Results for the year to 31 March 2026

Results for the year to 31 March 2026

3i Infrastructure plc ('3i Infrastructure' or the 'Company') today announces an 8.5% return for the year, delivery of the FY26 dividend target of 13.45 pence per share and a 6.3% increase in the target dividend for FY27 to 14.30 pence per share.

Richard Laing, Chair of 3i Infrastructure plc, said:

"3i Infrastructure delivered a solid performance in a year marked by geopolitical and macroeconomic uncertainty. I am pleased to report that, for the year ended 31 March 2026, the Company generated a total return of 8.5%, in line with our target. We have met or exceeded our return objective in every year for over a decade."

Bernardo Sottomayor, Managing Partner and Head of European Infrastructure, 3i Investments plc, added:

"We continue to deliver exceptional returns to shareholders from exits, enhancing our realisation track record with the successful sale of TCR. "

Performance highlights

For further information please contact:

For further information regarding the announcement of the results for 3i Infrastructure plc, please visit www.3i-infrastructure.com. A recording of the analyst presentation will be made available on this website during the day.

Notes to the preliminary announcement

Note 1

The statutory accounts for the year to 31 March 2026 have not yet been delivered to the Jersey Financial Services Commission. The statutory accounts for the year to 31 March 2025 have been delivered to the Jersey Financial Services Commission. The auditor's reports on the statutory accounts for these years are unqualified. This announcement does not constitute statutory accounts. The preliminary announcement is prepared on the same basis as set out in the statutory accounts for the year to 31 March 2025.

Note 2

Subject to shareholder approval, the proposed final dividend is expected to be paid on 10 July 2026 to holders of ordinary shares on the register on 12 June 2026. The ex-dividend date for the final dividend will be on 11 June 2026.

Note 3

The preliminary announcement contains Alternative Performance Measures ('APMs'), which are financial measures not defined in International Financial Reporting Standards ('IFRS'). More information relating to APMs, including why we use them and the relevant definitions, can be found in the Company's 2026 Annual report and accounts and in the Financial review section.

Note 4

The preliminary announcement has been extracted from the Annual report and accounts 2026. The Annual report and accounts 2026 will be available on the Company's website today. Printed copies of the Annual report and accounts 2026 will be distributed to shareholders who have elected to receive printed copy communications on or soon after 22 May 2026.

Notes to editors

About 3i Infrastructure plc

3i Infrastructure plc is a Jersey-incorporated, closed-ended investment company, an approved UK Investment Trust, listed on the London Stock Exchange and regulated by the Jersey Financial Services Commission. The Company's purpose is to invest responsibly in infrastructure, delivering long-term sustainable returns to shareholders and having a positive influence on its portfolio companies and their stakeholders.

3i Investments plc, a wholly-owned subsidiary of 3i Group plc, is authorised and regulated in the UK by the Financial Conduct Authority and is the investment manager of 3i Infrastructure plc.

This statement has been prepared solely to provide information to shareholders. It should not be relied on by any other party or for any other purpose. It and the Company's Annual report and accounts may contain statements about the future, including certain statements about the future outlook for 3i Infrastructure plc. These are not guarantees of future performance and will not be updated. Although we believe our expectations are based on reasonable assumptions, any statements about the future outlook are subject to a number of risks and uncertainties and could change. Factors which could cause or contribute to such differences include, but are not limited to, general economic and market conditions and specific factors affecting the financial prospects or performance of individual investments within the portfolio of 3i Infrastructure plc.

This press release is not for distribution (directly or indirectly) in or to the United States, Canada, Australia or Japan and is not an offer of securities for sale in or into the United States, Canada, Australia or Japan. Securities may not be offered or sold in the United States absent registration under the U.S. Securities Act of 1933, as amended (the "Securities Act"), or an exemption from registration under the Securities Act. Any public offering to be made in the United States will be made by means of a prospectus that may be obtained from the issuer or selling security holder and will contain detailed information about 3i Group plc, 3i Infrastructure plc and management, as applicable, as well as financial statements. No public offering in the United States is currently contemplated.

We invest in resilient businesses

that combine strong downside protection

with exciting growth prospects.

Our controlling stakes allow us to

drive value creation strategies.

We have repeatedly sold these stakes

above holding value, delivering superior

returns to shareholders.

Chair's statement

"We are delivering resilient returns in a challenging environment."

Richard Laing

Chair, 3i Infrastructure

3i Infrastructure delivered a solid performance in a year marked by geopolitical and macroeconomic uncertainty.

I am pleased to report that, for the year ended 31 March 2026, the Company generated a total return of 8.5%, in line with our target of delivering a return of 8% to 10% per annum to shareholders. I am delighted to report that we have met or exceeded our return objective in every year of the decade in which I have had the privilege of chairing 3i Infrastructure.

We have also increased the dividend per share every year since the Company's inception, reflecting our continued commitment to providing shareholders with a progressive income alongside long-term capital growth.

During the year, the Company agreed the sale of its largest asset, TCR, for expected net proceeds of €1,140 million, representing a c.50% premium to its March 2025 carrying value, following a competitive process led by the Investment Manager. This crystallised exceptional value for shareholders. We also committed £394 million to new investments, including the acquisition of a high-quality Norwegian data centre campus through a bilateral transaction, alongside three follow-on investments in existing portfolio companies - two in Joulz and one in ESVAGT. The disappointing write-down of DNS:NET weighed on performance during the year. The Investment Manager's review provides further detail on these transactions and on developments across the portfolio.

The Company delivered resilient performance this year. This was against a backdrop of continued geopolitical and macroeconomic uncertainty, which resulted in its shares continuing to trade at a discount to NAV throughout the year. The Board remains confident that the NAV appropriately reflects the intrinsic value of the portfolio. The agreed sale of TCR at a significant premium to its carrying value supports this assessment, providing strong third-party validation of the underlying value and quality of the portfolio.

Our purpose

Our purpose is to invest responsibly in infrastructure, delivering long-term sustainable returns to shareholders and having a positive influence on our portfolio companies and their stakeholders.

The Company is differentiated within the listed infrastructure sector, with a diversified portfolio of businesses aligned to long-term structural growth trends. We invest across a broad range of infrastructure themes, backing businesses that own, develop and actively manage essential infrastructure assets.

This positioning supports sustained value creation over time. Drawing on the active asset management capabilities and disciplined investment approach of 3i, our Investment Manager, the portfolio continues to generate a strong pipeline of attractive, value-accretive growth opportunities.

This report highlights the growth delivered across the portfolio, while further detail on sustainability progress and performance is set out in the Sustainability section of the Annual report and accounts 2026.

I would like to thank the Investment Manager's team for their commitment and high-quality execution during the year, as well as our shareholders and fellow Directors for their continued support.

Performance

The Company generated a total return of £295 million in the year ended 31 March 2026, or 8.5% on opening NAV, in line with our target of 8% to 10% per annum to be achieved over the medium term. This is discussed in more detail in the Review from the Managing Partner.

The NAV per share increased from 386.2 pence to 405.2 pence. Our share price has broadly matched the growth in our NAV, with a Total Shareholder Return ('TSR') of 8.6% in the year, behind that of the FTSE 250, which returned 12.8% in the same period. Since the IPO, the Company's annualised TSR is 10.8%, comparing favourably with the broader market (FTSE 250: 6.3% annualised over the same period).

Dividend

Following the payment of the interim dividend of 6.725 pence per share in January 2026, the Board is recommending a final dividend for the year of 6.725 pence per share, meeting our target for the year of 13.45 pence per share, 6.3% above last year's total dividend. We expect the final dividend to be paid on 10 July 2026.

Consistent with our progressive dividend policy, we are announcing a total dividend target for the year ending 31 March 2027 of 14.3 pence per share, representing an increase of 6.3%.

Annual General Meeting ('AGM')

This year's AGM is scheduled to be held on 2 July 2026. Further details can be found in the Notice of Meeting and on the Company's website, www.3i-infrastructure.com.

Chair succession

Following an extensive search, we were pleased to announce in April 2026 that Andrew Sykes will join the Board in July 2026 as a new independent non-executive director and Chair Designate, succeeding me as Chair on 1 January 2027. Andrew is an experienced non-executive director and chair with very relevant experience in the investment company and investment management sectors, including in the listed infrastructure market. Further detail on the process to identify my successor is contained in the Nomination Committee report in the Annual report and accounts 2026.

Outlook

Following the sale of TCR, the Company's largest investment, and the investment in the Lefdal Mine Datacenter, the portfolio will be more balanced, with 10 assets each representing between 4% and 18% of total value. The portfolio remains well diversified across sectors and geographies.

The TCR transaction proceeds will enable the Company to fully repay drawings under its revolving credit facility ('RCF'), greatly improving the Company's available liquidity. This provides flexibility to support value-accretive growth within existing platform investments and to pursue a selective pipeline of new opportunities across our target markets. We remain committed to disciplined capital allocation and prudent balance sheet management, including the potential use of share buy-backs if appropriate.

We have a differentiated, resilient and growing portfolio that is well positioned to navigate periods of market uncertainty and deliver sustainable long-term returns.

Richard Laing

Chair, 3i Infrastructure plc

11 May 2026

Review from the Managing Partner

"We successfully realised our largest investment and reinvested capital in a promising new company."

Bernardo Sottomayor

Managing Partner and Head of European Infrastructure

3i Investments plc

We continue to deliver exceptional returns to shareholders from exits, enhancing our realisation track record with the successful sale of TCR.

This year was particularly active. Alongside agreeing the sale of TCR at an approximate 50% uplift to the last valuation prior to the launch of the exit process, 3iN invested €131 million in three transformative bolt-on acquisitions acquired at accretive target returns, described in further detail below. In addition, we agreed to invest approximately €300 million to acquire a majority stake in the Lefdal Mine Datacenter, a high-quality Norwegian data centre campus.

For the year, the Company delivered a total return of 8.5% and met its dividend target. The benefits of portfolio diversification were evident, with the strong return generated from the sale of TCR partially offset by softer performance from SRL and the write-down of our investment in DNS:NET. The majority of the remainder of the portfolio performed resiliently, and we continue to see good earnings momentum across our investments. The performance of individual portfolio companies is discussed in more detail below.

The sale of TCR, agreed in March 2026, is expected to deliver a gross IRR of 20% and a gross money multiple of 3.6x when it completes in the next few months. This is another strong illustration of our ability to unlock significant value for shareholders. Further details on this realisation are set out below. Proceeds from this realisation will be used to repay the drawn balance on the Company's revolving credit facility in full and fund the new investment in LMD.

The write-down of our investment in DNS:NET followed the material worsening of lending appetite for the German fibre roll-out sector. Further details are set out below.

Active management

Active asset management remains central to our approach to value creation. We work closely with the management teams of our portfolio companies to implement value-enhancing initiatives, including geographic and market expansion, targeted bolt-on acquisitions and optimisation of capital structures.

During the year, we selectively reinvested capital into a number of existing portfolio companies. We invested €107 million into Joulz to acquire two businesses, increasing Joulz's proforma EBITDA by approximately 70%, adding heat capabilities to its energy solutions offering, and establishing a scaled presence in two new European countries.

This accelerates Joulz's strategy to expand into attractive adjacent segments and geographies.

We also completed the acquisition of two service operation vessels ('SOVs') for ESVAGT from Edda Wind, already operating under long-term chartering contracts. The Company invested DKK 173 million to support this acquisition, which provides a new route to fleet growth and supports the business's transition away from oil and gas services. These acquisitions increase the SOV fleet to 12, with a further three vessels under construction.

