timeframe if an appropriate opportunity arises. In the event that there are suitable investment opportunities available at the relevant time, the Directors intend to re-invest the proceeds of disposals in accordance with the Group’s Investing Policy. In the event that the Directors believe that there are no suitable investment opportunities available, the Directors will consider returning the proceeds to shareholders in a tax efficient manner.

Borrowing

The Group does not currently utilise borrowings.

Treasury

Cash held by the Group pending investment in accordance with the Investing Policy will be managed by the Group in accordance with the Group’s treasury policy and placed in bank deposits with major global financial institutions, in order to protect the capital value of the Group’s cash assets. The Directors currently intend to maintain the Fund I and Fund II structure for the purposes of holding investments following Admission.

Advisors

Company Secretary
Lloyd Smith

Nominated Adviser and Sole Broker
Liberum Capital Limited, 25 Ropemaker St, London EC2Y 9LY

Legal Advisers to the Company
Gowling WLG (UK) LLP 4 More London Riverside London, SE1 2AU

Reporting Accountants and Auditors
Grant Thornton UK LLP, 30 Finsbury Square, London, EC2A 1AG

Registrar
Equiniti Limited, Aspect House, Spencer Road, Lancing, West Sussex, BN99 6DA.

Financial Public Relations
Alma PR, 71-73 Carter Lane, London EC4V 5EQ

Committees

The Board has established an Audit and Valuation Committee and a Remuneration and Nominations Committee, with formally delegated duties and responsibilities as described below.

Audit and Valuation Committee

The Audit and Valuation Committee will have the primary responsibility of monitoring the quality of internal controls to ensure that the financial performance of the Company is properly measured and reported on. It will receive and review reports from the Company’s external auditors relating to the interim and annual accounts and the accounting and internal control systems in use within the Company. The Audit and Valuation Committee will meet not less than three times in each financial year, and will have unrestricted access to the Company’s external auditors. The terms of reference of the Audit and Valuation Committee require that the members of the Audit and Valuation Committee shall include only independent non-executive Directors and one member, preferably the chair of the Audit and Valuation Committee, shall have recent and relevant financial experience with competence in accounting and auditing.

The Audit and Valuation Committee comprise Susanne Given, Jonathan McKay and Christopher Smith, with Susanne Given acting as chair. 

Remuneration and Nominations Committee

The Remuneration and Nominations Committee will review the performance of the Directors and make recommendations to the Board on matters relating to their remuneration and terms of service. The Remuneration and Nominations Committee will make recommendations to the Board on proposals for the granting of share options and other equity incentives pursuant to any employee share option scheme or equity incentive plans in operation from time to time. The Remuneration and Nominations will review the composition and efficacy of the Board and where appropriate recommend nominees as new directors to the Board.

The members of the Remuneration and Nominations Committee shall include only independent non-executive Directors. The Remuneration and Nominations Committee comprise Susanne Given and Christopher Smith, with Christopher Smith acting as Chair. Jonathan McKay is an observer. 

Corporate governance structures

Forward Partners Group plc (the "Company") is committed to maintaining the highest standards of corporate governance throughout its operations and to ensuring that all of its practices are conducted transparently, ethically and efficiently. The Company believes that scrutinising all aspects of its business and reflecting, analysing and improving its procedures will result in the continued success of the Company and improve shareholder value. Therefore, [and in compliance with the updated AIM Rules for Companies,] the Company has chosen to formalise its governance policies by complying with the UK's Quoted Companies Alliance Corporate Governance Guidelines for Small and Mid-Size Quoted Companies (the "QCA Code").

This page was last updated on 22.05.2023.

Business description

Founded in 2013, Forward Partners is an established and respected London-based venture capital firm, specialising in supporting high growth, early-stage technology businesses in the UK.

The Group brings together venture capital provider Forward Ventures and highly specialised growth support from Forward Studio. This model supports founders to build stronger businesses faster to provide better outcomes for companies and investors alike.

The Group makes equity investments in early-stage, high-growth UK companies, and from inception to its admission to London's AIM market in July 2021 had made over 60 unique investments and built a portfolio with Portfolio NAV of £94.8m at 30 June 2022. It holds a nine-year track record of making venture capital investments, and targets underlying NAV growth of 20% per annum over the cycle.

