Investor Relations

A holding company, financed on the earnings of what it owns.

The Group funds each acquisition on the earnings of the business acquired, with the vendor’s paper behind the bank, one operating system from the first day, and reporting on fixed dates. These pages describe how the Group is built for the people who finance it, and how it works with the advisers who bring it businesses.

This page contains information about Xyra Group Holdings Limited and its approach. It is not an offer, invitation, or inducement to subscribe for or purchase any securities or to engage in investment activity, it has not been approved as a financial promotion, and no investment may be made on the basis of it. Any conversation that follows is with a principal of the Group and is subject to the Terms of Use.

The structure, in principle

Not a fund, and not an aggregator.

The Group is a holding company; it has no external capital to deploy and no obligation to sell. Each acquisition is funded by term debt from banks, private-credit funds, and other lenders; by asset-based facilities on the business’s own stock and receivables; and by vendor loan notes, deferred consideration, and earn-outs.

The lender is secured on the business acquired. The founder’s paper ranks behind the lender, is rolled, and cannot accelerate. No Group company guarantees another’s borrowing until consolidated audited accounts exist, and the Group raises no equity at holding-company level until it has the scale, the accounts, and the covenant history to do so on institutional terms.

Members of the Board in conversation.

Governance

Designed for listing from the first day.

The Board comprises an independent Chairman, the Principal Founder, the Chief Executive, the Chief Financial Officer, and independent non-executive directors, with a non-executive majority. Four committees, each with a written charter and a non-executive chair, cover audit and risk; nomination and remuneration; ESG and A.I. ethics; and conflicts and compliance.

An investment committee of five approves every transaction above £1m of enterprise value in four stages, from screen to completion, and records its test against the Group’s doctrine line by line. Acquisitions, borrowing, the issue of shares, the budget, related-party transactions, and entry to any new jurisdiction are matters reserved to the Board. Reporting runs to fixed dates: a monthly Board pack by the tenth working day, lender reporting on the dates agreed, a quarterly strategy and risk review, and audited consolidated accounts under IFRS from the first completion.

Members of the Board in session.

Reporting

On fixed dates, on one template.

What the Group reports, and when
MonthlyA Board pack by the tenth working day; a thirteen-week cash forecast from the first week of ownership; covenant reporting on the dates agreed with each lender
QuarterlyA strategy and risk review by the Board; the conduct report under the ESG and A.I. Ethics Charter
AnnuallyAudited consolidated accounts under IFRS from the first completion; an annual statement under the Charter once the Group has trading businesses to report on
Every transactionA quality-of-earnings report by an accountancy firm of standing; a lender case on flat revenue and flat margin; the downside and the loss case before the base case

Contact

A conversation with the Office of the Principal.

Lenders, family offices, and institutions that wish to understand the Group are invited to write. The reply is a conversation, in person or by correspondence, not a document.