In addition, we successfully refinanced three portfolio companies on attractive terms, enhancing their flexibility to fund capital expenditure and support future growth. This activity reflects both the strong credit quality of our assets and continued lender confidence in the portfolio.

We maintain a disciplined approach to leverage, with average gearing across the portfolio at a modest 34% of enterprise value (2025: 35%) and no material refinancing requirements until 2030.

Competitive landscape

Competition for infrastructure assets remains robust, supported by sustained global capital flows into the sector. Over recent years, significant capital has been raised by core-plus and value-add infrastructure funds, attracted by the asset class's defensive characteristics, inflation linkage and structural growth drivers.

This depth of private capital provides a visible route to exit for the Company's investments, as demonstrated by the agreed sale of TCR to Global Infrastructure Partners, which closed a $25.2 billion fund in June 2025.

Tighter financing conditions have introduced greater pricing discipline across the market. Transaction processes are more selective, with increased emphasis on quality, resilience and operational value creation. In parallel, the UK listed infrastructure sector has experienced sustained share price discounts to NAV, driving consolidation and corporate activity. This has reinforced the importance of active capital allocation, portfolio quality and realisation track record in validating NAVs and crystallising value.

Against this backdrop, 3iN benefits from many structural advantages, including its long-term capital base, scale and flexibility across the capital structure, as well as its ability to invest in both platform assets and bolt-on acquisitions. As a large, established vehicle with a long-term investment horizon, the Company is well positioned to remain the leading UK listed infrastructure trust and provide strong market liquidity to shareholders, supporting broader investor participation. Combined with a disciplined investment approach and active asset management, this positions the Company to compete effectively for new investments while continuing to deliver value through selective realisations and capital recycling.

Sustainability

Our dedicated 3i Infrastructure Sustainability team ('the Sustainability team') continues to play a strategic role in supporting portfolio companies on their sustainability journey and in their management of sustainability factors. Further details can be found in the Sustainability report in the Annual report and accounts 2026. Through regular engagement with portfolio company management teams on key sustainability topics, and monitoring progress through our annual sustainability survey, we actively encourage the integration of sustainability considerations into operational and governance practices across the portfolio.

During the year, we focused on improving the quality and coverage of portfolio companies' emissions data, with particular emphasis on Scope 3 greenhouse gas ('GHG') emissions estimates. We also continued to support the development and refinement of decarbonisation plans and emissions reduction targets across the portfolio.

Outlook

Looking ahead, we intend to further diversify the portfolio through the disciplined reinvestment of the remaining proceeds from the sale of TCR in accretive investments. We will continue to support our portfolio companies where attractive growth opportunities arise, while maintaining a rigorous approach to capital allocation. Our priorities remain clear: preserving balance sheet strength, funding value-accretive growth and delivering a sustainable and progressive dividend to shareholders.

Although macroeconomic conditions remain uncertain, the largely contracted nature of our portfolio provides strong cash flow visibility. The portfolio has been deliberately constructed around high-quality infrastructure businesses supported by long-term structural growth drivers. These characteristics position the Company to generate attractive returns across a range of economic environments.

Our current assessment of the impact of the conflict in the Middle East, described further in the Risk report, is that the portfolio will remain resilient. This resilience has been demonstrated through recent periods of elevated inflation, energy price volatility, rising interest rates, geopolitical uncertainty as well as during the Covid-19 pandemic.

Our strategy continues to focus on delivering sustainable long-term returns through consistent earnings growth and disciplined investment, predominantly funded by portfolio cash generation. Combined with the inherent scarcity value of high-quality infrastructure assets, this underpins our confidence in the portfolio's ability to continue creating long-term shareholder value.

Bernardo Sottomayor

Managing Partner and Head of European Infrastructure, 3i Investments plc

11 May 2026

Realisation - TCR

Realising exceptional value

On 5 March 2026, we announced the agreed sale of our 71% stake in TCR, the largest independent lessor of airport ground support equipment ('GSE'). The preparation and execution of the sale process took place over the course of FY26.

The transaction is expected to generate net proceeds of approximately €1,140 million, representing an uplift of around 50% to the last valuation prior to the start of the exit process. Completion remains subject to customary regulatory approvals and is anticipated in Q3 2026.

The TCR investment is described in more detail in the case study below.

Extending our successful track record

This transaction builds on our track record of successful realisations, following the sales of Valorem in FY25 and Attero in FY24, demonstrating our ability to consistently crystallise value for shareholders.

New investment: Lefdal Mine Datacenter

The digitalisation megatrend is driving demand for data storage and processing, fuelled by cloud adoption, artificial intelligence ('AI') and high‑performance computing. As workloads become more intensive, access to reliable power, efficient cooling and infrastructure is increasingly critical.

"This transaction demonstrates 3i's ability to source highly-attractive assets off market in a sector with significant investor interest."

Oscar Tylegard

Partner, 3i Investments plc

LMD is a unique, scalable, energy-efficient data centre platform in a high-growth market.

Lefdal Mine Datacenter is a large-scale, underground data centre campus located on the west coast of Norway, developed within a repurposed mine. The facility provides critical infrastructure including power, cooling and connectivity, enabling customers to operate high-performance computing workloads. It benefits from access to low-cost hydroelectric power and a unique fjord-based cooling system, delivering industry-leading energy efficiency.

The site is fully contracted at its current capacity, with a weighted average remaining contract life of approximately 11 years, and offers significant potential for expansion, positioning it as a distinctive and scalable platform within the Nordic data centre market. Customers are primarily financial institutions and large corporations with proven and profitable business models.

The investment provides exposure to a rapidly growing segment of digital infrastructure, supported by increasing demand for high-density computing and favourable Nordic market dynamics. LMD is well-positioned due to its structural cost advantage, driven by access to low-cost renewable power and highly efficient cooling, making it particularly attractive for compute-intensive applications. The asset also offers significant growth potential, with considerable additional capacity available within the existing site and a modular design that enables phased expansion over time.

LMD exhibits strong infrastructure characteristics aligned with our investment strategy, including long-term, availability-based contracts with inflation linkage and high customer switching costs, supported by customers' significant investment in hardware and bespoke infrastructure. These features underpin a high level of revenue visibility and resilience.

The business benefits from a contracted and largely pass-through cost model, limiting exposure to power price volatility, while its role as critical enabling infrastructure for customers' core operations further enhances demand stability.

In addition, the asset has limited direct exposure to technology risk, as customers retain ownership of computing hardware, supporting long-term sustainability of the business model.

The asset was acquired through a bilateral transaction outside a competitive auction process, enabling entry at an attractive valuation, accretive to 3iN's return objectives.

Add-on acquistitions: Joulz

The energy transition is accelerating, driven by electrification, decarbonisation targets and pressure on energy infrastructure. Commercial and industrial customers are facing growing complexity in managing their energy needs, as grid constraints intensify across Europe and systems become more decentralised.

"Joulz is scaling to meet rising demand for integrated energy solutions."

Aaron Church

Partner, 3i Investments plc

The energy transition is creating strong demand for integrated, behind-the-meter energy solutions that deliver reliability, flexibility and long-term cost efficiency, with businesses increasingly outsourcing the design and management of their energy infrastructure to specialist providers.

Joulz is well positioned to benefit from these structural trends. The company is a leading owner and provider of essential energy infrastructure equipment and services in the Netherlands, serving approximately 18,500 industrial, commercial and public sector customers. Its full-service offering spans the design, installation, operation, maintenance, and financing of energy infrastructure, supported by long-term contracted revenues.

3iN acquired Joulz in 2019, carving the business out from a regulated utility owned by Dutch municipalities. We recruited a high-calibre senior management team and invested in the business for growth, increasing staff numbers by more than 50%. We also refinanced the business with extended debt maturities and introduced a capex facility to support further growth.

To date, we have deployed over €100 million into growth capex which has supported Joulz to build its asset base and develop new offerings. Joulz has grown from offering metering and mid-voltage infrastructure, to providing battery storage systems, solar installations and EV charging stations, as well as delivering integrated solutions such as Virtual Grids to address energy transition challenges.

In 2026, Joulz completed the bolt-on acquisitions of Centrica Business Solutions' Italian and Dutch divisions and Engie's Belgian Commercial and Industrial solar rooftop business, adding heat capabilities and establishing scale platforms in Italy and Belgium.

Together, the acquisitions increase Joulz's proforma EBITDA by 70%, strengthening its exposure to attractive markets characterised by high energy prices, grid constraints and supportive regulation. Integration is underway, positioning Joulz as a leading European behind-the-meter energy infrastructure platform with strong long-term growth potential.

Our investment approach

What we do

Unique offering for shareholders

The Company remains unique, providing public market investors with access to private infrastructure businesses across a variety of megatrends, sectors and geographies. These private businesses provide essential infrastructure services with good downside protection and exposure to growth trends.

Investment discipline

We are a selective and disciplined investor and, where possible, seek opportunities to transact off-market, only participating in competitive processes where we believe we have a distinct advantage.

Investment focus

Competition for new investments primarily comes from private infrastructure funds. Most other UK-listed infrastructure funds typically target smaller investments in finite-life contracted assets like operational and greenfield Public Private Partnership ('PPP') projects or operational renewable portfolios, which are outside our investment focus.

Our business model

What enables us to create value

Investment Manager's team

The Company is managed by an experienced and well-resourced team. The European infrastructure team was established by 3i Group in 2005 and now comprises approximately 45 people, including over 25 investment professionals.

This is one of the largest and most experienced groups of infrastructure investment professionals in Europe, supported by dedicated finance, tax, legal, operations, sustainability and strategy teams.

3i Group's network

3i Group has a network of offices, advisers and business relationships across Europe. The Investment Manager leverages this network to identify, access and assess opportunities to invest in businesses, on a bilateral basis where possible, and to position the Company favourably in auction processes.

Controlling stakes

The Investment Manager seeks to acquire controlling stakes in the businesses in which we invest. This enables active asset management and value creation through control of portfolio company boards, appointment and incentivisation of excellent management teams, setting strategic direction, capital allocation, operational oversight and discretion over timing and manner of exits.

Reputation and brand

The Investment Manager and the Company have established a strong reputation as responsible investors through a consistent focus on sustainable portfolio management, high standards of conduct and long-term value creation. This reputation is underpinned by a commitment to responsible investment principles and rigorous ethical standards. These outcomes are supported by robust governance frameworks at the Investment Manager, the Company and within investee companies, enabling effective oversight, informed decision making and accountability, while promoting a culture of integrity across the portfolio.

As a result, the Company has earned the trust of shareholders, investors and investee companies, and strengthened its ability to attract, develop and retain employees who share these values.

The Board is committed to maintaining this reputation through transparent, high-quality corporate reporting, including clear disclosure of progress in embedding sustainability across the Company's operations and portfolio. It also places importance on open and constructive stakeholder engagement, supported by clear, balanced communication and open dialogue.

Robust policies and procedures

Established investment and asset management processes are supported by the Investment Manager's comprehensive set of best practice policies, including governance, conduct, cyber security and anti-bribery.

Efficient balance sheet

The Company's flexible funding model seeks to maintain an efficient balance sheet with sufficient liquidity to make new investments or support portfolio companies.

Since FY15 the Company has raised equity three times and returned capital to shareholders twice following successful realisations. Net equity issuance over that period was only £135 million.