Learn more about our investment strategy, our beliefs, and our Studio.

Country of incorporation and operations

Country of incorporation : United Kingdom (England and Wales company registration number : 13244370)
Main country of operation : United Kingdom

Company Documents

Articles of Association
Admission Document

Details of restrictions on the transfer of securities

There are no restrictions on the transfer of ordinary shares.

Details of any other exchanges

The securities of the Company are traded on the AIM market operated by the London Stock Exchange plc. Its shares have not been admitted, nor have any applications been made, for any of its shares to be admitted or traded on any other exchanges or trading platform.

UK takeover code applicability

The UK City Code on Takeovers and Mergers applies to the Company.

Securities information

AIM securities in issue : 134,613,117*
The percentage of AIM securities not in public hands at admission was 82.9%

*last updated 28.03.22

Major shareholders

BlackRock - 70.4%*
Neil Hutchinson
- 6.9%*
Forward Internet Group - 4.9%*
Canaccord Genuity Wealth Management - 4.0%

*last updated 28.03.22

The team

Our Board of Directors

Non-executive Chairman: Jonathan McKay

Jonathan has over 30 years of experience in managing and mentoring fast-growth tech companies. He has a background in telecom infrastructure and has experience of scaling businesses in the UK and internationally. Earlier in his career, Jonathan was the Vice President and General Manager of Sun Microsystems’ software Tools and Integration business unit in San Francisco. He joined Sun Microsystems following their acquisition of Forte, where he held COO and CMO roles.

As an executive and non-executive Chairperson, Jonathan has worked on several large M&A deals, including ISG’s sale to Allvotec and Just Giving’s sale to Blackbaud. Jonathan is currently the Chairperson of La Fosse Associates - a technology recruitment company Driftrock -a lead generation platform for consumer-facing corporates and Poq - a leading UK SaaS-based App platform.

Independent Non-executive Director: Susanne Given

Susanne is an experienced executive with a track record of delivering sustained performance improvements in medium and large-scale businesses, both in the private and listed company spheres. She has a background in the consumer sector, having held executive roles at TJX Inc, John Lewis Partnership and Superdry Plc. Susanne is currently the Chairperson of women’s clothing retailer Hush Homewear Ltd.

Internationally, Susanne is a non-executive director of Trent Limited, the retail arm of Tata Group, which is listed on the National Stock Exchange of India, and she was previously chair of the remuneration committee at Al Tayer Insignia, part of the Al Tayer Group in the Middle East. Furthermore, Susanne’s previous non-executive directorships include Deloitte NSE, Eurostar, Morrisons Plc and Tritax Big Box REIT PLC. 

Susanne is also a trustee on the board of the Guy’s and St Thomas’ Foundation.

Independent Non-executive Director: Christopher Smith

Christopher has extensive corporate finance and public markets experience in a career covering 35 years in equities and investment banking, most recently as a Vice Chairman at UBS Limited, which he joined in 1992 as SG Warburg. He began his banking career in 1985 in equity sales, moving over to corporate finance in 1999. From 2006 he ran the UK, Ireland and South African Equity Capital Markets business at UBS and has advised many company boards and the UK Government on a variety of major transactions. His wide-ranging experience includes capital-raising, stake sales, flotations, the market and shareholder element of public M&A transactions and giving strategic and general corporate finance advice.

Executive Director: Nic Brisbourne

Nic has worked in venture capital for over 20 years. Prior to founding Forward Partners in June 2013, he was a founding partner at venture capital firm Molten Ventures, which went on to admit to AIM in 2016. He has worked in London and Silicon Valley, and has led over 100 investments. 

Executive Director: Lloyd Smith

On 17 January 2022, Forward announced the appointment of Lloyd Smith as Chief Financial Officer, with effect from 21 March 2022. 

Lloyd joins from ATI Global, incorporating InfoTrack and Practice Evolve, who provide legal technology, software and information services. Lloyd held the position of Chief Financial Officer for the UK and Ireland businesses where his financial stewardship facilitated rapid organic and M&A growth from £1m to £100m revenue and substantial market share gains for InfoTrack. Prior to joining ATI, he spent five years in audit at EY and four years in PwC’s Deals Team working with a mix of private equity firms, AIM-listed businesses, banks and other privately held companies.

