Annual Financial Report

Aberforth Smaller Companies Trust plc Audited Final Results for the year to 31 December 2013 The following is an extract from the Company's Annual Report and Accounts for the year to 31 December 2013. The Annual Report is expected to be posted to shareholders on 1 February 2014. Members of the public may obtain copies from Aberforth Partners LLP, 14 Melville Street, Edinburgh EH3 7NS or from its website at www.aberforth.co.uk. A copy will also shortly be available for inspection at the National Storage Mechanism at: www.morningstar.co.uk/uk/NSM facility. FINANCIAL HIGHLIGHTS Net Asset Value Total Return +52.4% Benchmark Index Total Return +36.9% Ordinary Share Price Total Return +62.0% Final Dividend increased by 5.9% to 16.15p per Ordinary Share The objective of Aberforth Smaller Companies Trust plc (ASCoT) is to achieve a net asset value total return (with dividends reinvested) greater than that of the Numis Smaller Companies Index (excluding Investment Companies) over the long term. ASCoT is managed by Aberforth Partners LLP. CHAIRMAN'S STATEMENT TO SHAREHOLDERS Review of 2013 performance In last year's Chairman's Statement, I warned that the returns we had enjoyed from smaller companies in 2012 were unlikely to be repeated in 2013. I am delighted to say that this proved wide of the mark. 2013 was another excellent year for UK smaller companies, surpassing the substantial returns in 2012. The FTSE 100 Index gave a total return of 18.7%, while the FTSE All-Share Index, which is heavily weighted towards large companies, gave a return of 20.8%. By comparison, the Numis Smaller Companies Index excluding Investment Companies (NSCI (XIC)), your Company's benchmark, gave a return of 36.9%. Over the same period, your Company's net asset value total return was 52.4%, while the share price total return was 62.0%. From a historical perspective, 2013 returns represent the best absolute annual returns achieved by your Company since its inception in 1990. The Managers' Report provides more detail on 2013's performance and, importantly, will put it into a longer term perspective, with regard to the size and style influences that have prevailed since the 2008 crisis. It would be remiss of me not to re-iterate what I said last year, namely, that returns of this magnitude require a health warning. They are unlikely to be matched in 2014. Continuation vote It is your Company's policy to hold a continuation vote every three years. The Annual General Meeting on 27 February 2014 brings the seventh such vote in your Company's history. In performance terms, the three year returns for your Company compared to its benchmark (73.9% vs 61.7%) provide a favourable backdrop to the upcoming vote. That has not always been the case and indeed the future will inevitably involve continuation votes that are set against periods of three year underperformance. All fund managers, including the most talented, experience runs of poor returns. This is why performance needs to be assessed over very long intervals in order to distinguish between luck, whether good or bad, and true investment skill. This is especially true of value investors. The Managers, Aberforth Partners, have a consistent investment approach based on the value investing style. This can lead to indeterminate periods of underperformance. These periods can be both savage, as was the case during the TMT bubble in the late 1990s, and enduring, as has been the case in the post 2008 financial crisis world. For the value manager, such times represent a clear and present danger. It is during these periods of extreme underperformance that the temptation to become a "little less value" and a "bit more growth" becomes intense. Yielding to temptation would obviously dilute any outperformance as and when value returned to favour as was the case in 2013. The Managers' consistent investment approach and long run performance record over 23 years are two of the most important facets that your Board has considered in putting forward a recommendation with regard to the continuation vote. Your Board continues to have confidence in the Managers and believes that their niche offering, coupled with a commitment to restrict the business in terms of funds under management, has served Shareholders well over the past 23 years. A well resourced and experienced, but evolving, investment team, which holds a significant stake in your Company, brings additional benefits in the opinion of your Board and avoids some of the "star manager issues" that have characterised the broader fund management industry in recent years. Your Board is therefore recommending that Shareholders vote in favour of your Company's continuation. Your Board intends to do so in respect of their aggregate beneficial holdings of 73,686 Ordinary Shares. Dividends In 2013, despite a lacklustre profits backdrop, the dividend experience from investee companies continued to be generally positive. In this context, your Board is pleased to declare a final dividend of 16.15p. This results in total dividends for the year of 23.5p, representing an increase of 5.6% on 2012. Based on the year end share price of 1095p, your Company's shares deliver a 2.1% yield. Your Board remains committed to a progressive dividend policy. Your Company's revenue reserves, after adjusting for payment of the final dividend, amount to 36.1p per share (up from 32.1p as at 31 December 2012), and provide a degree of flexibility going forward. The final dividend, subject to shareholder approval at the 2014 Annual General Meeting, will be paid