How we create value

Active asset management

We maintain a significant focus on active asset management and investment stewardship.

We identify high-calibre portfolio company management teams and look to implement a clear business strategy.

We help identify accretive growth opportunities with the portfolio companies, and actively support them to deliver those opportunities, including executing add-on M&A and putting in place adequate capital structures and capex facilities to fund the associated investments.

Optimising strategy

We actively seek to enhance the infrastructure characteristics of the businesses we acquire. Where possible, we prioritise capital expenditure towards contracted, revenue-generating assets, rather than speculative development, improving the infrastructure characteristics of the business to attract competitive financing, adding elements of service that create customer stickiness, and often implementing operational efficiency initiatives to optimise EBITDA margins. Together, these actions are designed to maximise long-term value and exit potential.

We typically deliver this through ownership control, ensuring appropriate Board representation and composition, active involvement in key strategic and operational workstreams, and strong alignment of management teams through effective incentive structures.

ESVAGT is expanding its service operation vessel fleet through a combination of newbuilds and selective acquisitions to serve the growing global offshore wind industry.

Infinis continues to grow its solar and battery pipeline to strengthen its position as a low-carbon electricity generation and development platform.

Strengthen management teams

We work in close partnership with portfolio company management teams to develop and execute strategies that drive sustainable, long-term value creation.

This approach typically includes defining and implementing long-term business plans that support targeted investment in the asset base, enhancing operational performance through efficiency and optimisation initiatives, and strengthening commercial capabilities to support growth.

A key element of this model is the strengthening and enhancement of management teams. We work closely with leadership to ensure the right skills and capabilities are in place. We often appoint an experienced non-executive chair to the portfolio company board early in our ownership to provide strategic guidance and governance oversight.

Through this hands-on approach, we seek to build stronger, more resilient businesses that are well positioned to grow and deliver value over time.

Dedicated Sustainability team

The dedicated Sustainability team within the Investment Manager ensures that the Company's approach to sustainability is appropriate for the portfolio and supports meaningful progress at portfolio company level. This dedicated resource enhances our ability to identify, monitor and realise value creation opportunities linked to sustainability, while proactively managing sustainability-related risks.

The team works closely with each portfolio company to support the development of its own sustainability capabilities and to advance their maturity along defined sustainability pathways, as outlined in the Sustainability section of the Annual report and accounts 2026. It also leads the Company's Sustainability reporting and conducts an annual Sustainability review across the portfolio.

The Investment Manager is committed to managing the portfolio with regard to 3i's RI policy, which encompasses a broad range of sustainability considerations. We monitor adherence to, and progress towards meeting, 3i's expectations on a regular basis.

Further detail on sustainability initiatives and performance can be found in the Sustainability section of the Annual report and accounts 2026 and in the Risk report.

Our strategic sustainability focus areas

Growing our platform businesses

The Company invests in scalable infrastructure platforms with strong market positions, resilient cash flows and exposure to structural growth trends such as the energy transition, digitalisation and demographic change, positioning its portfolio companies to benefit from increasing demand for renewable energy, digital connectivity and outsourced infrastructure solutions.

Working closely with management teams, the Investment Manager supports the delivery of long-term business plans, including organic growth initiatives, operational improvements and targeted capital expenditure. This typically involves investing in additional capacity, enhancing service offerings and improving efficiency to strengthen competitive positioning and increase earnings.

The Company also pursues growth through selective bolt-on acquisitions, which enable platform businesses to expand their geographic reach, broaden their capabilities and benefit from operational synergies. These acquisitions are typically sourced through established sector networks and executed in a disciplined manner to ensure they are value-accretive.

The Company aims to build larger, higher-quality businesses over time, enhancing both income generation and capital value for shareholders.

This year, the Company delivered further progress against this strategy. A number of bolt-on acquisitions were completed at Joulz and ESVAGT, in both cases adding immediate incremental earnings to the portfolio. Future Biogas also expanded its asset base through acquisition, Infinis continued to advance its solar and battery pipeline, and FLAG acquired new cable systems, enhancing route resilience and expanding connectivity across key growth corridors. These are discussed further in the Portfolio review section.

Future Biogas acquired a new AD plant during the year and has consented planning on four new sites, advancing its ambition to be the leading UK crop-based AD platform.

Joulz completed the acquisition of two businesses, accelerating its strategy to expand into other attractive geographies and adjacent segments.

Further examples of our active asset management in practice can be found on our website, www.3i-infrastructure.com.

How we create value - TCR case study

"We transformed TCR into a resilient, scalable, global infrastructure platform through active management."

Celine Maronne

Director, 3i Investments plc

1 Buy well

We first invested in TCR in 2016, with a follow-on investment in 2022, with 3iN committing a total of €369 million to build a leading global platform in GSE leasing. Today, TCR is the world's largest independent GSE lessor, with the biggest fleet in Europe and a hard-to-replicate network of on-airport maintenance workshops, creating significant barriers to entry.

TCR operates in a resilient, mission-critical segment of the aviation value chain. GSE is essential to every aircraft turnaround, with demand driven by aircraft movements rather than passenger volumes, making revenues more defensive than most aviation-exposed businesses. The market also benefits from strong structural tailwinds, including rising air traffic, increasing outsourcing by airlines and ground handlers, and the transition from diesel to electric GSE ('eGSE'), which is further accelerating adoption of leasing.

TCR's full-service leasing model, delivered under medium-term contracts with high renewal rates, enables customers to outsource both equipment and maintenance. This provides a compelling value proposition through reduced operational complexity, improved reliability, lower total cost of ownership and off-balance sheet financing.

From the outset, we identified TCR as a high-quality business with strong infrastructure characteristics and significant untapped potential. Leveraging our long-term investment approach and strong relationships we developed with management, the seller, our co-investor DWS and supported by 3i's local Private Equity team, we secured the investment at an attractive entry multipleof 11.2x EV/LTM EBITDA, with a clear plan to scale the business into a global infrastructure platform.

2 Enhance

Following acquisition, we worked closely with management to strengthen TCR's resilience, scalability and infrastructure characteristics, repositioning it from a mid-cap private equity asset into a leading global infrastructure platform. Our focus was on de-risking the business model, strengthening the commercial strategy, improving operational efficiency and broadening access to capital, while supporting international expansion and selective M&A.

A key priority was enhancing contract structures and pricing discipline. TCR's contracts are typically availability-based, with inflation linkage, automatic renewals and early termination protections, providing visible and predictable earnings.

We developed a more sophisticated underwriting approach, including a unit economics tool to track returns across the fleet lifecycle.

We strengthened the credit profile by diversifying the customer base and extending contract durations, supporting improved financing terms by attracting a long-term investment grade debt package. Operationally, we enhanced the management team and key functions, while making significant progress on sustainability. This included a material reduction in safety incidents and accelerating the transition to eGSE, with 41% of the fleet electrified by 2025, positioning TCR as a leader in lower-emission airport operations. See the Sustainability section of the Annual report and accounts for further information on how we embedded sustainability at TCR.

3 Accretive growth capex

Disciplined capital deployment underpinned value creation. We supported €891 million of investment in GSE and M&A, with assets typically backed by contracts rather than speculative growth, ensuring strong return visibility.

The fleet grew by 78% to 41,000 assets by June 2025, the latest financial year end, with gross book value exceeding €1.0 billion. TCR expanded into new product categories and pioneered pooling models, improving utilisation and reducing airport congestion and emissions. Decarbonisation initiatives, including electrification and charging solutions, created new growth avenues.

International expansion was significant, with airport presence increasing from 100 to 237 globally, supported by six bolt-on acquisitions.

By FY25, TCR had become a scaled global platform, with a fleet around eight times larger than its nearest competitor.

4 Prepare for exit

As TCR matured, our focus shifted to positioning the business as an attractive investment for large-cap infrastructure investors. By this stage, TCR had demonstrated the resilience of its model through the Covid-19 pandemic and built a strong track record of contracted growth, high asset retention and strong cash generation.

The investment case was clear and compelling: a market-leading provider of mission-critical airport services, underpinned by infrastructure-like contracts, high barriers to entry and visible long-term growth.

This future growth included further leasing penetration, international expansion and increasing demand driven by airport decarbonisation and the transition to eGSE. In addition, there was significant scope to unlock operating leverage as newer geographies, particularly in North America and Asia-Pacific, continue to scale.

5 Realise and recycle

The exit attracted strong interest from global large-cap infrastructure investors, reflecting the quality of the platform and the success of its repositioning. Following a competitive process, we agreed the sale of our stake, alongside our co-investors, also managed by 3i, to Global Infrastructure Partners, delivering significant proceeds and a material uplift to carrying value.

This transaction marks the successful repositioning of TCR from a European private equity asset into a large-cap infrastructure platform. Proceeds are being recycled into new opportunities, including the LMD campus and bolt-ons across the existing portfolio, and repaying drawings on the Company's RCF.

"This successful realisation highlights the strength of our investment strategy"

Bernardo Sottomayor

Managing Partner and Head of European

Infrastructure, 3i Investments plc

Our strategy

Our strategy is to maintain a balanced portfolio of infrastructure investments delivering an attractive mix of income yield and capital appreciation for shareholders.

Strategic priorities

Our five priorities work together to deliver on our objectives and KPIs.

Our objectives and KPIs

Megatrends

A portfolio shaped by long-term megatrends

Megatrends significantly influence our world, affecting decision making and changing the demands placed on our economy and services. Identifying the potential for growth across businesses, sectors and countries serves as a key driver in our investment decision making and asset management processes.

We seek to diversify the Company's portfolio across a range of megatrends that will provide a supportive environment for long-term sustainable returns to shareholders across the economic cycle. We also continually assess underlying risk factors, both when considering new investment opportunities and in managing the existing portfolio and its exposure to certain risks, such as commodity prices and foreseeable technological disruptions.

Some of these megatrends are mutually supportive, such as the need for new power generation and fibre connectivity for AI data centres.

Portfolio review

We have a high-quality, resilient portfolio of infrastructure businesses, well positioned to deliver sustainable long-term returns.

The Company's portfolio was valued at £4,285 million at 31 March 2026 (2025: £3,790 million) and delivered a total portfolio return in the year of £374 million, including income and allocated foreign exchange hedging (2025: £432 million).This total portfolio return is the main contributor to the Company's total return for the year of £295 million (2025: £333 million). The composition of the total return is described in more detail in the Financial review.

Table 1 summarises the valuations and movements in the portfolio, as well as the return for each investment, for the year.

Adjusted for the agreed commitments to sell TCR and acquire LMD, the portfolio value would be £3,594 million. The portfolio presented in this section comprises the current portfolio. The investment in LMD will complete in FY27.

The total portfolio return in the year of £374 million was 9.6% (2025: £432 million, 11.2%) of the aggregate of the opening value of the portfolio and follow-on investments (excluding capitalised interest), which totalled £3,906 million.

Performance was strong across the portfolio, driven by outperformance from a number of portfolio companies, but particularly from Oystercatcher, Future Biogas, Tampnet, FLAG and the excellent return generated from the sale of TCR. This was partly offset by underperformance from SRL and the write-down in DNS:NET.

Table 2 shows the portfolio return in the year for each asset as a percentage of the aggregate of the opening value of the asset and investments in the asset in the year (excluding capitalised interest). Note that this measure is not time-weighted for investments in the year and includes foreign exchange movements net of hedging.