Learn more about the Forward Partners team.

Investment Approach

Investment objective

The investment objective of the Group is to generate net asset growth for shareholders through investing in, providing financing to and cultivating development of early-stage high-growth potential digital businesses.

Investing policy

The Group will seek to achieve its investment objective through investing in UK-based pre-seed and seed stage businesses which show strong growth potential and offer attractive risk weighted returns. Forward Ventures will typically seek to secure a significant minority stake in its invested businesses, while also maintaining an appropriate level of diversification within the portfolio with the majority of investments typically comprising under 10 per cent of NAV.

Forward Partners will seek investments in digital businesses utilising Web3, marketplace and applied AI operating models, but will also consider investment opportunities outside its core focus which offer significant return potential and in which the Directors have the necessary expertise and experience to be able to identify and manage the opportunity.

Form of investment

Investments in early-stage businesses are expected to be in the form of equity, however, investments may also be by way of debt, convertible securities or investments in specific projects. The Directors intend to take positions in unquoted companies, with suitable minority protection rights where appropriate and pre-emption rights in respect of follow-on funding. The Group frequently takes board positions at portfolio companies, depending on the profile and needs of the individual portfolio company with a view to maximising chances of success and to maintain operational efficiency for the Group.

It is envisaged that the Group will make initial investments of between £200,000 and £2 million. The same amount or more will then be made in follow-on investments into the portfolio companies that the Directors believe are the most promising.

In order to maximise the value of an investment, the Directors expect that investments will be held for at least five years, however, the Company may dispose of investments outside this timeframe if an appropriate opportunity arises. In the event that there are suitable investment opportunities available at the relevant time, the Directors intend to re-invest the proceeds of disposals in accordance with the Group’s Investing Policy. In the event that the Directors believe that there are no suitable investment opportunities available, the Directors will consider returning the proceeds to shareholders in a tax efficient manner.

Borrowing

The Group does not currently utilise borrowings.

Treasury

Cash held by the Group pending investment in accordance with the Investing Policy will be managed by the Group in accordance with the Group’s treasury policy and placed in bank deposits with major global financial institutions, in order to protect the capital value of the Group’s cash assets. The Directors currently intend to maintain the Fund I and Fund II structure for the purposes of holding investments following Admission.

Advisors

Company Secretary
Lloyd Smith

Nominated Adviser and Sole Broker
Liberum Capital Limited, 25 Ropemaker St, London EC2Y 9LY

Legal Advisers to the Company
Gowling WLG (UK) LLP 4 More London Riverside London, SE1 2AU

Reporting Accountants and Auditors
Grant Thornton UK LLP, 30 Finsbury Square, London, EC2A 1AG

Registrar
Equiniti Limited, Aspect House, Spencer Road, Lancing, West Sussex, BN99 6DA.

Financial Public Relations
Alma PR, 71-73 Carter Lane, London EC4V 5EQ

Committees

The Board has established an Audit and Valuation Committee and a Remuneration and Nominations Committee, with formally delegated duties and responsibilities as described below.

Audit and Valuation Committee

The Audit and Valuation Committee will have the primary responsibility of monitoring the quality of internal controls to ensure that the financial performance of the Company is properly measured and reported on. It will receive and review reports from the Company’s external auditors relating to the interim and annual accounts and the accounting and internal control systems in use within the Company. The Audit and Valuation Committee will meet not less than three times in each financial year, and will have unrestricted access to the Company’s external auditors. The terms of reference of the Audit and Valuation Committee require that the members of the Audit and Valuation Committee shall include only independent non-executive Directors and one member, preferably the chair of the Audit and Valuation Committee, shall have recent and relevant financial experience with competence in accounting and auditing.

The Audit and Valuation Committee comprise Susanne Given, Jonathan McKay and Christopher Smith, with Susanne Given acting as chair. 

Remuneration and Nominations Committee

The Remuneration and Nominations Committee will review the performance of the Directors and make recommendations to the Board on matters relating to their remuneration and terms of service. The Remuneration and Nominations Committee will make recommendations to the Board on proposals for the granting of share options and other equity incentives pursuant to any employee share option scheme or equity incentive plans in operation from time to time. The Remuneration and Nominations will review the composition and efficacy of the Board and where appropriate recommend nominees as new directors to the Board.

