ESG Report 2025

JUNE 2026

Welcome to Apera’s 2025 ESG Report

We are pleased to present our 2025 Environmental, Social and Governance (ESG) report. As we mark our tenth anniversary in 2026, this report captures the progress of the past year and reflects the decade of momentum we have built toward responsible investing. 2025 was a pivotal year for Apera: we closed Fund III, our first Article 8 fund under SFDR, marking an important milestone in our responsible investing journey.

Against a backdrop of geopolitical tensions, regulatory uncertainty and a shifting ESG landscape, we have remained steadfast in progressing on our ESG priorities. Over the past year we further refined our sustainability approach, notably by systematising ESG-linked financing and deepening our dialogue with borrowers. We believe responsible investing is essential to both investment performance and long-term societal outcomes, and that conviction guides where we focus our energies. Three priorities, in particular, will shape the work ahead:

Data quality as a foundation

Reliable, comparable ESG data is the starting point for credible borrower dialogue and for measuring real-world impact.

For our 2025 reporting cycle we onboarded a new data collection platform, refining how we gather, validate and analyse borrower disclosures across the portfolio. This investment in infrastructure enables us to track progress consistently and to measure ourselves and our borrowers against clearer benchmarks.

Climate action and resilience

We are deepening our focus on climate risk and decarbonisation, helping portfolio companies build resilience and capture the opportunities of the transition.

In 2025 we launched a dedicated workstream to enhance our pre- and post-investment climate risk assessment tools. Within this report we publish our inaugural TCFD disclosures, setting a baseline for how we govern, measure and manage climate-related risks and opportunities.

Collaborative engagement to effect change

Being a responsible investor means using our influence where it is most impactful.

ESG-linked financing is now systematically offered across our investment process, with margin ratchets and performance targets that translate intent into measurable accountability. This forms a part of our work with borrowers and sponsors to share and embed ESG best practice into portfolio company operations, and through ESG margin ratchets align financial incentives with enhancements in their ESG management as they progress with the execution of their business plans.

These developments strengthen our existing foundations, supporting the ongoing integration of ESG factors into our investment process. Looking to 2026 and beyond, decarbonisation will be a particular focus as we continue to advance our ESG efforts alongside the borrowers, sponsors and investors who make this work possible.

We extend our gratitude to our investors for their continued trust and engagement.

About Apera

2025 Highlights
as at 31/12/2025
4 Offices
9 Countries invested in
60+ People
28,230+ Jobs supported

Apera at a Glance

Leading private debt manager providing senior financing solutions in the attractive European lower mid-market

~€6bn deployed since 2016
100+ transactions
200+ years collective investing experience

Sustainability has always been a core value and strategic pillar of Apera’s operations and investment activity. We integrate best-practice ESG principles into every stage of our investment and portfolio management process in support of businesses looking to improve performance through both acquisition-led and organic, CapEx-driven initiatives. We engage with portfolio companies in helping them to develop ESG roadmaps across climate targets, resource efficiency, employee well-being, diversity and inclusion, and responsible supply chain management. Through initiatives such as the implementation of ESG margin ratchets across several portfolio companies which enable savings upon the achievement of sustainability-linked KPIs, we are facilitating enhanced performance whilst reinforcing accountability at board levels. As we continue to roll out this and other initiatives and provide access to specialist ESG expertise, software tools and benchmarking, we help businesses build stronger governance frameworks, reduce costs, and protect their licence to operate. This partnership approach aims to improve ESG outcomes for portfolio companies while also enhancing their long-term financial performance, thereby benefiting fund performance.

Continuing Our Sustainability Journey

ESG is integral to Apera’s philosophy and investment process

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Sustainability has been one of the core pillars at Apera since inception. Since joining the UN PRI in 2018, we have steadily deepened the integration of its 6 Principles into our investment process.

2025: Strengthening the foundations

2024 • Dedicated ESG function created
• 100% portfolio carbon coverage (including estimates)

We have focused on refining our data collection and tools to prepare for deeper engagement with borrowers, and for our voluntary TCFD disclosures.