Table 2: Portfolio return by asset (year to 31 March 2026)

Movements in portfolio value

The movements in portfolio value were driven principally by the delivery of planned cash flows and other asset outperformance as well as follow-on investments made during the year. A reconciliation of the movement in portfolio value is shown in Table 3. The portfolio summary shown in Table 1 details the analysis of these movements by asset. Changes to portfolio valuations arise due to several factors, as shown in Table 4.

The portfolio generated a value gain of £127 million (2025: £219 million) in the year, alongside income of £218 million (2025: £203 million).

Table 3:  Reconciliation of the movement in portfolio value (year to 31 March 2026, £m)

Portfolio activity

TCR performed strongly over the year, supported by strong commercial momentum and robust demand for its GSE leasing solutions, alongside disciplined operational delivery.

The broader market backdrop remained favourable. Aviation activity continued to underpin demand for GSE full service leasing, while the decarbonisation tailwind created additional demand for TCR's electric GSE and pooling solutions, and accelerated progress of new solutions for its customers such as eGSE charging-as-a-service.

During the year, TCR secured a number of contract wins across its global network and is progressing plans to enter new countries across Asia and America.

It continued to pursue selective M&A opportunities globally and agreed a €100 million upsize of its revolving credit facility to support further growth. In addition, TCR's GHG emission reduction targets were validated by the Science Based Targets initiative ('SBTi') during the period, marking an important milestone in its Sustainability strategy.

The Company initiated a sale process of TCR during the year, which concluded with the signing of the sale of the business to Global Infrastructure Partners on 4 March 2026.

ESVAGT had an important year, with its SOV fleet increasing by a third from nine to 12 vessels through the delivery of one newbuild and the acquisition of two operational vessels.

During the year, ESVAGT delivered its first dual-fuel e-methanol SOV for Ørsted, marking a significant milestone. The hybrid-powered vessel, equipped with battery and dual-fuel technology, is supporting operations at the Hornsea 2 offshore wind farm in the UK North Sea. However, the later-than-planned delivery required existing vessels to operate as frontrunners for longer, limiting spot market exposure and weighing on short-term performance. A further three SOVs are under construction.

ESVAGT also acquired two operational SOVs from Edda Wind on long-term contracts, providing an immediate EBITDA contribution and establishing M&A as a new route to growth.

European offshore wind fundamentals remain positive, supported by a strong tender pipeline and the reaffirmation by European governments of a 300GW North Sea capacity target by 2050. In the US, policy uncertainty led to delays in wind farm construction, although projects have since resumed. In contrast, South Korea represents an attractive growth market, with the KESTO joint venture securing its first two crew transfer vessel contracts ahead of forthcoming SOV tenders.

ESVAGT was also affected by continued weakness in the UK ERRV market, driven by the ongoing windfall tax on oil and gas companies in the UK. However, the market has seen recent fleet reductions tightening supply, and utilisation and day rates are expected to improve in 2026.

Infinis performed ahead of expectations during the year, supported by higher-than-forecast electricity exports from its landfill gas operations. Although gas and power prices moderated through 2025, this trend has since reversed with the supply disruption caused by the conflict in the Middle East expected to benefit the business in the medium term.

Strategically, Infinis is well positioned to scale and diversify its generation portfolio through the development of solar and battery storage projects across its brownfield and landfill estate. These sites benefit from attractive fundamentals, including existing grid connections and relatively short development timelines. Good progress was made during the year, with 20MW of new solar and battery capacity coming online and a further 280MW currently under construction.

The business continues to engage with policymakers regarding potential support for landfill gas beyond the expiry of the Renewable Obligation Certificate subsidy support in April 2027.

FLAG performed strongly during the year. Demand for subsea fibre capacity continues to grow, driven by hyperscaler investment, AI workloads and new customer segments, while supply of new subsea fibre capacity remains constrained due to high capital costs, permitting complexity and long development timelines. Customer churn has reduced and sales momentum has strengthened.

Heightened geopolitical tensions have increased the importance of route diversification, further supporting demand for FLAG's network. The recently acquired India-Asia-Xpress system has outperformed expectations. Earlier in the year, FLAG invested $70 million in a fibre pair on Google's trans-Pacific ECHO system, where customer demand remains strong despite minor construction delays.

Management has initiated an approximately $70 million investment programme to enhance network resilience, reduce risk in geopolitically sensitive corridors, support growth in underserved regions and expand European connectivity.

Tampnet delivered performance ahead of expectations, achieving EBITDA outperformance despite challenging conditions in the UK North Sea. Demand for high-capacity connectivity continues to grow, driven by AI-enabled operations, robotics and predictive maintenance.

Tampnet remains the only independent fibre operator in the North Sea and Gulf of Mexico. While these are mature basins, they continue to offer growth opportunities through connecting new exploration sites and providing digitalisation services. The company is also expanding into adjacent offshore markets, including carbon capture. During the year, Tampnet signed a project with Porthos in the Netherlands and is working with other customers on connectivity solutions for planned carbon capture, usage and storage developments.

Fibre remains the preferred backbone for mission-critical offshore connectivity, with low Earth orbit ('LEO') solutions emerging as a complementary layer for resilience and non-critical traffic. Tampnet's integrated fibre and LEO offering supports customer retention, enables upselling and broadens its addressable market. The Private Networks segment continues to grow, with 27 networks installed and contracts secured for a further 22.

Joulz performed in line with expectations during the year, supported by long-term contracted revenues and the completion of new installations. Demand for its behind-the-meter ('BtM') integrated energy solutions remains strong, driven by customers seeking to decarbonise their operations and to address constraints arising from electricity grid congestion.

In Q1 2026, Joulz completed the acquisitions of the Italian and Dutch divisions of Centrica Business Solutions ('CBS') and Engie's Belgian commercial and industrial ('C&I') solar rooftop business.

CBS designs, installs, finances and maintains BtM energy infrastructure for C&I customers under long-term contracts, including combined heat and power plants, solar rooftop and microgrids. The business manages c.280MW of energy assets. The acquisition will broaden Joulz's solution offering to include heat, for which it is seeing increasing demand.

Engie's Belgian C&I solar business is the largest C&I-focused solar rooftop portfolio in Belgium, comprising c.112MWp of operational, ready-to-build and under-construction installations under long-term contracts with a blue-chip customer base. Joulz sees material opportunities to offer its broader suite of BtM energy infrastructure solutions to this existing customer base, as well as to other Belgian C&I customers.

These two acquisitions increase Joulz's proforma EBITDA by c.70%, add heat capabilities to its portfolio of solutions, and materially advance Joulz's strategy to expand into other attractive European markets by establishing scale platforms in Italy and Belgium - two of Europe's most attractive BtM energy infrastructure markets. Joulz is also seeing demand from existing customers to support them in additional countries, and the enlarged Joulz group will be well positioned for this.

To support completion of the two acquisitions and continued investment in Joulz's significant organic growth pipeline, 3iN provided Joulz with additional funding of €107 million.

Ionisos performed slightly below expectations, primarily due to delays to the completion of the company's new French X-Ray plant and expansion of its German EO plant. Despite these delays, revenues increased 7% year-on-year and the long-term outlook remains positive.

We strengthened the management team further in April 2026 with the appointment of a new CEO.

SRL performed below expectations, with forecast growth not materialising during the year. This primarily reflects continued constraints on local authority spending, which have reduced overall market activity and increased competitive intensity, particularly in lower-cost segments. We have taken a cautious view on the pace of recovery in our updated valuation.

In response to these headwinds, a new management team was appointed in H1 2026 to strengthen SRL's commercial offering, improve operational performance and build greater resilience to competitive pressures.

REMOS, the company's remote monitoring solution, has progressed from pilot deployments into early commercial rollout and remains a strategically important initiative. While adoption has been slower than initially anticipated, customer engagement remains strong. REMOS is expected to enhance SRL's proposition over time, supporting improved service delivery and offering a differentiated solution as the market recovers.

Oystercatcher's 45%-owned terminal, Advario Singapore ('ADS'), delivered a strong performance during the year, materially exceeding expectations. Elevated levels of customer activity drove higher revenues from throughputs and provision of ancillary services, supplementing the bulk of revenues which are derived from take-or-pay storage contracts. Contract renewals secured in 2025 were agreed at higher storage rates and with longer tenors than the prior year, reflecting robust demand for ADS's gasoline storage and blending capabilities.

Market conditions in Singapore remain favourable, with limited uncontracted storage capacity across the sector. The strength of the market is underpinned by the Asia-Pacific region being in a structurally short position in gasoline, as regional refining capacity is insufficient to meet the region's growing demand. This structural imbalance is expected to persist in the medium to long term.

Since May 2023, ADS has also been active in the storage and blending of sustainable aviation fuel ('SAF') for supply to local markets and for export further afield. Policy developments in Singapore are supportive for the ongoing development of the SAF industry in Singapore with the announcement by the Singapore Government of the introduction of a SAF levy on air fares for flights departing Singapore from January 2027. The company is actively engaging with customers to support their renewable fuel strategies and to capture further opportunities in the energy transition.

Future Biogas performed ahead of expectations during the year. This was driven by higher exported gas volumes and improved gas yields across its owned AD plant portfolio. The impact of softer wholesale gas prices throughout 2025 was mitigated by near-term hedging across the portfolio.

In February 2026, the company completed the acquisition of the Burton Agnes AD plant in East Yorkshire. The plant currently produces c.40GWh per annum of biomethane and has been managed by Future Biogas since 2021.

The acquisition further strengthens Future Biogas's portfolio and provides an opportunity to enhance capacity through targeted upgrades. The plant is now one of 11 plants operated by Future Biogas and is the 10th plant in which the company now owns a majority stake.

The development pipeline also continued to progress well, with two new greenfield AD projects securing full planning consent in the last six months, taking consented sites to four in total. This progress demonstrates the depth and quality of the pipeline and positions the platform well for growth.

Gonerby Moor, the UK's first unsubsidised biomethane plant operating under a 15-year gas sales agreement with AstraZeneca, has successfully ramped up to full operational capacity with gas injection rates exceeding budget in recent months.

Across the broader portfolio, a number of targeted upgrade initiatives have been delivered, increasing injection capacity and enhancing operational efficiency. These improvements have contributed to stronger overall plant performance and reinforce the platform's ability to drive incremental value from its existing asset base. Further plant upgrades are planned and underway for the year ahead.

DNS:NET

DNS:NET is rolling out a fibre-to-the-home ('FTTH') network in Berlin, Brandenburg and Saxony Anhalt. After initial operational issues, widely shared by participants across the FTTH sector, the business has been successfully building its network and connecting customers in its region under the leadership of a new management team brought in by 3i.

However, the business has been adversely affected by debt financing issues impacting the wider FTTH sector in Germany. In late 2025 we saw a material worsening of the lending appetite for German fibre roll-out businesses, triggered by the news of a significant restructuring of the debt at the largest alternative network in Germany.

DNS:NET is an outlier in the portfolio as the only business executing an early-stage infrastructure roll-out plan where value is highly dependent on the continuing provision of the right mix of new equity and debt funding. Given the lack of availability of new debt financing for the continued roll-out of the DNS:NET network, we have concluded that the value of the existing equity in the company is zero. This is reflected in the portfolio valuation in this report. We continue to work with lenders on their plans for the business.

Summary of portfolio valuation methodology

Investment valuations are calculated at the half-year and at the financial year end by the Investment Manager and then reviewed by the Board. Investments are reported at the Directors' estimate of fair value at the relevant reporting date.