The members of the Remuneration and Nominations Committee shall include only independent non-executive Directors. The Remuneration and Nominations Committee comprise Susanne Given and Christopher Smith, with Christopher Smith acting as Chair. Jonathan McKay is an observer. 

Corporate governance structures

Forward Partners Group plc (the "Company") is committed to maintaining the highest standards of corporate governance throughout its operations and to ensuring that all of its practices are conducted transparently, ethically and efficiently. The Company believes that scrutinising all aspects of its business and reflecting, analysing and improving its procedures will result in the continued success of the Company and improve shareholder value. Therefore, [and in compliance with the updated AIM Rules for Companies,] the Company has chosen to formalise its governance policies by complying with the UK's Quoted Companies Alliance Corporate Governance Guidelines for Small and Mid-Size Quoted Companies (the "QCA Code").

This page was last updated on the 28.03.2023.

Business description

Founded in 2013, Forward Partners is an established and respected London-based venture capital firm, specialising in supporting high growth, early-stage technology businesses in the UK.

The Group brings together venture capital provider Forward Ventures and highly specialised growth support from Forward Studio. This model supports founders to build stronger businesses faster to provide better outcomes for companies and investors alike.

The Group makes equity investments in early-stage, high-growth UK companies, and from inception to its admission to London's AIM market in July 2021 had made over 60 unique investments and built a portfolio with Portfolio NAV of £94.8m at 30 June 2022. It holds a nine-year track record of making venture capital investments, and targets underlying NAV growth of 20% per annum over the cycle.

Learn more about our investment strategy, our beliefs, and our Studio.

Country of incorporation and operations

Country of incorporation : United Kingdom (England and Wales company registration number : 13244370)
Main country of operation : United Kingdom

Company Documents

Articles of Association
Admission Document

Details of restrictions on the transfer of securities

There are no restrictions on the transfer of ordinary shares.

Details of any other exchanges

The securities of the Company are traded on the AIM market operated by the London Stock Exchange plc. Its shares have not been admitted, nor have any applications been made, for any of its shares to be admitted or traded on any other exchanges or trading platform.

UK takeover code applicability

The UK City Code on Takeovers and Mergers applies to the Company.

Securities information

AIM securities in issue : 134,613,117*
The percentage of AIM securities not in public hands at admission was 82.9%

*last updated 28.03.22

Major shareholders

BlackRock - 70.4%*
Neil Hutchinson
- 6.9%*
Forward Internet Group - 4.9%*
Canaccord Genuity Wealth Management - 4.0%

*last updated 28.03.22

The team

Our Board of Directors

Non-executive Chairman: Jonathan McKay

Jonathan has over 30 years of experience in managing and mentoring fast-growth tech companies. He has a background in telecom infrastructure and has experience of scaling businesses in the UK and internationally. Earlier in his career, Jonathan was the Vice President and General Manager of Sun Microsystems’ software Tools and Integration business unit in San Francisco. He joined Sun Microsystems following their acquisition of Forte, where he held COO and CMO roles.

As an executive and non-executive Chairperson, Jonathan has worked on several large M&A deals, including ISG’s sale to Allvotec and Just Giving’s sale to Blackbaud. Jonathan is currently the Chairperson of La Fosse Associates - a technology recruitment company Driftrock -a lead generation platform for consumer-facing corporates and Poq - a leading UK SaaS-based App platform.

Independent Non-executive Director: Susanne Given

Susanne is an experienced executive with a track record of delivering sustained performance improvements in medium and large-scale businesses, both in the private and listed company spheres. She has a background in the consumer sector, having held executive roles at TJX Inc, John Lewis Partnership and Superdry Plc. Susanne is currently the Chairperson of women’s clothing retailer Hush Homewear Ltd.

Internationally, Susanne is a non-executive director of Trent Limited, the retail arm of Tata Group, which is listed on the National Stock Exchange of India, and she was previously chair of the remuneration committee at Al Tayer Insignia, part of the Al Tayer Group in the Middle East. Furthermore, Susanne’s previous non-executive directorships include Deloitte NSE, Eurostar, Morrisons Plc and Tritax Big Box REIT PLC. 