2026: Executing on engagement

• David Wilmot (Founding Partner) appointed ESG Committee Chair
• Pre-investment ESG Grid refined to further integrate climate considerations (roll out 2026)

Our focus shifts to active dialogue with borrowers, with climate at the centre. Systematising ESG margin ratchets in documentation enables these discussions. The focus is on the quality of KPIs and targets, calibrated to each borrower's ESG maturity.

2026 • Novata data collection platform implemented
• Inaugural ESG webinar on sustainability regulations
• ESG policy and exclusions refined
• Systematic ESG margin ratchet approach implemented
• Inaugural ESG report published investment process.
• Corporate carbon footprint conducted

2016 • Apera founded

2018 • Apera becomes a signatory of the UN Principles for Responsible Investment (UN PRI)

2020 • Apera becomes a supporting organisation of the Task Force on Climate-Related Financial Disclosures (TCFD)

2021 • ESG Committee established
• ESG Policy implemented

Responsible Investing

ESG risk assessment is integrated into every step of our investment process.

Screening

We believe that the activities of some businesses run counter to wider societal and environmental goals. Equally some are not compatible with Apera’s responsible investment objectives because they entail sustainability risks or generate additional risks. Consequently, we exclude these borrowers from our investment activities. The exclusion and negative screening criteria are reflected in Apera’s ESG policy, communicated to the investment teams, and reviewed periodically.

If the investment falls into a 'grey area' (e.g. due to sector exposure or customer base) or if the pre-investment ESG assessment yields controversial results, the deal team consults the ESG Committee for review and guidance as to acceptability. The ESG Committee has the discretion to escalate ESG concerns and the authority to decline an opportunity on ESG grounds.

ESG Committee
Consultation

Due Diligence

The investment team carries out ESG due diligence using the pre-investment grid, which evaluates the ESG materiality, exposure and management of a prospective borrower. Key findings are included in the Investment Memorandum for consideration by the Investment Committee.

Documentation

For most transactions, Apera will include a commitment in the credit agreement for the portfolio company to complete an annual ESG questionnaire and provide additional information on ESG topics. Going forward all loan documentation will include provisions for the agreement of ESG margin ratchets, whereby adjustments to the interest margin will be tied to the annual achievement of targets on ESG KPIs.

As part of our ESG monitoring and reporting, an annual ESG questionnaire is sent to each borrower. Agreements with portfolio companies to conduct a minimum number of borrower meetings annually are built in to our loan documentation. Meeting agendas will incorporate relevant ESG items. The collected data is analysed to assess positive and negative ESG impacts and consolidated at portfolio-level. Apera reports annually to our investors and industry initiatives (e.g. UN PRI and EDCI).

Holding Period

Where an ESG margin ratchet is included in loan documentation, Apera will work with the company management and the sponsor to define ESG KPIs and annual Sustainability Performance Targets (SPTs). Performance against these targets may result in a margin adjustment.

ESG Selection During the Screening Process

Apera excludes activities that are incompatible with our responsible investment objectives

Apera’s exclusion policy

Fossil fuels
Gambling
Illegal activity
Munitions / military
Tobacco
Pornography
Alcohol
Nuclear

20% revenues materiality threshold
Complete exclusion

During the pre-investment stage we will apply strict ESG criteria in the evaluation process and seek to influence businesses' sustainability policy post-completion. In addition to ensuring that the firm complies with all applicable laws, regulations, and economic sanctions, Apera applies negative ESG screening across all Funds. This process excludes certain businesses from our investment universe based on sector, products or services, or behaviours deemed undesirable for moral or ethical reasons. Sectors considered to have unmanageable risk(s) are outlined in our exclusion policy, communicated to the Investment Team and reviewed on a periodic basis.

In addition to the excluded activities, Apera applies a norms-based approach, considering the 10 Principles of the UN Global Compact across its 4 Pillars:

Human Rights
Labour
Environment
Anti-Corruption

If an opportunity falls into a “grey area” (e.g. due to sector exposure, customer base, supply chain), the ESG Committee is consulted to form a view and has the authority to decline it on ESG grounds.

