Ocean Wilsons Holdings Limited
Preliminary results for the year ended 31 December 2024
Strategic Report
About Ocean Wilsons Holdings Limited
Ocean Wilsons Holdings Limited (“Ocean Wilsons” or the “Company”) is a Bermuda investment holding company which, through its subsidiaries, holds a portfolio of international investments and operates a maritime services company in Brazil. The Company is listed on both the London Stock Exchange and the Bermuda Stock Exchange.
Principal Activities
The Company’s principal activities are currently the management of a diverse global investment portfolio and the provision of maritime and logistics services in Brazil.
Ocean Wilsons has two operating subsidiaries: Ocean Wilsons (Investments) Limited (“OWIL”) and Wilson Sons S.A. (“Wilson Sons”) (together with the Company and their subsidiaries, the “Group”).
In October 2024, the Company agreed to sell its entire interest in Wilson Sons, with completion of this transaction expected in Q2 or Q3 of 2025, subject to regulatory approvals and other closing conditions.
Following its announcement of the transaction, the Board undertook an extensive consultation exercise with shareholders regarding its use of net proceeds from the transaction. Having considered the feedback from that exercise, the Company announced on 20 March 2025 that it intends to return a portion of those net proceeds to shareholders by way of a tender offer for up to 7,072,608 ordinary shares of 20 pence each in the capital of the Company representing 20% of the issued share capital of the Company.
The tender offer has been sized on the basis that it is the largest practicable that the Company is currently able to undertake while ensuring that the Company does not become a “close company” for the purposes of the UK Income and Corporation Taxes Act 1988.
The Board expects to launch the tender offer as soon as reasonably practicable following completion of the transaction, at which point the detailed terms of the tender offer, including its structure, terms and pricing, will also be provided to shareholders.
The Board continues to consider a range of strategic options in relation to its use of the net proceeds of the transaction remaining after completion of the tender offer and expects to make a further announcement in due course.
Objective
The Company’s objective is, and will continue to be post the completion of the sale of Wilson Sons, to focus on long-term value creation through its investment holdings, leveraging our long-standing investment market relationships and through detailed insights and analysis.
Data Highlights
| Key Data at 31st Dec ($m) | 2024 | 2023 | Change |
| Profit after tax | $119.1 | $103.1 | +15.5% |
| Investment portfolio net return | $16.9 | $25.8 | -34.5% |
| Investment portfolio assets | $325.9 | $310.9 | +4.8% |
| Net assets | $839.4 | $815.8 | +2.9% |
| Net debt | $336.1 | $479.1 | -29.8% |
| Net cash inflow from operating activities | $185.3 | $128.7 | +44.0% |
| Share Data at 31st Dec | 2024 | 2023 | Change |
| Share price | GBP 13.00 | GBP 12.00 | +8.3% |
| Earnings per share | USD 202.7 cents | USD 189.6 cents | +6.9% |
| Dividend paid per share | USD 85 cents | USD 70 cents | +21.4% |
| Proposed dividend per share for 2025 | USD 122 cents | +43.5% | |
The Chair’s Statement
I am pleased to present the 2024 Annual Report for Ocean Wilsons. 2024 was a pivotal year for the Company as we took significant steps to reshape the business. The Board remains focused on prudent capital allocation and optimising outcomes for our shareholders in the years ahead.
Sale of Wilson Sons
A defining event of the year was the announcement in October 2024 that we had agreed to sell our entire interest in Wilson Sons to SAS Shipping Agencies Services Sàrl, a wholly owned subsidiary of MSC Mediterranean Shipping Company SA, for BRL17.50 per share. This decision reflects the ongoing consolidation trend in the global port operations industry, where larger players are driving market efficiencies. While Wilson Sons has continued to generate strong revenues and earnings, we firmly believe that this sale represents a compelling opportunity to realise value for our shareholders while positioning Ocean Wilsons for the future.
Until the completion of the transaction, Ocean Wilsons continues to benefit from Wilson Sons’ financial performance, including dividend distributions, which are returned to shareholders through our dividend policy. We remain confident in the contribution of Wilson Sons to our overall financial strength until completion of the disposal.
Use of Proceeds and Shareholder Consultation
Following extensive consultation with shareholders on the optimal use of proceeds from the Wilson Sons sale, the Board announced on 20 March 2025 its intention to initiate a tender offer for up to 20% of the Company’s outstanding shares. The detailed terms of the tender offer, including pricing and structure, will be finalised and announced to shareholders as soon as reasonably practicable following the closing of the Wilson Sons transaction. This return of capital has been sized so as to balance our commitment to delivering shareholder returns while ensuring that the Company does not become a “close company” for the purposes of the UK Income and Corporation Taxes Act 1988.
The use of the remaining proceeds from the sale are still under consideration and the Board is actively engaged in assessing various strategic opportunities. We are committed to ensuring that these funds are deployed in a manner that aligns with our overall business strategy and responds to the shareholder feedback we received in our consultation process. The market will be updated as our plans evolve in the coming months.
Investment Portfolio Performance and Market Outlook
Our investment portfolio subsidiary, OWIL, delivered a net return of 5.3% in 2024. While this was a solid performance, particularly in the context of broader market conditions, the return aligns with the expected volatility that is likely to increase in 2025 given the initial experience and the anticipated policies under the Trump administration. Despite near-term uncertainties, OWIL remains well-positioned with a strategy focused on diversified, high-quality investments that support steady and sustainable growth.
Commitment to Future Growth and Shareholder Returns
Looking ahead, our primary focus remains on delivering sustainable financial performance and ensuring effective capital management. We are committed to:
- Returning capital to shareholders – through the planned tender offer and distribution of the regular dividends from Wilson Sons, while maintaining financial flexibility.
- Strategic capital deployment – ensuring that the remaining proceeds from the Wilson Sons sale are utilised in a manner that aligns with our corporate objectives and which provides appropriate shareholder returns.
- Maintaining a robust investment portfolio – OWIL remains well-positioned to navigate market volatility while continuing to generate positive returns.
The Board remains confident in the strength of Ocean Wilsons’ investment approach and is fully committed to executing initiatives that support sustainable performance and shareholder value creation. We appreciate the continued support of our investors and look forward to the opportunities that lie ahead as we enter this new phase for the Company.
We have proudly invested in Wilson Sons for over 80 years, and I would like to extend our deep appreciation to the Wilson Sons board, management, and employees for their enduring partnership. They have consistently delivered strong operational results and provided vital support throughout Ocean Wilsons’ strategic review and subsequent due diligence processes. Their professionalism, commitment, and willingness to facilitate the transaction, including assistance with the regulatory filing requirements, has been invaluable. We leave Wilson Sons with immense gratitude for their many contributions to our Company’s history, growth, and reputation and wish them every future success.
Caroline Foulger
Chair
19 March 2025