Susanne is also a trustee on the board of the Guy’s and St Thomas’ Foundation.

Independent Non-executive Director: Christopher Smith

Christopher has extensive corporate finance and public markets experience in a career covering 35 years in equities and investment banking, most recently as a Vice Chairman at UBS Limited, which he joined in 1992 as SG Warburg. He began his banking career in 1985 in equity sales, moving over to corporate finance in 1999. From 2006 he ran the UK, Ireland and South African Equity Capital Markets business at UBS and has advised many company boards and the UK Government on a variety of major transactions. His wide-ranging experience includes capital-raising, stake sales, flotations, the market and shareholder element of public M&A transactions and giving strategic and general corporate finance advice.

Executive Director: Nic Brisbourne

Nic has worked in venture capital for over 20 years. Prior to founding Forward Partners in June 2013, he was a founding partner at venture capital firm Molten Ventures, which went on to admit to AIM in 2016. He has worked in London and Silicon Valley, and has led over 100 investments. 

Executive Director: Lloyd Smith

On 17 January 2022, Forward announced the appointment of Lloyd Smith as Chief Financial Officer, with effect from 21 March 2022. 

Lloyd joins from ATI Global, incorporating InfoTrack and Practice Evolve, who provide legal technology, software and information services. Lloyd held the position of Chief Financial Officer for the UK and Ireland businesses where his financial stewardship facilitated rapid organic and M&A growth from £1m to £100m revenue and substantial market share gains for InfoTrack. Prior to joining ATI, he spent five years in audit at EY and four years in PwC’s Deals Team working with a mix of private equity firms, AIM-listed businesses, banks and other privately held companies.

Learn more about the Forward Partners team.

Investment Approach

Investment objective

The investment objective of the Group is to generate net asset growth for shareholders through investing in, providing financing to and cultivating development of early-stage high-growth potential digital businesses.

Investing policy

The Group will seek to achieve its investment objective through investing in UK-based pre-seed and seed stage businesses which show strong growth potential and offer attractive risk weighted returns. Forward Ventures will typically seek to secure a significant minority stake in its invested businesses, while also maintaining an appropriate level of diversification within the portfolio with the majority of investments typically comprising under 10 per cent of NAV.

Forward Partners will seek investments in digital businesses utilising Web3, marketplace and applied AI operating models, but will also consider investment opportunities outside its core focus which offer significant return potential and in which the Directors have the necessary expertise and experience to be able to identify and manage the opportunity.

Form of investment

Investments in early-stage businesses are expected to be in the form of equity, however, investments may also be by way of debt, convertible securities or investments in specific projects. The Directors intend to take positions in unquoted companies, with suitable minority protection rights where appropriate and pre-emption rights in respect of follow-on funding. The Group frequently takes board positions at portfolio companies, depending on the profile and needs of the individual portfolio company with a view to maximising chances of success and to maintain operational efficiency for the Group.

It is envisaged that the Group will make initial investments of between £200,000 and £2 million. The same amount or more will then be made in follow-on investments into the portfolio companies that the Directors believe are the most promising.

In order to maximise the value of an investment, the Directors expect that investments will be held for at least five years, however, the Company may dispose of investments outside this timeframe if an appropriate opportunity arises. In the event that there are suitable investment opportunities available at the relevant time, the Directors intend to re-invest the proceeds of disposals in accordance with the Group’s Investing Policy. In the event that the Directors believe that there are no suitable investment opportunities available, the Directors will consider returning the proceeds to shareholders in a tax efficient manner.

Borrowing

The Group does not currently utilise borrowings.

Treasury

Cash held by the Group pending investment in accordance with the Investing Policy will be managed by the Group in accordance with the Group’s treasury policy and placed in bank deposits with major global financial institutions, in order to protect the capital value of the Group’s cash assets. The Directors currently intend to maintain the Fund I and Fund II structure for the purposes of holding investments following Admission.

Advisors

Company Secretary
Lloyd Smith

Nominated Adviser and Sole Broker
Liberum Capital Limited, 25 Ropemaker St, London EC2Y 9LY

Legal Advisers to the Company
Gowling WLG (UK) LLP 4 More London Riverside London, SE1 2AU

Reporting Accountants and Auditors
Grant Thornton UK LLP, 30 Finsbury Square, London, EC2A 1AG

Registrar
Equiniti Limited, Aspect House, Spencer Road, Lancing, West Sussex, BN99 6DA.