The valuation principles used are based on International Private Equity and Venture Capital ('IPEV') valuation guidelines, generally using a discounted cash flow ('DCF') methodology (except where a market quote is available), which the Investment Manager considers to be the most appropriate valuation methodology for unquoted infrastructure equity investments.

Where the DCF methodology is used, the resulting valuation is checked against other valuation benchmarks relevant to the particular investment, including, for example:

• earnings multiples;

• recent transactions; and

• quoted market comparables.

In determining a DCF valuation, we consider and reflect changes to the two principal inputs: forecast cash flows from the investment and discount rates.

We consider both the macroeconomic environment and investment-specific value drivers when deriving a balanced base case of cash flows and selecting an appropriate discount rate.

The inflation rate in the UK, Europe and US eased modestly during the year, but remains above the long-term target and has recently began to show signs of re-acceleration, which has put pressure on supply chain and employee costs.

Our inflation assumptions use market forecasts for 2026 and 2027, followed by our long-term assumption of 2% CPI across all jurisdictions, or 2.5% for UK RPI.

The portfolio is positively correlated to inflation, but the ability to pass cost inflation to customers differs across portfolio companies. As a result, we take an individualised approach to modelling the impact of inflation.

Longer-term power prices affect the valuation of our energy generating portfolio companies. The majority of our power price exposure is hedged in the short to medium term.

Future power price projections are taken from independent forecasters, and changes in these assumptions will affect the future value of these investments. Taxes on renewable electricity generators vary in their applicability and we have considered their impact on each company individually, based on their circumstances.

As a 'through-the-cycle' investor with a strong balance sheet, we consider valuations in the context of the longer-term value of the investments. This includes consideration of climate change risk and stranded asset risk.

Factors considered include physical risk, litigation risk linked to climate change, and transition risk (for example, assumptions on the timing and extent of decommissioning of North Sea oil fields, which affects Tampnet and ESVAGT).

We take a granular approach to these risks, for example, each relevant offshore oil and gas field has been assessed individually to forecast the market over the long term, and a low terminal value has been assumed at the end of the forecast period.

In the case of stranded asset risk, we consider long-term threats that may impact value materially over our investment horizon, for example, technological evolution, climate change or societal change.

For ESVAGT, which operates ERRVs in the North Sea servicing sectors, including the oil and gas market, we do not assume any new vessels or replacement vessels in our valuation for that segment of the business.

A number of our portfolio companies are set to benefit from long-term megatrends and, in the base case for each of our valuations, we take a balanced view of potential factors that we estimate are as likely to result in underperformance as outperformance.

Discount rate

Table 5 shows the movement in the portfolio's weighted average discount rate over the past five years and the position as at 31 March 2026. The weighted average discount rate fell in FY26 from 11.3% to 11.1% reflecting the write down in DNS:NET and the removal of TCR which is now valued on an expected sales basis.

The range of discount rates used in individual valuations at 31 March 2026 spans from 10.3% at the lower end to 13.0% at the upper end. This is broadly in line with the prior year's range (2025: 10.3% to 14.0%). Our discount rates are consistent with our long-term assumptions for inflation and interest rates; this is discussed in more detail in Note 7 to the Financial statements.

The end of the financial year saw increases in risk-free rates across Europe primarily driven by an expansion in risk premia amid heightened geopolitical uncertainty caused by the prolonged Middle East crisis, discussed in further detail in the Risk review. However, given the significant risk premium included in our long-term discount rates and the continued appetite for high-quality infrastructure businesses, this did not impact the discount rates used to value our portfolio companies at 31 March 2026.

Table 5: Portfolio weighted average discount rate (31 March, %)

Portfolio company debt

Our portfolio companies are funded by long-term non-recourse senior-secured debt alongside equity from the Company and other shareholders. There were no mezzanine or junior debt structures within our portfolio at 31 March 2026 (2025: none).

In recent years, the Investment Manager has proactively refinanced facilities across the portfolio, extending the term of the debt and securing low fixed rates or hedged interest rates.

When considering the appropriate quantum of debt for a portfolio company, we typically look for an investment grade level of risk. Some portfolio companies have an investment grade credit rating from a credit rating agency. Table 6 below shows the percentage of debt maturing in each financial year across the portfolio. The table now excludes TCR following the binding commitment to sell the company. The average loan-to-value ('LTV') ratio across the portfolio is 34% (2025: 35%).

Table 6: Portfolio company leverage (% of debt maturing in each financial year)

Investment track record

As shown in Table 7, since its launch in 2007, 3i Infrastructure has built a portfolio that has provided:

• significant income, supporting the delivery of a progressive annual dividend;

• consistent capital growth; and

• strong capital profits from realisations.

These have contributed to an 18% annualised asset Internal Rate of Return ('IRR') since the Company's inception. The European portfolio has generated strong returns, in line with, or in many cases ahead of, expectations.

These returns were underpinned by substantial cash generation in the form of income or capital profits.

The value created through this robust investment performance has been crystallised in a number of instances through well-managed realisations, shown as 'Realised assets' in Table 7.

While the Company is structured to hold investments over the long term, it has sold assets where compelling offers will generate additional shareholder value.

Portfolio asset returns in Table 7 include an allocation of foreign exchange hedging where applicable.

Table 7: Portfolio asset returns throughout holding period

Financial review

"We delivered our target return and improved our liquidity position to fund new investments."

James Dawes

CFO, 3i Infrastructure

The Company delivered NAV growth and increased its dividend per share.

The Company delivered a resilient performance over the year, meeting its return target and generating encouraging capital growth across the majority of the portfolio. The proposed FY26 dividend of 13.45 pence per share was fully covered. The target dividend for FY27 of 14.30 pence per share is an increase of 6.3% over FY26.

As described above, the Company's strategy is to seek to deliver an attractive mix of income yield and capital appreciation for shareholders, with a total return of 8% to 10% to be achieved over the medium term.

In this Financial review we provide a more detailed analysis of our progress across each of the key components that comprise our total return. The Company's total return of £295 million comprises both capital return and foreign exchange movements, income and costs.

The Company's objective is to fully cover the dividend to shareholders through income and non-income cash generated, net of costs. Further information on dividend cover is available below.

Returns

Total return

The Company generated a total return for the year of £295 million, representing an 8.5% return on opening NAV net of the prior year final dividend (2025: £333 million,10.1%). This performance is in line with the target return of 8% to 10% per annum, to be achieved over the medium term.

There was strong performance across the portfolio, particularly from Oystercatcher, Future Biogas, Tampnet, FLAG and the excellent return generated from the sale of TCR, partially offset by underperformance from SRL and the write-down in DNS:NET. Changes in the valuation of the Company's portfolio assets are described in the Movements in portfolio value section of the Portfolio review.

Our portfolio companies continue to generate discretionary growth opportunities that are accretive to our investment cases. Total net investment in the year was £116 million, comprising further investment in ESVAGT, Joulz and Ionisos.

An analysis of the elements of the total return for the year is shown in Table 8.

The Company maintained low levels of uninvested cash throughout the year and actively managed its liquidity position through drawing on its £1.2 billion RCF. Amounts drawn under the RCF at 31 March 2026 were £535 million (2025: £260 million).

Capital return

The portfolio generated a value gain of £127 million in the year to 31 March 2026 (2025: £219 million), as shown in Table 9. There was a positive contribution across the majority of the portfolio with the largest increases from TCR (£300 million), Tampnet (£40 million), Infinis (£34 million) and Oystercatcher (£32 million). There was a negative contribution from DNS:NET (£220 million) and SRL (£72 million). These value movements are described in the Portfolio review section.

Sensitivities

The sensitivity of the portfolio to key inputs to our valuations is shown in Table 10 and described in more detail in Note 7 to the financial statements. The portfolio valuations are positively correlated to inflation. The longer-term inflation assumptions beyond two years remain consistent with central bank targets, e.g. UK and European CPI at 2%.

The sensitivities shown in Table 10 are indicative and are considered in isolation, holding all other assumptions constant. Timing and quantum of price increases will vary across the portfolio and the sensitivity may differ from that modelled.

Changing the inflation rate assumption may necessitate consequential changes to other assumptions used in the valuation of each asset.

Discount rates used are consistent with longer-term inflation of 2%. For comparison, we show a sensitivity to inflation over the first two years of the cashflows which retains the longer-term inflation assumption at 2% as well as a sensitivity where inflation is changed over all periods in the cashflow models. The impact of changes to the discount rates used is of a similar magnitude, but offsets the impact of changes to inflation over all periods of the models.

Foreign exchange impact

The portfolio is diversified by currency as shown in Table 11. We aim to deliver steady NAV growth for shareholders, and the foreign exchange hedging programme helps us to do this by reducing our exposure to fluctuations in the foreign exchange markets.

Portfolio foreign exchange movements, after accounting for the hedging programme, increased the net capital return by £29 million (2025: £10 million).

The reported foreign exchange gain on investments was £64 million (2025: loss of £37 million). This was partially offset by a £35 million loss on the hedging programme (2025: gain of £47 million). The positive hedge benefit resulted from favourable interest rate differentials on the hedging programme.

Income

The portfolio generated income of £218 million in the year (2025: £203 million). Of this amount, £13 million was through dividends (2025: £7 million) and £205 million through interest on shareholder loans (2025: £196 million). In addition, the Company earned less than £1 million of interest receivable on deposits (2025: £1 million).

Total income and non-income cash is shown in Table 12.

Total income and non-income cash of £208 million in the year was lower than last year, due to strong non-income cash from TCR and Oystercatcher following refinancings in the prior year (2025: £376 million).

The write-down of interest accrued from DNS:NET during the year has been deducted from Total income and non-income cash.

Non-income cash receipts reflect distributions from underlying portfolio companies, which would usually be income to the Company, but which are distributed as a repayment of investment for a variety of reasons. While non-income cash does not form part of the total return shown in Table 8, it is included when considering dividend coverage.

Interest income from the portfolio was lower than prior year, reflecting the write-down of DNS:NET, partly offset by increased income following further investment in Joulz and ESVAGT. Dividend income was above the prior year due to dividends received from Oystercatcher.

A breakdown of income and non-income cash compared with the prior year is provided in Table 13.

Costs

Management and performance fees

During the year to 31 March 2026, the Company incurred management fees of £53 million (2025: £49 million), including transaction fees of £4 million (2025: less than £1 million). The fees, payable to 3i plc, consist of a tiered management fee, and a one-off transaction fee of 1.2% payable in respect of new investments. The management fee tiers range from 1.4%, reducing to 1.2% for any proportion of gross investment value above £2.25 billion.

An annual performance fee is also payable by the Company, amounting to 20% of returns above a hurdle of 8% of the total return. This performance fee is payable in three equal annual instalments, with the second and third instalments only payable if certain future performance conditions are met. This hurdle was exceeded for the year ended 31 March 2026, resulting in a performance fee payable to 3i plc in respect of the year ended 31 March 2026 of £4 million (2025: £18 million).

The first instalment of £1 million will be paid in May 2026, along with the second instalment of £6 million relating to the FY25 performance fee, and the third instalment of £8 million relating to the FY24 performance fee.

For a more detailed explanation of how management and performance fees are calculated, please refer to Note 18 of the financial statements.

Other operating and finance costs

Operating expenses, comprising Directors' fees, service provider costs and other professional fees, totalled £4 million in the year (2025: £4 million).