on 6 March 2014 to Shareholders on the register as at the close of business on 7 February 2014. The ex dividend date is 5 February 2014. Your Company operates a Dividend Reinvestment Plan and details of the plan, including the Form of Election, are available from Aberforth Partners LLP or on its website, www.aberforth.co.uk. Gearing It has been your Company's policy to use gearing in a tactical manner throughout its 23 year history. The existing £100m facility with The Royal Bank of Scotland has a term expiring in May 2014. As has been the case in the past the facility term dovetails with the three yearly continuation vote cycle. After the Annual General Meeting, and providing the continuation vote is duly passed, your Board and the Managers would seek to put in place a new facility which would continue to provide your Company with access to liquidity for investment purposes and to fund share buy-ins as and when appropriate. In an illiquid, and at times volatile, asset class such as UK smaller companies having access to immediate funds through a credit facility provides the Managers with enhanced flexibility. At the year end, gearing stood at 2.6% of Shareholders' funds. During the year, the level of gearing ranged from 1.7% to 8.0% with an average of 5.4%. Board changes Professor Walter Nimmo, who has been a Director since July 2004, will not be standing for re-election at the forthcoming Annual General Meeting. Walter has been an excellent member of your Board and we will all miss his invaluable contributions. We wish Walter all the very best for the future. We are delighted to appoint both Julia Le Blan and Paula Hay-Plumb as directors of your Company with effect from 29 January 2014. Both bring a wealth of knowledge of the investment world, including investment trusts, and we look forward to working with them. Share buy-in At the Annual General Meeting in March 2013, the authority to buy in up to 14.99% of your Company's Ordinary Shares was approved. During the year, 310,000 Ordinary Shares (0.3% of the Company's issued share capital) were bought in at a total cost of £2.758 million. Consistent with your Board's stated policy, those Ordinary Shares have been cancelled rather than held in Treasury. Once again, your Board will be seeking to renew the buy-in authority at the Annual General Meeting on 27 February 2014. Regulatory developments As highlighted previously, your Company is an "Alternative Investment Fund" as defined by the Alternative Investment Fund Managers Directive. Your Board has invited the Managers to act as the "Alternative Investment Fund Manager" for your Company. The various steps to be completed to ensure your Company and the Managers comply with the requirements of the Directive are well underway. Summary In my statement last year I drew attention to tentative signs that investors were returning to both value investing and to the smaller constituents of the NSCI (XIC). Those trends remained largely in place through 2013 to the benefit of your Company's absolute and relative performance. Encouragingly, historical data might suggest that such shifts can often persist over several years but, equally importantly, historical data would also suggest 2014 returns will be materially below those achieved in 2013. Irrespective of what 2014 delivers, your Board continues to have confidence in the value investment style and in the Managers' consistent application of that style to the benefit of Shareholders. That consistency lies at the heart of the excellent long term returns achieved by your Company. Since your Company's formation in 1990, the NSCI (XIC) has risen by 11.8% pa in total return terms. By comparison, your Company's net asset value total return has been 14.8% pa. Finally, your Board very much welcomes your views and we are always available to talk to Shareholders directly. My email address is noted below. Professor Paul Marsh Chairman 28 January 2014 paul.marsh@aberforth.co.uk MANAGERS' REPORT Introduction With an NAV total return in 2013 of 52.4%, ASCoT enjoyed its best ever year of absolute performance since its launch in 1990. This return is analysed in detail in the Investment Performance section of this report, but the principal influences were the general buoyancy of equity markets, the particular strength of small companies and a re-emergence of the value style. In the UK, the FTSE All-Share recorded a total return of 20.8%. Large companies have now exceeded their previous peak levels, set in 2007, in both capital only and total return terms. Small companies, measured by the NSCI (XIC), entered new territory some time ago and in 2013, with a total return of 36.9%, extended their record of out-performance against large companies since the global financial crisis. Indeed, the period since the crisis has witnessed small companies' best five year performance against large companies in ASCoT's history. The roots of these returns from small companies were in the very low valuations ascribed to riskier assets as they emerged from the recession and global financial crisis. In the immediate aftermath, investors tended to crave certainty and thus eschewed the more illiquid or, what they perceived as, more volatile small companies. The "risk-on, risk-off" phenomenon of recent years acted as a further discouragement. In 2013, impetus was given to the performance of small companies by improving confidence amongst investors, as evidence mounted that the global macro economy is stabilising, if not improving. The Eurozone stopped getting worse, though the buoyancy of the core at