Financial Public Relations
Alma PR, 71-73 Carter Lane, London EC4V 5EQ

Committees

The Board has established an Audit and Valuation Committee and a Remuneration and Nominations Committee, with formally delegated duties and responsibilities as described below.

Audit and Valuation Committee

The Audit and Valuation Committee will have the primary responsibility of monitoring the quality of internal controls to ensure that the financial performance of the Company is properly measured and reported on. It will receive and review reports from the Company’s external auditors relating to the interim and annual accounts and the accounting and internal control systems in use within the Company. The Audit and Valuation Committee will meet not less than three times in each financial year, and will have unrestricted access to the Company’s external auditors. The terms of reference of the Audit and Valuation Committee require that the members of the Audit and Valuation Committee shall include only independent non-executive Directors and one member, preferably the chair of the Audit and Valuation Committee, shall have recent and relevant financial experience with competence in accounting and auditing.

The Audit and Valuation Committee comprise Susanne Given, Jonathan McKay and Christopher Smith, with Susanne Given acting as chair. 

Remuneration and Nominations Committee

The Remuneration and Nominations Committee will review the performance of the Directors and make recommendations to the Board on matters relating to their remuneration and terms of service. The Remuneration and Nominations Committee will make recommendations to the Board on proposals for the granting of share options and other equity incentives pursuant to any employee share option scheme or equity incentive plans in operation from time to time. The Remuneration and Nominations will review the composition and efficacy of the Board and where appropriate recommend nominees as new directors to the Board.

The members of the Remuneration and Nominations Committee shall include only independent non-executive Directors. The Remuneration and Nominations Committee comprise Susanne Given and Christopher Smith, with Christopher Smith acting as Chair. Jonathan McKay is an observer. 

Corporate governance structures

Forward Partners Group plc (the "Company") is committed to maintaining the highest standards of corporate governance throughout its operations and to ensuring that all of its practices are conducted transparently, ethically and efficiently. The Company believes that scrutinising all aspects of its business and reflecting, analysing and improving its procedures will result in the continued success of the Company and improve shareholder value. Therefore, [and in compliance with the updated AIM Rules for Companies,] the Company has chosen to formalise its governance policies by complying with the UK's Quoted Companies Alliance Corporate Governance Guidelines for Small and Mid-Size Quoted Companies (the "QCA Code").

This page was last updated on the 28.03.2023.

Business description

Founded in 2013, Forward Partners is an established and respected London-based venture capital firm, specialising in supporting high growth, early-stage technology businesses in the UK.

The Group brings together venture capital provider Forward Ventures and highly specialised growth support from Forward Studio. This model supports founders to build stronger businesses faster to provide better outcomes for companies and investors alike.

The Group makes equity investments in early-stage, high-growth UK companies, and from inception to its admission to London's AIM market in July 2021 had made over 60 unique investments and built a portfolio with Portfolio NAV of £94.8m at 30 June 2022. It holds a nine-year track record of making venture capital investments, and targets underlying NAV growth of 20% per annum over the cycle.

Learn more about our investment strategy, our beliefs, and our Studio.

Country of incorporation and operations

Country of incorporation : United Kingdom (England and Wales company registration number : 13244370)
Main country of operation : United Kingdom

Company Documents

Articles of Association
Admission Document

Details of restrictions on the transfer of securities

There are no restrictions on the transfer of ordinary shares.

Details of any other exchanges

The securities of the Company are traded on the AIM market operated by the London Stock Exchange plc. Its shares have not been admitted, nor have any applications been made, for any of its shares to be admitted or traded on any other exchanges or trading platform.

UK takeover code applicability

The UK City Code on Takeovers and Mergers applies to the Company.