Finance costs of £18 million (2025: £31 million) in the year comprised arrangement and commitment fees for the Company's £1.2 billion RCF and interest on drawings. Finance costs were lower than in FY25 due to lower average monthly drawings and a decrease in interest rates.

Balance sheet

The NAV at 31 March 2026 was £3,737 million (2025: £3,562 million). The principal components of the NAV are the portfolio assets, cash holdings, the fair value of derivative financial instruments, borrowings under the RCF and other net assets and liabilities. A summary balance sheet is shown in Table 14.

At 31 March 2026, the Company's net assets after the deduction of the proposed final dividend would be £3,675 million (2025: £3,504 million).

Cash and other assets

Cash balances at 31 March 2026 totalled £4 million (2025: £4 million).

Cash on deposit was actively managed by the Investment Manager and there are regular reviews of counterparties and their limits. Cash is principally held in AAA-rated money market funds.

Other net liabilities predominantly comprise a performance fee accrual of £24 million (2025: £50 million), including amounts relating to prior year fees.

The movement from March 2025 is due to the accrual of the FY26 performance fee of £4 million and £29 million of prior year performance fees were paid during the year.

Borrowings

The Company exercised its RCF accordion of £300 million in the year as a bridge to proceeds from the sale of TCR for up to 12 months. As at 31 March 2026, drawings on the Company's £1.2 billion multi-currency RCF were £535 million (2025: £260 million). The base RCF of £900 million, excluding the £300 million commitments under the accordion feature, was extended by one year to June 2029. 

During the year, the Company drew on the RCF in euros, which reduced the cost of finance compared to borrowing in sterling and acted as a natural currency hedge against our euro investments, reducing the size of the FX hedging programme. Over the year, the average cost of RCF debt drawn was 3.4% (2025: 4.9%), considerably below the expected return from the portfolio indicated by the weighted average discount rate of 11.1% at 31 March 2026 (2025: 11.3%). The current cost of drawings based on the latest Euribor and margin on the RCF at 11 May 2026 is 3.4%.

Following the receipt of the TCR sale proceeds and the investment in LMD, we expect the proforma cash position to be £201 million, which materially strengthens the Company's balance sheet and available liquidity.

NAV per share

The total NAV per share at 31 March 2026 was 405.2 pence (2025: 386.2 pence). This reduces to 398.4 pence (2025: 379.9 pence) after the payment of the final dividend of 6.725 pence (2025: 6.325 pence). There are no dilutive securities in issue.

Dividend and dividend cover

The Board has proposed a dividend for the year of 13.45 pence per share, or £124 million in aggregate (2025: 12.65 pence; £116 million). This is in line with the Company's target announced in May last year.

When considering the coverage of the proposed dividend, the Board assesses the income earned from the portfolio, interest received on cash balances and any additional non-income cash distributions from portfolio assets which do not follow from a disposal of the underlying assets, as well as the level of ongoing operational costs incurred in the year. The Board also takes into account any surpluses retained from previous years, and net capital profits generated through asset realisations, which it considers available as dividend reserves for distribution.

Table 15 shows the calculation of dividend coverage and dividend reserves. The dividend was fully covered for the year with a surplus of £9 million (2025: £175 million).

The retained amount available for distribution, following the payment of the final dividend and the performance fee, will be £1,220 million (2025: £1,215 million). This is a substantial surplus, which is available to support the Company's progressive dividend policy, particularly should dividends not be fully covered by income in a future year.

Table 16 shows that the Company has consistently covered the dividend over the last five years.

Ongoing charges ratio

The ongoing charges ratio measures annual operating costs, as disclosed in Table 17, against the average NAV over the reporting period.

The Company's ongoing charges ratio is calculated in accordance with the Association of Investment Companies ('AIC') recommended methodology and was 1.43% for the year to 31 March 2026 (2025: 1.53%). The cost items that contributed to the ongoing charges ratio are shown in Table 17.

The AIC methodology does not include transaction fees, performance fees or finance costs. However, the AIC recommends that the impact of performance fees on the ongoing charges ratio is noted, where performance fees are payable. The ratio including the performance fee was 1.54% (2025: 2.04%). The total return of 8.5% for the year, presented elsewhere in this report, is after deducting this performance fee and ongoing charges.

Alternative Performance Measures ('APMs')

We assess our performance using a variety of measures that are not specifically defined under IFRS and are therefore termed APMs. The APMs that we use may not be directly comparable with those used by other companies. These APMs provide additional information on how the Company has performed over the year, and are all financial measures of historical performance.

The APMs are consistent with those disclosed in prior years.

• Total return on opening NAV reflects the performance of the capital deployed by the Company during the year. This measure is not influenced by movements in share price or ordinary dividends to shareholders. This is a common APM used by investment companies

• The NAV per share is a measure of the underlying asset base attributable to each ordinary share of the Company and is a useful comparator to the share price. This is a common APM used by investment companies

• Total income and non-income cash is used to assess dividend coverage based on distributions received and accrued from the investment portfolio

• Investment value including commitments measures the total value of shareholders' capital deployed by the Company

• Total portfolio return percentage reflects the performance of the portfolio assets during the year

• Net debt and Total liquidity are measures of the Company's ability to make further investments and meet its short-term obligations

• Portfolio debt to enterprise value is a measure of underlying indebtedness of the portfolio companies

The definition and reconciliation to IFRS of the APMs are shown below.

Risk Report

"Our consistent risk governance framework underpins our delivery of long-term sustainable returns."

Martin Magee

Chair, Audit and Risk Committee

The Company has continued to deliver resilient performance during the year, despite a challenging geopolitical and macroeconomic environment.

While the majority of the portfolio has performed in line with expectations, a deterioration in financing conditions within the German fibre roll-out sector resulted in the Company's investment in DNS:NET being written down to zero.

Across the listed infrastructure sector, shares have continued to trade at discounts to NAV, reflecting the impact of higher interest rates, notwithstanding recent reductions in base rates. This has restricted listed infrastructure trusts from issuing new shares and accessing new equity.

Net debt increased from £256 million to £531 million during the year. The increase in the RCF of £300 million, bringing total committed credit facilities to £1.2 billion, and the sale of TCR, which is expected to complete in Q3 2026, is anticipated to materially strengthen the Company's balance sheet and liquidity position.

In these circumstances, the Audit and Risk Committee (the 'Committee') has worked closely with the Investment Manager to assess and understand the implications of these developments on the Company's principal, key and emerging risks.

Actual and potential changes in the macroeconomic environment were considered at each Committee meeting during the year. In particular, the impact of evolving geopolitical events was analysed and discussed in detail at the Committee's most recent meeting in April 2026.

The Company's liquidity position was monitored throughout the year, reflecting its importance to the resilience of the business model. In addition, the Board and the Committee received regular market insight from the Company's brokers and other advisers regarding trading conditions for the Company's shares.

The Committee oversees a comprehensive risk management framework designed to systematically identify, assess and monitor the principal, key and emerging risks facing the Company. This framework supports informed decision making by the Board in relation to performance, liquidity, capital structure and the sustainability of the Company's business model.

Risk framework

Risk-related reporting

Despite the ongoing geopolitical and economic challenges, the Company has delivered good results during the year. This performance reflects disciplined and adaptive decision making, underpinned by the consistent application of the Company's risk management processes. The Board remains confident that this robust framework is fundamental to maintaining the Company's strong long-term track record.

During the year, the Committee and the Investment Manager undertook the second year of a three-year rolling programme of risk reviews. This process is designed to identify and assess the impact and likelihood of the principal, key and emerging risks relevant to the Company.

A number of risks were reassessed to reflect developments during the year, and the register of emerging risks was refreshed. As a result, the risk register and risk matrix were updated, and the alignment of the identified principal risks with the Company's strategic objectives was reviewed. This process is described in further detail below.

The following sections set out the Company's approach to risk identification and management. They describe the principal risks facing the Company, the Committee's assessment of their potential impact on the Company and its portfolio in the current environment, and the measures in place to mitigate those risks.

Risk governance approach

The Board has overall responsibility for the assessment of risk and for the Company's risk management framework. In doing so, it seeks to maintain an appropriate balance between risk mitigation and the delivery of sustainable, long-term risk-adjusted returns for shareholders. The Company's approach to risk management is underpinned by the Board's values of Integrity, Objectivity, Accountability and Legacy.

The Committee oversees the design, implementation and ongoing operation of the risk management framework, including the methodology and processes used to identify, assess and manage risks. A key objective of the Committee is to promote a consistent approach to risk management across the Company's strategy, business objectives, policies and procedures.

The Committee considers the most significant current and emerging risks facing the Company, drawing on a range of quantitative and qualitative information.

This includes portfolio 'vintage' controls that assess concentration by geography and sector; regular reporting of financial and non-financial KPIs and key risk indicators ('KRIs') from the portfolio, including leverage and sustainability metrics; and detailed liquidity reporting. Longer-term risks, together with new and emerging risks, are assessed through the Company's structured risk review process.

The Company also places reliance on the risk management frameworks operated by the Investment Manager and other key service providers, as well as on the risk management practices in place at each portfolio company.

Risk management reports are received regularly from the Investment Manager and other service providers. In addition, members of the Investment Manager's team represent the Company on the boards of portfolio companies, providing direct oversight and insight that informs risk identification, assessment and reporting.

Risk appetite

The Committee reviews the Company's risk appetite on an annual basis and, during the year, confirmed that it remained broadly unchanged. The Company's risk appetite is considered in the context of the principal risks set out below.

As an investment company, the Company necessarily accepts investment risk in pursuit of its objectives. The Company's appetite for investment risk is set out in the Our business model section and the Investment policy contained in this document. All investments are made in accordance with the Investment Manager's RI policy, which is a core component of the Company's approach to risk management. In a competitive environment for new investments, the consistent application of investment discipline remains critical. The Company has a low appetite for regulatory, compliance and conduct-related risks and seeks to manage environmental, social and governance risks through its RI framework and active ownership approach.

Investment discipline is applied equally to investment and realisation decisions, including the realisation of TCR during the year. The Company's investment procedures are rigorous and comprehensive, ensuring that both entry and exit decisions are subject to robust analysis and appropriate governance.

The Company's target risk-adjusted return objective of delivering 8% to 10% per annum over the medium term remains consistent with the underlying investment cases of the current portfolio.

As the portfolio evolves, the range of expected returns across individual investments may broaden. This may include a combination of higher risk / higher return 'value-add' investments and lower risk / lower return 'core' investments. The Company recognises that this could result in greater variability in returns at an individual asset level.

This potential volatility is mitigated through diversification across sectors, geographies and underlying economic risk exposures. Reflecting the Company's current liquidity position, the focus during the year has been on investing through the existing portfolio, where the Board considers more attractive risk-adjusted returns can be achieved than through new platform investments. Following the realisation of TCR the Company maintained diversification through a new investment in LMD.

The Company has deliberately constructed a diversified portfolio while maintaining a disciplined assessment of the risks faced by its portfolio companies. The Committee reaffirmed that the Company's risk appetite for core-plus infrastructure investments remains unchanged and continues to align with the Company's investment mandate and return objectives. Recent macroeconomic uncertainty has tested the appropriateness of the Company's business model and risk appetite; overall, the portfolio has demonstrated resilience, supported by diversification across infrastructure subsectors and underlying risk types. The benefit of diversification can be seen in the resilience of the overall return to the write-down of DNS:NET. The Committee also considers the Company's risk appetite under a range of downside and stressed scenarios, including prolonged periods of market volatility, reduced liquidity and higher interest rates.