The ESG Policy is reviewed annually as part of Apera’s ESG Governance framework to ensure continued alignment with:

• Evolving regulatory requirements • Investor dialogues and expectations • Responsible investment principles

The March 2026 policy further strengthened exclusions around fossil fuels.

2025 ESG Committee consultations

25 Deals reviewed
11 Deals declined

ESG Policy Developments

Apera’s refined climate-related exclusions capture the complete value chain

In 2024, global average temperatures exceeded 1.5°C above pre-industrial levels for the first time, a signal of the accelerating warming that drives physical climate risk. Against this backdrop, national commitments are increasingly shaping our operating environment and that of the companies we finance. As of September 2025, 137 of 198 governments have set Net Zero targets, with the EU pledging a 55% reduction and the UK a 68% reduction in emissions from 1990 levels by 2030. In the past year, Apera has built on its existing policy to integrate TCFD recommendations and refine climate exclusions and selection criteria.

Apera’s Climate exclusions

The following activities are excluded from Apera’s investable universe due to climate considerations:

Exploration, mining, extraction, production, processing, storage, refining and trade of fossil fuels
Production of coal-based energy
Transportation of fossil fuels

Climate considerations

Supporting the transition to Net Zero is one of the key considerations of our responsible investment approach. Before we invest, we focus on identifying assets that are well positioned to retain their licence to operate in a low-carbon economy. Once invested, we work together with our portfolio companies to advance their decarbonisation journey through data collection, knowledge sharing and the setting of credible targets along a decarbonisation pathway.

As a debt provider, we cannot compel companies to measure and reduce their emissions, but we can exert meaningful influence. In doing so, we help manage risk, create long-term value and generate positive spillover effects for society more broadly.

Climate ESG Policy developments

In March 2026, we revisited our climate due diligence framework and aligned our exclusions with the fossil fuel exposure definition under SFDR (PAI 4). The result is a more comprehensive policy that spans the full value chain (upstream, midstream and downstream). Our thermal coal position has been strengthened to a complete exclusion, and a 10% revenue threshold transportation exclusion has been introduced.

Pre-investment physical and transition climate risk assessments

Over the past year, Apera has continued to embed the TCFD recommendations into our investment process. The pre-investment ESG Grid now incorporates a dedicated assessment of physical risk, drawing on company locations and the Global Facility for Disaster Reduction and Recovery (GFDRR) database, alongside transition risk informed by sector exposure. These findings are included in the Investment Memorandum for review by the Investment Committee. Where climate risk is judged to be unmanageable, the opportunity is declined; several activities likely to fall into this category are captured in our exclusion policy.

Assessing ESG Risks and Opportunities During Due Diligence

Our pre-investment ESG grid provides a systematic approach to assessing ESG risks and opportunities

Each opportunity is assessed through two ESG lenses:

• strategic proposition: alignment with long-term sustainability trends and the company’s role in a more sustainable future; and
• operational ESG performance: how effectively the company manages material ESG risks and embeds responsible business practices.

The Investment Team assesses the opportunity using Apera’s proprietary Pre-Investment ESG Grid. This sector-agnostic systematic framework covers material ESG topics, awarding up to 360 points for ESG risk management and 40 points for ESG-related opportunities, and is applied consistently across every opportunity regardless of size or sector.

Where due diligence materials do not sufficiently cover relevant ESG areas, the Investment Team engages directly with management or sponsors to request additional information. Sponsor ESG due diligence reports, where available, complement our internal analysis and support a fuller understanding of the company’s ESG exposure.

The key ESG findings from the due diligence process are summarised in the Investment Memorandum, which is submitted to the Investment Committee for consideration. These findings include the overall ESG score, as well as a climate exposure and management deep-dive.

