I. SUSTAINABILITY RISKS
Oyster Bay Management GmbH (“Oyster Bay”) considers sustainability risks as part of its investment decision-making process. Sustainability risks are environmental, social or governance events or conditions, the occurrence of which could have an actual or potential material adverse effect on the value of the investment. Oyster Bay considers sustainability risks as part of the due diligence process prior to any investment. This also includes an assessment of sustainability risks. The results of such an assessment are taken into account when the investment decision is being taken. Oyster Bay remains free in its decision to refrain from investing or to invest despite sustainability risks, in which case Oyster Bay can also apply measures to reduce or mitigate any sustainability risks. At all times, Oyster Bay will apply the principle of proportionality, taking due account the strategic relevance of an investment and its transactional context.
II. PRINCIPAL ADVERSE IMPACTS
No consideration of adverse impacts on sustainability factors
Oyster Bay does not consider the adverse impacts of investment decisions on sustainability factors. Sustainability factors are environmental, social and employee concerns, respect for human rights and the fight against corruption and bribery. No sustainability indicators are currently used. The administrative burden associated with considering adverse impacts on sustainability factors (particularly the use of sustainability indicators) is disproportionate in light of the very limited relevance such impacts could have in the context of Oyster Bay’s investment strategy. Oyster Bay pursues an active venture capital strategy investing in early-stage (seed, series A), series B rounds and growth stage venture investments related to healthy food and beverages, food tech, food supplements, agri tech and e-commerce. Furthermore, given that the Sustainable Finance Disclosure Regulation (EU 2019/2088) (“SFDR”) and the accompanying Regulatory Technical Standards (“RTS”) are new, there is very little or no practical experience or practice about applying their respective provisions. Therefore, substantial legal uncertainties would remain when applying those provisions, in particular with regard to Oyster Bay’s investment strategy. If and when those uncertainties will be resolved and a practicable market and administrative practice will evolve, Oyster Bay will reevaluate its position regarding adverse impacts on sustainability factors in due course.
III. PRODUCT DISCLOSURES
Oyster Bay Venture Capital GmbH & Co. KG (the “Fund”) incorporates ESG principles within its investment processes and within its monitoring processes.
No sustainable investment objective
Sustainable investment is not an objective of the Fund.
Environmental or social characteristics of the financial product
The Fund does not invest, guarantee or otherwise provide financial or other support, directly or indirectly, to companies, including portfolio companies, or other entities whose business activity consists of:
- Weapons and ammunition
- Human cloning (limited)
- Genetic engineering (limited)
The Fund invests in early-stage, i.e. seed and series A rounds, as well as, on a smaller scale, in series B rounds and growth-stage portfolio companies in the healthy food and beverages, food tech, food supplements, agri tech and e-commerce sector.
Proportion of investments
The Fund does not invest a fixed percentage in portfolio companies aligned with environmental and/or social characteristics. The Fund will invest fully in line with its investment strategy. No portion of the Fund’s capital will be allocated to other asset classes.
Monitoring of environmental or social characteristics
As the Fund’s investments are made for several years, Oyster Bay considers it a priority to establish and maintain trust within a good working relationship with the portfolio companies. Within such relationships, Oyster Bay monitors for the Fund ESG compliance at the level of the portfolio companies through an as-needed ad hoc approach. Oyster Bay encourages the portfolio companies to flag potential ESG issues early and engages with Oyster Bay to prevent, resolve or mitigate such issues. Furthermore, Oyster Bay will apply best efforts when negotiating an investment into a portfolio company to reach a side letter agreement requiring the portfolio company to notify Oyster Bay in writing on an ad hoc basis of any apparent ESG issues. Additionally, Oster Bay may initiate such collaborative and cooperative discussions in case Oyster Bay becomes aware of any potential or existing ESG issues. Based on the actual circumstances, Oyster Bay determines in its sole discretion whether and when any actions need to be taken to address any potential or existing ESG issues.
Currently, the methodologies applied comprise of collecting information via a questionnaire from the portfolio companies either before the investment, i.e. within the due diligence process or following the investment. Additionally, Oyster Bay will apply best efforts when negotiating an investment into a portfolio company to reach a side letter agreement requiring the portfolio company to notify Oyster Bay in writing on an ad hoc basis if any adverse effects on sustainability factors become apparent. Currently, there is no quantitative measurement concerning environmental or social characteristics and no sustainability indicators used.
Data sources and processing
The questionnaire is completed by the portfolio company. Further research and investigation by Oyster Bay are not being conducted regularly.
Limitations to methodologies and data
The information collected via the questionnaire as part of Oyster Bay’s due diligence on behalf of the Fund is externally verified only if, and to the extent, misrepresentations are suspected. Thus, it cannot be ruled out completely that false information may remain undetected in certain cases. As the Fund’s investment is made for several years, Oyster Bay considers it a priority to establish and maintain trust within a good working relationship with the portfolio company as a safeguard in light of the limitations described in this section.
Initially, the assessment of how the Fund’s investment in the portfolio company relates to the environmental or social characteristics mentioned above is carried out as part of the due diligence process using a questionnaire. Via the questionnaire, qualitative statements of an environmental or social nature or relating to corporate governance are requested from the portfolio companies and then taken into account in the investment decision-making process. The findings relating to the environment or social or governance aspects are non-binding and being considered in light of all circumstances, including the size of the investment, its strategic importance, its envisaged trajectory as well as the transactional context.
Should Oyster Bay on behalf of the Fund determine any potential issues relating the environmental or social characteristics, it will engage the portfolio company’s manager in discussions with a view to resolving, reducing or mitigating such effects, provided that such efforts will always remain within a scope considered by Oyster Bay in its absolute discretion to be proportionate in light of the size and strategic importance of the respective investment in the portfolio companies and shall take into account the respective bargaining positions and transactional context.