The Company adopts a conservative approach to capital management. It has no appetite for permanent gearing, and the achievement of its return objectives is not dependent on the use of leverage. The Company operates a flexible funding model and has historically been an infrequent issuer of new equity in the listed infrastructure market.

During the year, the Company's shares traded at a discount to published net asset value, limiting the ability to issue new equity and increasing the importance of the RCF in bridging the timing between investment, realisation and cash generation from the portfolio. The base £900 million RCF was extended by a year and now matures in June 2029. An additional £300 million commitment under an accordion feature is available until March 2027.

The Company seeks to limit the impact of foreign exchange movements on net asset value through a combination of euro-denominated drawings under the RCF and a foreign exchange hedging programme.

Risk review process

The principal tools used by the Committee to assess the Company's appetite for key risks are the risk register and the risk matrix.

The process for developing, reviewing and updating the risk register and risk matrix is described below, together with an explanation of the Company's appetite for each of the key risks.

In addition to investment risk, which is discussed above, the Company actively manages and seeks to limit exposure to other risks in order to maintain risk exposures within acceptable parameters.

The Company's risk review process includes the regular monitoring of key strategic and financial metrics that are considered indicators of potential changes in the Company's overall risk profile.

Formal risk reviews are undertaken three times a year, with the most recent review conducted in April 2026. These reviews consider a wide range of internal and external factors, including, but not limited to:

• infrastructure sector and broader market overviews;

• key macroeconomic indicators and their impact on the performance and valuation of portfolio companies;

• regular updates on the operational and financial performance of portfolio companies;

• experience gained from investment and divestment processes;

• compliance with regulatory obligations, including climate-related regulations;

• analysis of new and emerging regulatory initiatives;

• liquidity management;

• assessment of climate-related risks to the portfolio, including physical, transition and litigation risks;

• consideration of scenarios that could impact the Company's long-term viability;

• assessment of emerging risks; and

• review of the Company's risk log of relevant incidents or issues arising during the year.

The Committee uses the risk management framework to identify, monitor and assess both key and emerging risks, and to evaluate changes in the Company's risk profile over time. The framework is designed to manage, rather than eliminate, the risk of failing to achieve the Company's objectives or of breaching its risk appetite.

Throughout the year, the Committee monitors those key and principal risks that have the potential to materially affect the achievement of the Company's strategic objectives.

For each identified risk, the Committee assesses both the likelihood of occurrence and the potential impact, taking into account the Company's strategy and business model. Risks are assessed over two time horizons: within three years; and beyond three years. The outcomes of this assessment are reflected in the risk matrix.

Mitigating controls are identified for each risk and their effectiveness is assessed. Where appropriate, additional controls are implemented and their operation reviewed at subsequent Committee meetings.

The principal risks identified through this process are considered in more detail as part of the Company's viability assessment. This assessment evaluates a range of plausible scenarios, including stressed scenarios, that could arise if these risks were to materialise. As an investment company, the stressed scenarios focus primarily on reduced cash flows from the investment portfolio, which could result in debt covenant breaches or the inability to meet liabilities as they fall due.

The Investment Manager models the impact of these scenarios on the Company and reports the results to the Committee. The conclusions of this analysis are reflected in the viability assessment included within this Risk report.

Review during the year

In November 2025, the Committee reassessed the Company's identified key risks and considered whether any updates were required to the list of emerging risks facing the Company. This included a 'blank sheet of paper' exercise, during which each Director, together with selected members of the Investment Manager's team, identified the most significant emerging risks and discussed changes in the impact and likelihood of the Company's key risks. The same risks were also considered over a period beyond three years, together with the Company's risk appetite.

In December 2025, the Investment Manager analysed the information gathered through this process and documented both emerging and key risks. Key risks were scored for impact and likelihood over a three-year period and plotted on a risk matrix. Those risks with the highest combined impact and likelihood were identified as principal risks.

In January 2026, the Committee reviewed the results of the risk scoring exercise and made further refinements where appropriate.

In April 2026, the Committee reviewed and approved the updated risk register and risk matrix, covering both the three-year and beyond three-year assessment periods.

The Company's portfolio benefits from a relatively diverse spread of assets, and the Committee considers it important that this diversity is maintained as the portfolio evolves through new investments, realisations and syndications. Future realisations and syndications are expected to continue to shape the portfolio's risk profile in line with the Company's strategy, providing flexibility to manage exposure to more sensitive assets and to adapt to changes in underlying risk characteristics over time.

The Committee remains confident that the portfolio continues to exhibit defensive and resilient characteristics and is well positioned to benefit from accretive, discretionary growth opportunities, as highlighted in the Review from the Managing Partner. Based on the analysis undertaken during the year, the Committee concluded that the Company's current risk appetite remains appropriate.

As a long-term investor, the Company considers both identified key risks, as set out below, and emerging or longer-term risks. The Company's approach to risk categorisation, including the definition of emerging risks, is described above.

The Board and the Investment Manager take emerging risk considerations into account when assessing portfolio performance and evaluating new investment opportunities.

The objective is to identify potential risks that can be mitigated, managed or, where appropriate, transformed into opportunities. Emerging risks are identified through a range of activities, including engagement with stakeholders, presentations to the Board, attendance at industry events and horizon scanning undertaken by the Investment Manager.

As part of its ongoing risk oversight, the Committee considers whether emerging risks should be incorporated into the Company's risk register. The risk register is treated as a 'live' document and is reviewed and updated regularly to reflect new risks and developments in existing risks.

Emerging risks considered during the year were broadly consistent with those identified in the prior year. These included increasing deglobalisation and protectionist trends, such as competition for critical minerals and the imposition of trade tariffs; evolving cyber security threats including state-sponsored cyberattacks; opportunities and risks associated with the use of AI tools; regulatory and policy developments linked to decarbonisation; geopolitical tensions; and potential global trade and supply chain disruption. In certain instances, emerging risks are encompassed within broader key risks, including market and economic risk.

Consideration of the emerging impact of the conflict in the Middle East is discussed below

The Committee assesses key risks by evaluating their potential impact and likelihood using the Company's risk matrix.

During the year, the Committee reviewed all identified key risks in detail. Within this population, those risks assessed to have the greatest potential impact on the Company's strategy and business model were designated as principal risks and are set out in the Principal risks and mitigation table below. The Risk report does not seek to provide an exhaustive list of all risks and uncertainties faced by the Company; rather, it presents a focused overview of the most significant key risks actively monitored by the Board, together with the principal mitigating controls and developments during the year.

While the external risk environment evolved over the course of the year, the underlying principal risk areas faced by the Company remained broadly consistent with the prior year. These are described in the Principal risks and mitigation table below, which also includes commentary on developments during the year and examples of the material controls and processes in place to manage these risks. Changes in the assessment of impact and likelihood resulted in minor adjustments to the composition and relative weighting of the Company's principal risks compared with the previous financial year.

Market and economic risk was assessed as the most significant risk facing the Company and was considered to have increased during the year. This risk encompasses the potential impact of sustained inflationary pressures, elevated or volatile interest rates, fluctuations in commodity and energy prices, supply chain disruption, the effects of trade tariffs, and ongoing volatility in capital markets, all of which may influence pricing, valuations and portfolio performance.

The conflict in the Middle East

The conflict is likely to impact 3iN's portfolio indirectly through energy market disruption, higher inflation, and economic uncertainty. While cost pressures may affect some assets, inflation-linked revenues and resilient demand in essential infrastructure may help offset downside risks.

The risk of poor investment performance increased during the year, but following the full write-down of DNS:NET the portfolio is no longer exposed to further value movements in that asset and this element of risk has crystallised.

The remaining underperforming asset, SRL, is one of the smaller holdings in the portfolio and therefore has a proportionately limited impact on overall performance. As a result, the risk of poor investment performance was assessed to have decreased at the year end.

Risks associated with liquidity management were assessed to have decreased during the year, reflecting the successful divestment of TCR. Following completion, the transaction is expected to move the Company from a net debt to a net cash position. This improves balance sheet flexibility.

There were no material changes to the assessment of the remaining principal risks during the year.

Fraud and cyber risk

During FY26, information security and cybersecurity remained a key area of focus, reflecting the increasing frequency and sophistication of high-profile external attacks and escalating nation-state activity. In October 2025, the UK Government wrote to CEOs and Chairs of FTSE 350 companies emphasising that cybersecurity should be treated as a board-level responsibility.

The Company remains vigilant to the evolving landscape of cyber, fraud and other technology-related threats that could disrupt operations, compromise data or adversely affect reputation. Oversight of these risks is supported by the Investment Manager's established fraud risk assessment processes and anti-fraud framework, together with regular reporting to the Board and the Committee.

This framework combines preventative and detective controls, including proactive fraud risk reviews led by the Investment Manager's Internal Audit function, mandatory training programmes designed to enhance awareness and vigilance, and access for all staff to an independent confidential reporting service (the 'hotline').

Cybersecurity risk management focuses on identifying and mitigating threats arising from both internal and external sources, including third-party fraud, ransomware and phishing attacks. This is supported by regular staff training, ongoing awareness initiatives and the deployment of appropriate IT security tools and controls.

The Investment Manager also maintains detailed business continuity and disaster recovery plans, which are periodically reviewed and tested to ensure preparedness for significant disruption events.

In addition, key service providers are required to notify the Company promptly of any material cyber or data security incidents, enabling timely assessment and response where necessary.

Climate risk

Climate risk includes both physical risks, such as extreme weather, heat stress and flooding, and transition risks linked to the shift to a low-carbon economy, including regulatory, technological and market developments. These are assessed across multiple time horizons and scenarios to understand potential portfolio impacts.

Failure to identify and manage these risks could affect asset performance, resilience and long-term value, as well as create reputational risk. Physical risks may also impact asset integrity, operations and workforce safety. While uncertainty remains around the pace of change, the Committee recognises climate risk as both a key consideration and an investment theme.

Climate-related regulatory risk is assessed within legal, tax and compliance risk. During the year, the Committee considered the EU Omnibus I package, which simplifies and reduces the scope of CSRD and Corporate Sustainability Due Diligence Directive ('CSDDD'), with implementation ongoing. The reporting burden for parts of the portfolio is expected to reduce.

Climate-related risks, both physical and transition, are also viewed as sources of opportunity across the portfolio. At present, no risks have been identified that would elevate climate risk to a principal risk classification. Transition risks include potential accelerated decommissioning of oil and gas infrastructure affecting Tampnet and ESVAGT, while opportunities include carbon capture developments. Physical risks, such as drought and flooding, may affect feedstock supply and quality for Future Biogas, for example. While the precise potential impact is difficult to quantify, conservative assumptions for feedstock disruption have been incorporated into investment cases, alongside contingency planning for construction and operational activities to address flood risk.

Principle risks and mitigations

External

Operational

Investment

Resilience

Our resilience comes from the effective implementation of our business model, described above. Key elements of our business model relating to resilience include the Investment Manager's disciplined approach to new investment and active asset management, the defensive characteristics of our portfolio of investments, high sustainability standards, our flexible funding model and efficient balance sheet, and the capability of the Investment Manager's team.

This is underpinned by the strong institutional culture and values of our Investment Manager, high standards of corporate governance, and effective risk management.

Over the life of the Company, the Investment Manager has built a resilient and diversified portfolio with good growth potential and downside protection that delivers an attractive mix of income yield and capital appreciation for shareholders. This has been achieved through consistent delivery of our strategic priorities, described above.