Securities information

AIM securities in issue : 134,613,117*
The percentage of AIM securities not in public hands at admission was 82.9%

*last updated 28.03.22

Major shareholders

BlackRock - 70.4%*
Neil Hutchinson
- 6.9%*
Forward Internet Group - 4.9%*
Canaccord Genuity Wealth Management - 4.0%

*last updated 28.03.22

The team

Our Board of Directors

Non-executive Chairman: Jonathan McKay

Jonathan has over 30 years of experience in managing and mentoring fast-growth tech companies. He has a background in telecom infrastructure and has experience of scaling businesses in the UK and internationally. Earlier in his career, Jonathan was the Vice President and General Manager of Sun Microsystems’ software Tools and Integration business unit in San Francisco. He joined Sun Microsystems following their acquisition of Forte, where he held COO and CMO roles.

As an executive and non-executive Chairperson, Jonathan has worked on several large M&A deals, including ISG’s sale to Allvotec and Just Giving’s sale to Blackbaud. Jonathan is currently the Chairperson of La Fosse Associates - a technology recruitment company Driftrock -a lead generation platform for consumer-facing corporates and Poq - a leading UK SaaS-based App platform.

Independent Non-executive Director: Susanne Given

Susanne is an experienced executive with a track record of delivering sustained performance improvements in medium and large-scale businesses, both in the private and listed company spheres. She has a background in the consumer sector, having held executive roles at TJX Inc, John Lewis Partnership and Superdry Plc. Susanne is currently the Chairperson of women’s clothing retailer Hush Homewear Ltd.

Internationally, Susanne is a non-executive director of Trent Limited, the retail arm of Tata Group, which is listed on the National Stock Exchange of India, and she was previously chair of the remuneration committee at Al Tayer Insignia, part of the Al Tayer Group in the Middle East. Furthermore, Susanne’s previous non-executive directorships include Deloitte NSE, Eurostar, Morrisons Plc and Tritax Big Box REIT PLC. 

Susanne is also a trustee on the board of the Guy’s and St Thomas’ Foundation.

Independent Non-executive Director: Christopher Smith

Christopher has extensive corporate finance and public markets experience in a career covering 35 years in equities and investment banking, most recently as a Vice Chairman at UBS Limited, which he joined in 1992 as SG Warburg. He began his banking career in 1985 in equity sales, moving over to corporate finance in 1999. From 2006 he ran the UK, Ireland and South African Equity Capital Markets business at UBS and has advised many company boards and the UK Government on a variety of major transactions. His wide-ranging experience includes capital-raising, stake sales, flotations, the market and shareholder element of public M&A transactions and giving strategic and general corporate finance advice.

Executive Director: Nic Brisbourne

Nic has worked in venture capital for over 20 years. Prior to founding Forward Partners in June 2013, he was a founding partner at venture capital firm Molten Ventures, which went on to admit to AIM in 2016. He has worked in London and Silicon Valley, and has led over 100 investments. 

Executive Director: Lloyd Smith

On 17 January 2022, Forward announced the appointment of Lloyd Smith as Chief Financial Officer, with effect from 21 March 2022. 

Lloyd joins from ATI Global, incorporating InfoTrack and Practice Evolve, who provide legal technology, software and information services. Lloyd held the position of Chief Financial Officer for the UK and Ireland businesses where his financial stewardship facilitated rapid organic and M&A growth from £1m to £100m revenue and substantial market share gains for InfoTrack. Prior to joining ATI, he spent five years in audit at EY and four years in PwC’s Deals Team working with a mix of private equity firms, AIM-listed businesses, banks and other privately held companies.

Learn more about the Forward Partners team.

Investment Approach

Investment objective

The investment objective of the Group is to generate net asset growth for shareholders through investing in, providing financing to and cultivating development of early-stage high-growth potential digital businesses.

Investing policy

The Group will seek to achieve its investment objective through investing in UK-based pre-seed and seed stage businesses which show strong growth potential and offer attractive risk weighted returns. Forward Ventures will typically seek to secure a significant minority stake in its invested businesses, while also maintaining an appropriate level of diversification within the portfolio with the majority of investments typically comprising under 10 per cent of NAV.

Forward Partners will seek investments in digital businesses utilising Web3, marketplace and applied AI operating models, but will also consider investment opportunities outside its core focus which offer significant return potential and in which the Directors have the necessary expertise and experience to be able to identify and manage the opportunity.