The grid covers ESG factors material across industries:

General
Environmental
Climate exposure
Carbon footprint
Pollution
Biodiversity
Company size | Geography | Exclusion Policy
Social
Net job creation
Diversity & inclusion
Employee well-being
Governance
Litigation history
Anti-Bribery & Corruption
Cybersecurity

To strengthen the robustness of our ESG analysis, we draw on several external tools:

SASB
Transparency International CPI
Human Rights Map
ND-GAIN Country Index
MSCI Materiality Map
Protected Planet

ESG topics financially material to each industry
Country-level governance and corruption risk
Social and human rights risks by geography
Country-level climate vulnerability and readiness
Sector-specific ESG priorities
Biodiversity risk via protected-area exposure
Physical climate risk

The Portfolio Reporting and Engagement Process

Data forms the foundation of engagement with portfolio companies, allowing us to track and quantify progress

Data collection

• Data on ~75 questions is collected across PAIs, pre-contractual KPIs, EDCI KPIs and ESG developments. • Companies invested in during Q4 are granted leniency for reporting in the following year.

Data validation

• Novata performs an automated robustness check, including comparisons versus previous reporting years.
• Apera performs a robustness review based on industry, country, company size, and expected response.

Performance assessment

• Borrowers gain insight into performance against relevant benchmarks once data collection is complete.
• Apera’s proprietary ESG maturity score combines qualitative and quantitative factors, rating firms from compliance-driven (1) to leader (5).

PAI modelling

• Where portfolio companies do not monitor performance on PAIs, the Upright Project may be used to model and estimate these impacts.
• The PAIs are modelled based on (i) granular sector of activity, (ii) geography, and (iii) revenue, to provide an indicative impact.

Engagement

• Data collection, assessment, and benchmarking inform our engagement priorities, guided by materiality. • Insights gathered during the investment due diligence and data collection process will help in identifying material KPIs and setting appropriate targets for the implementation of an ESG margin ratchet.

2025 Response Rate

Fund I
86%
Fund II
82%
Fund III²
86%

Partnerships and Industry Collaboration

Promoting transparency across the industry and keeping abreast of best practice

Collaboration and best practice sharing are catalysts for advancing responsible investing. Joining the UN PRI in January 2018 marked the formal start of our sustainability journey and our commitment to integrating its 6 Principles. Since then, we have built on this foundation by joining additional initiatives that strengthen our sustainability approach.

Apera has been a signatory of the UN Principles for Responsible Investment (UN PRI) since 2018 and is committed to integrating its 6 Principles:

1. We will incorporate ESG issues into investment analysis and decision-making processes.
2. We will be active owners and incorporate ESG issues into our ownership policies and practices.
3. We will seek appropriate disclosure on ESG issues by the entities in which we invest.
4. We will promote acceptance and implementation of the Principles within the investment industry.
5. We will work together to enhance our effectiveness in implementing the Principles.
6. We will each report on our activities and progress towards implementing the Principles.

2025 UN PRI Summary Scorecard

Policy Governance and Strategy
Direct – Fixed income – Private debt
★★★★

Apera has been a supporting organisation of the Task Force on Climate-Related Financial Disclosures (TCFD) since 2020, with our first voluntary disclosures published in 2026.

TCFD

ESG Data Convergence Initiative

The ESG Data Convergence Initiative (EDCI) is a private markets initiative committed to developing standardised ESG KPIs and a meaningful benchmark. Apera joined in 2025, the inaugural year for private credit participation.

Climate change can be a material driver of long-term risk and value for the businesses we finance, and this section sets out Apera's inaugural, voluntary climate disclosures in response. As a private debt provider in the lower mid-market, we exert influence through credit selection and active engagement rather than ownership. Where physical or transition risks could impact credit quality, we assess them as we would any other driver of credit risk.

Governance

Board Oversight

The Apera Board holds ultimate responsibility for the firm’s strategic direction and risk management framework, including the integration of ESG and climate-related considerations. The Board has formally approved the firm’s approach to climate-related risks and opportunities and has delegated day-to-day oversight of climate matters to the ESG Committee. The Board and ESG Committee convene quarterly to review: (i) the firm’s ESG strategy and alignment with evolving regulatory and market developments, (ii) material climate-related risks that may affect investments, funds and the portfolio, and (iii) Apera’s approach to managing these risks.