Short-term resilience

The Directors assess the Company's short-term resilience through monitoring portfolio, pipeline and finance reports. These are prepared monthly, and discussed at quarterly scheduled Board meetings and Board update calls held between scheduled meetings. Six-monthly detailed investment reviews are prepared by the Investment Manager and discussed with the Board, as part of the half-yearly and annual valuation and reporting processes. These reviews describe sources of risk at portfolio company level, and mitigating actions being taken or considered.

The resilience of key suppliers, including the Investment Manager, is considered annually, or more frequently if appropriate. The Audit and Risk Committee is provided with relevant extracts of reports from the Investment Manager's internal audit team, which includes an annual report on the Investment Manager's European infrastructure investment team. Further detail is included in the Governance section of the Annual Report and Accounts 2026.

The Directors manage the Company's liquidity actively, reviewing reports on current and forecast liquidity from the Investment Manager, alongside recommendations for seeking additional liquidity when appropriate. During the year, the base £900 million RCF was extended and now matures in June 2029. Further discussion on the RCF can be found in the Financial review.

The identification of material uncertainties that could cast significant doubt over the ability of the Company to continue as a going concern forms the basis of the Going concern statement below.

Going concern

The Company's business activities, together with the factors likely to affect its future development, performance and position are set out in the Strategic report and in the Financial statements and related Notes to the Annual report and accounts to 31 March 2026. The financial position of the Company, its cash flows, liquidity position and borrowing facilities are also described in the Financial statements and related Notes to the accounts.

In addition, Note 9 to the accounts includes the Company's objectives, policies and processes for managing its capital, its financial risk management objectives, details of its financial instruments and hedging activities, and its exposures to credit risk and liquidity risk.

The Directors have made an assessment of going concern, taking into account the Company's cash and liquidity position, current performance and outlook, which considered the impact of the current inflationary and interest rate environment, using the information available up to the date of issue of these Financial statements.

The Company has liquid financial resources and a strong investment portfolio, providing a predictable income yield and an expectation of medium-term capital growth.

The Company manages and monitors liquidity regularly, ensuring that it is sufficient.

At 31 March 2026, liquidity remained strong at £669 million (2025: £644 million). Liquidity comprised cash and deposits of £4 million (2025: £4 million) and undrawn facilities of £665 million (2025: £640 million). The £900 million base RCF matures in June 2029, beyond 12 months of the date of this report. The £300 million commitments under the RCF accordion mature in March 2027.

The Company signed an agreement in March 2026 for the sale of its investment in TCR with expected proceeds of €1,140 million. Completion remains subject to customary regulatory approvals only and is anticipated in Q3 2026.

The Company had one contracted investment commitment of €319 million at 31 March 2026 relating to 3i Managed Infrastructure Acquisitions II LP which is the entity set up to acquire a majority stake in the Lefdal Mine Datacenter and a small portfolio of operating renewable assets (2025: nil). Of this commitment, approximately €301 million or £262 million relates to the investment commitment to the Lefdal Mine Datacenter. The Company also expects to make follow-on investments in portfolio companies to fund growth opportunities.

The Company had ongoing charges of £53 million in the year to 31 March 2026, detailed in Table 7 in the Financial review, which are indicative of the ongoing run rate in the short term (2025: £53 million). In addition, the FY26 performance fee of £4 million (2025: £18 million) is due in three equal instalments, with the first instalment payable in the next 12 months along with the second instalment of FY25's performance fee and the third instalment of FY24's performance fee, and a proposed final dividend for FY26 of £62 million which is expected to be paid in July 2026.

Although not a commitment, the Company has announced a dividend target for FY27 of 14.30 pence per share. Income and non-income cash is expected to be received from the portfolio investments during the coming year, some of which will be required to support the payment of this dividend target and the Company's other financial commitments.

The Directors have acknowledged their responsibilities in relation to the Financial statements for the year to 31 March 2026. After making the assessment on going concern, the Directors considered it appropriate to prepare the Financial statements of the Company on a going concern basis.

The Company has sufficient financial resources and liquidity and is well-positioned to manage business risks in the current economic environment and can continue operations for a period of at least 12 months from the date of this report. This is supported by the scenario analysis and stress testing described in the medium-term resilience section and the Viability statement. Accordingly, the Directors continue to adopt the going concern basis in preparing the Annual report and accounts.

Medium-term resilience

The assessment of medium-term resilience, which includes modelling of stressed scenarios and a reverse stress test, considers the viability and performance of the Company in the event of specific stressed scenarios, which are assumed to occur over a three-year horizon. This stress testing forms the basis of the Viability statement.

The Directors consider that a three-year period to March 2029 is an appropriate period to review for assessing the Company's viability. This reflects greater predictability of the Company's cash flows over that time period and is aligned to the Company's risk review cycle. There is increased uncertainty surrounding economic, political and regulatory changes over the longer term.

The stress testing focuses on the principal risks, but also reflects those new and emerging risks that are considered to be of sufficient importance to require active monitoring by the Audit and Risk Committee. The scenarios used are described in the Viability statement. The medium-term resilience of the Company is assessed through analysing the impact of these scenarios on key metrics such as total return, income yield, net asset value, covenants on the RCF and available liquidity.

Viability statement

The Directors consider the medium-term prospects of the Company to be favourable. The Company has a diverse portfolio of infrastructure investments, producing good and reasonably predictable levels of income which cover the dividend and costs. The defensive nature of the portfolio and of the essential services that the businesses in which we invest provide to their customers, are being demonstrated in the current climate. The Investment Manager has a strong track record of investing in carefully selected businesses and of driving value through an active asset management approach. The Directors consider that this portfolio can continue to meet the Company's objectives.

The Directors have assessed the viability of the Company over a three-year period to March 2029. The Directors have taken account of the current position of the Company, including its liquidity position, with £4 million of cash and £665 million of undrawn credit facilities, and the principal risks it faces, which are documented in the Principal risks and mitigations table above.

The Directors have considered the potential impact on the Company of a number of scenarios in addition to the Company's business plan and recent forecasts, which quantify the financial impact of the principal risks occurring. These scenarios represent severe yet plausible circumstances that the Company could experience, including a significant impairment in the value of the portfolio and a reduction in the cash flows available from portfolio companies from a variety of causes.

The assessment was conducted over several months, during which the proposed scenarios were evaluated by the Board, the assumptions set, and the analysis produced and reviewed. Analysis included the impact of a prolonged liquidity constraint for the Company resulting from not being able to sell assets or raise equity due to unfavourable market conditions.

Other considerations included the possible impact of climate-related events and transition risks, widespread economic turmoil, escalating geopolitical conflicts, a tightening of debt markets and the failure of a large investment.

The assumptions used to model these scenarios included: a fall in value of up to 30% for some or all of the portfolio companies; a full write-down of a large asset; a reduction in cash flows from portfolio companies; a reduction in the level of new investment and/or realisations; the imposition of additional taxes on distributions from or transactions in the portfolio companies; an increase in the cost of debt by up to 3.0% and restriction in debt availability; a sustained devaluation in sterling increasing the liquidity requirements for the hedging programme and an inability for the Company to raise new equity. The implications of changes in the inflation, interest rate and foreign exchange environment were also considered, separately and in combination.

The results of this assessment showed that the Company would be able to withstand the impact of these scenarios occurring over the three-year period. The Directors also considered scenarios that would represent a serious threat to its liquidity and viability in that time period.

These scenarios were considered to be remote, such as markets closed to new equity issue, a fall in equity value of the portfolio of more than 40% while being fully drawn on the RCF, or an equivalent fall in income.

In such circumstances additional options may be available to mitigate the impact on the Company's liquidity and cash flow including:

(i) sell assets

(ii) reductions in operating and capital expenditure or raising additional debt at portfolio company level to fund distributions to the Company

(iii) extension of debt facilities

(iv) the potential to raise additional funds from other sources

Based on this assessment, the Directors have a reasonable expectation that the Company will be able to continue in operation and meet its liabilities as they fall due over the three-year period to March 2029.

Long-term resilience

As described above, the long-term resilience of the Company, beyond the Viability statement period, comes from the effective implementation of our business model and consistent delivery of our strategic objectives.

Our approach to origination and portfolio construction, focus on price discipline, and active asset management approach enable us to adapt in response to new and emerging risks and challenges, including climate change and developments in megatrends.

The characteristics that are commonly found across our portfolio, described above, support the long-term resilience of the Company.

The underlying megatrends supporting the longer-term resilience of each portfolio company are identified in the Megatrends section.

We have a long-term investment time horizon made possible by our permanent capital base that is unconstrained by the fixed investment period and fundraising cycle seen in private limited partnership funds.

Although the scenarios and stress testing to support the Viability statement are modelled over a three-year time horizon, the resilience shown by the Company, and its ability to recover from these stressed situations, supports the assessment of our resilience over a longer term than three years.

Directors' duties

Section 172 statement

The Company adheres to the AIC Corporate Governance Code (the 'AIC Code'), which is endorsed by the Financial Reporting Council ('FRC') and supported by the Jersey Financial Services Commission ('JFSC'). This enables the Company to report on matters set out in section 172 of the Companies Act 2006 ('s172') to the extent they do not conflict with Jersey law.

We recognise that our business can only grow and prosper by acting in the long-term interests of our key stakeholders, and that a good understanding of the issues affecting stakeholders should be an integral part of the Board's decision making process. The insights that the Board gains through the stakeholder engagement mechanisms it has in place form an important part of the overall context for all the Board's discussions and decision making processes.

As an externally managed investment trust, the Company has no employees or customers and its key stakeholders are its shareholders, service providers (most notably the Investment Manager), portfolio companies, lenders, and government and regulatory bodies.

Day-to-day engagement with our stakeholders is principally managed by the Investment Manager, although, where appropriate, the Directors have direct touchpoints with stakeholders during the year.

Pursuant to s172, a director of a company must act in a way they consider, in good faith, would be most likely to promote the success of the company for the benefit of its members as a whole, and in doing so have regard to the following factors:

The likely consequences of any decision in the long term

Our purpose and strategy, combined with the responsible investment approach of the Investment Manager, focus on achieving long-term success.

The interests of the company's employees

While we do not have any employees, our purpose includes the intention to have a positive influence on our portfolio companies and their stakeholders, which includes the employees of those portfolio companies.

The need to foster the company's business relationships with suppliers, customers and others

We engage with all our stakeholders, whether directly or through the Investment Manager, in an open and transparent way to foster strong business relationships.

The impact of the company's operations on the community and the environment

As owners of infrastructure businesses with majority or significant minority holdings and representation on their boards, we recognise our ability to influence our portfolio companies to ensure they act responsibly.

The desirability of maintaining a reputation for high standards of business conduct

Our success relies on maintaining a positive reputation, and our values and ethics are aligned to our purpose, our strategy and our ways of working.

The need to act fairly towards members of the company

The Board actively engages with its shareholders and considers their interests when implementing our strategy.

Read more in the Annual report and accounts 2026, available on our website.

Accounts and other information

Statement of comprehensive income

For the year to 31 March

Statement of changes in equity

For the year to 31 March

Balance sheet

As at 31 March

The Financial statements and related Notes were approved and authorised for issue by the Board of Directors on 11 May 2026 and signed on its behalf by:

Richard Laing

Chair

Cash flow statement

For the year to 31 March