Form of investment

Investments in early-stage businesses are expected to be in the form of equity, however, investments may also be by way of debt, convertible securities or investments in specific projects. The Directors intend to take positions in unquoted companies, with suitable minority protection rights where appropriate and pre-emption rights in respect of follow-on funding. The Group frequently takes board positions at portfolio companies, depending on the profile and needs of the individual portfolio company with a view to maximising chances of success and to maintain operational efficiency for the Group.

It is envisaged that the Group will make initial investments of between £200,000 and £2 million. The same amount or more will then be made in follow-on investments into the portfolio companies that the Directors believe are the most promising.

In order to maximise the value of an investment, the Directors expect that investments will be held for at least five years, however, the Company may dispose of investments outside this timeframe if an appropriate opportunity arises. In the event that there are suitable investment opportunities available at the relevant time, the Directors intend to re-invest the proceeds of disposals in accordance with the Group’s Investing Policy. In the event that the Directors believe that there are no suitable investment opportunities available, the Directors will consider returning the proceeds to shareholders in a tax efficient manner.

Borrowing

The Group does not currently utilise borrowings.

Treasury

Cash held by the Group pending investment in accordance with the Investing Policy will be managed by the Group in accordance with the Group’s treasury policy and placed in bank deposits with major global financial institutions, in order to protect the capital value of the Group’s cash assets. The Directors currently intend to maintain the Fund I and Fund II structure for the purposes of holding investments following Admission.

Advisors

Company Secretary
Lloyd Smith

Nominated Adviser and Sole Broker
Liberum Capital Limited, 25 Ropemaker St, London EC2Y 9LY

Legal Advisers to the Company
Gowling WLG (UK) LLP 4 More London Riverside London, SE1 2AU

Reporting Accountants and Auditors
Grant Thornton UK LLP, 30 Finsbury Square, London, EC2A 1AG

Registrar
Equiniti Limited, Aspect House, Spencer Road, Lancing, West Sussex, BN99 6DA.

Financial Public Relations
Alma PR, 71-73 Carter Lane, London EC4V 5EQ

Committees

The Board has established an Audit and Valuation Committee and a Remuneration and Nominations Committee, with formally delegated duties and responsibilities as described below.

Audit and Valuation Committee

The Audit and Valuation Committee will have the primary responsibility of monitoring the quality of internal controls to ensure that the financial performance of the Company is properly measured and reported on. It will receive and review reports from the Company’s external auditors relating to the interim and annual accounts and the accounting and internal control systems in use within the Company. The Audit and Valuation Committee will meet not less than three times in each financial year, and will have unrestricted access to the Company’s external auditors. The terms of reference of the Audit and Valuation Committee require that the members of the Audit and Valuation Committee shall include only independent non-executive Directors and one member, preferably the chair of the Audit and Valuation Committee, shall have recent and relevant financial experience with competence in accounting and auditing.

The Audit and Valuation Committee comprise Susanne Given, Jonathan McKay and Christopher Smith, with Susanne Given acting as chair. 

Remuneration and Nominations Committee

The Remuneration and Nominations Committee will review the performance of the Directors and make recommendations to the Board on matters relating to their remuneration and terms of service. The Remuneration and Nominations Committee will make recommendations to the Board on proposals for the granting of share options and other equity incentives pursuant to any employee share option scheme or equity incentive plans in operation from time to time. The Remuneration and Nominations will review the composition and efficacy of the Board and where appropriate recommend nominees as new directors to the Board.

The members of the Remuneration and Nominations Committee shall include only independent non-executive Directors. The Remuneration and Nominations Committee comprise Susanne Given and Christopher Smith, with Christopher Smith acting as Chair. Jonathan McKay is an observer. 

Corporate governance structures

Forward Partners Group plc (the "Company") is committed to maintaining the highest standards of corporate governance throughout its operations and to ensuring that all of its practices are conducted transparently, ethically and efficiently. The Company believes that scrutinising all aspects of its business and reflecting, analysing and improving its procedures will result in the continued success of the Company and improve shareholder value. Therefore, [and in compliance with the updated AIM Rules for Companies,] the Company has chosen to formalise its governance policies by complying with the UK's Quoted Companies Alliance Corporate Governance Guidelines for Small and Mid-Size Quoted Companies (the "QCA Code").

This page was last updated on the 28.03.2023.