Management Oversight

David Wilmot (Founding Partner) has been designated as the senior leader responsible for overseeing the management of climate-related risks and opportunities. As a member of the Board, Management and Investment Committees, and Chair of the ESG Committee, he provides a direct link between strategic oversight and investment decision-making on climate matters. He is kept informed through regular ESG Committee meetings and can escalate climate-related issues to the Board where necessary.

The ESG Committee comprises five members: David Wilmot, Francien Heckman (Head of ESG), and three ESG champions drawn from the investment team, each representing one of Apera’s investment offices. The ESG Committee is responsible for developing and maintaining tools and frameworks to assess climate-related risks and opportunities throughout the investment lifecycle, as well as building internal capacity through training. The ESG Committee meets on a weekly basis to operationalise the ESG policy and form a view on potential investments when consulted by the Investment Team.

Strategy

Climate-related risks and opportunities

Climate change can have negative impacts on the companies we finance through the effects of physical or transition climate risk. The impacts may influence the borrower’s capacity to service its debt. As such, we assess climate alongside other drivers of credit risk to inform our credit underwriting.

The time horizons to assess climate risks and opportunities are aligned with the typical lifecycle of our funds and tenor of loans:

Short-term: 0 - 2 years

This relates to the current ESG monitoring cycle of the funds' underlying investments, and aligns with the typical fundraising period.

Medium-term: 2 - 7 years

This corresponds to the 2-4 years typical holding period of Apera's loans, with the legal maturity of the loan in a typical range of 6-7 years, as well as the fund’s maturity.

Long-term: 7+ years

This extends beyond the maturity of the investments towards the widely recognised global ambition of net zero emissions by 2050, consistent with the Paris Agreement.

Risk Management

Identifying, assessing and managing climate-related risks

Apera’s approach to integrating climate risks within our risk management structure is evolving as our understanding deepens. Starting Q4 2025, Apera has updated its pre-investment ESG Grid to further reflect the recommendations of the TCFD, updated the Investment Memorandum to standardise the inclusion of a section on climate risks and conducted investment team training regarding the consideration of climate risk throughout the investment process. Climate risk analysis is integrated across the lifecycle, including:

Exclusion policy screening

Alignment of the transaction with our sustainability policies, and exclusions which screen out sectors with unmanageable climate risk.

Pre-investment ESG grid

Assessment of the borrower’s physical and transition climate risk and opportunity exposure. Climate risk exposure is categorised as low, medium or high, where a designation as high requires consultation with the ESG Committee.

ESG Committee consultation

Where a potential climate exposure has been flagged by the pre-investment ESG Grid, the committee is consulted and has the authority to decline an investment opportunity.

Climate risk assessment in the Investment Memorandum

Summary of the climate risk and opportunity assessment integrated in every Investment Memorandum for review by the Investment Committee.

Metrics & Targets

Monitoring greenhouse gas emissions

Operational emissions

Apera has calculated the 2025 operational carbon footprint in accordance with the GHG Protocol, covering Scope 1, 2 and 3 (categories 1 – 14) emissions.

• 1,589 tCO₂e
  • Scope 1: 0 tCO₂e
  • Scope 2: 25.2 tCO₂e
  • Scope 3: 1,564 tCO₂e

Financed emissions

Apera's most significant climate impacts come from the investments we finance (Scope 3, category 15). We assess our financed emissions using data gathered through our annual ESG questionnaire and evaluate the portfolio's decarbonisation maturity using the Private Markets Decarbonisation Roadmap (PMDR) framework.

As Apera’s focus is on the lower mid-market, many borrowers are still formalising their ESG strategies and have not assessed their 2025 emissions. Where that is the case, we estimate emissions using the Upright Project. Through our stewardship and engagement activities, our aim is to work with borrowers to help them measure and manage emissions, thereby reducing our reliance on estimations. Where appropriate, an ESG margin ratchet linked to decarbonisation targets may be implemented.

With modelled data included, our disclosure covers 100% of total invested capital.