the expense of the periphery continues and thus probably raises the future threat to the integrity of the currency union. In the US, the recovery proceeds, despite the best efforts of the politicians and uncertainty over the "tapering" of quantitative easing. With the US current account deficit showing less inclination to expand than in previous recoveries, China has experienced pressure on its still high growth rates, though there is some optimism that the new leadership regime is determined to effect a rebalancing of the economy towards domestic demand. The UK's economy confounded the majority of expectations that prevailed at the start of the year. The recovery became more firmly entrenched as the coalition's growth initiatives, together with less difficult export markets, started to take effect. "Help-to-buy" divides opinion but there is little doubt that it is influential, directly on the housing market and indirectly on areas such as general confidence and tax revenues. The concern is that a recovery based on higher lending is ephemeral, so examination of movements in real incomes will intensify in 2014. While interest rates are likely to remain extremely low until 2015, scrutiny of Mark Carney and his own "tapering" tactics will increase over coming months. The pick-up in confidence arising from improving world economies has, in turn, engendered a willingness among investors to venture into long-neglected parts of the stockmarket, which has been accompanied by a shift in investment style towards the value approach of your Managers. But enthusiasm continues to be tempered by the influence of today's very loose monetary conditions: the extent of the real economy's reliance on quantitative easing and low interest rates is unclear. In an investment world confronted by "tapering", the prevailing mind-set of investors would appear to be that good news, from the perspective of the real economy, is bad news for asset prices. However, with anything approaching a long term investment horizon, should not a normalisation of monetary conditions, associated with an improving economy, be cause for encouragement? Investment performance ASCoT's NAV total return in 2013 was 52.4%, which is the best calendar year result in the trust's history. Gearing, which averaged 5.4% through the year, was helpful, as the table below demonstrates. For the 12 months ended 31 December 2013 Basis points Stock selection 1,264 Sector selection (25) ------ Attributable to the portfolio of investments, 1,239 based on mid prices (after transaction costs of 51 basis points) Movement in mid to bid price spread 75 Cash/gearing 321 Purchase of ordinary shares 5 Management fee (91) Other expenses (6) ----- Total attribution based on bid prices 1,543 ----- Note: 100 basis points = 1%. Total Attribution is the difference between the total return of the NAV and the Benchmark Index (i.e. NAV = 52.36%; Benchmark Index = 36.93%; difference is 15.43% being 1,543 basis points). Sectors The distinction between stock and sector selection shown in the preceding table may give a false impression of your Managers' investment process. The vast majority of companies enter the portfolio through a bottom-up assessment of their individual merits; it is very unusual for top-down considerations to affect the portfolio's profile. However, collections of decisions on individual businesses can result in an exposure of the portfolio to sector themes. At the current time, one such theme would be the portfolio's relatively low weighting in resources. This reflects a concern that the cheap money available to this sector over the past decade and consequent substantial investment has resulted in an imbalance of supply and demand for several commodities. Few company boards within the small company resources arena have as yet woken up to the new environment of greater capital discipline that is exemplified by some of their larger peers. That said, if they do, opportunities may emerge. With an exposure of 11.4% against 7.8% for the NSCI (XIC), the portfolio's largest over-weight sector position is in Technology. This very much reflects an aggregation of decisions on individual businesses, rather than a particular optimism for spending on technology. In 2013, this positioning was unhelpful to ASCoT's relative return as the market was led by sectors more likely to benefit from a domestic cyclical recovery. Style Your Managers' tendency to revisit the influence of investment style is due to their consistent adherence to their value investment philosophy. The stockmarket is more fickle and oscillates between periods of favouring either the growth or the value style. Between the global financial crisis and the beginning of 2013, the growth style was in the ascendancy, as tough economic conditions and heightened uncertainty favoured companies with secular, albeit often modest, growth characteristics. However, the rising confidence of 2013 encouraged a more general re-acquaintance with the cheaper "smaller small" companies that have inhabited ASCoT's portfolio for some time. Aberforth employs two third party style models to gauge style influences on the performance of the NSCI (XIC). These give mixed messages about the precise performance of the value style in 2013. However, your Managers would suggest that the extent of ASCoT's out-performance against the NSCI (XIC) would have been difficult to achieve without a following wind from style. Strong balance sheets The national accounts show that the UK corporate sector has been a net saver for over a decade. The global financial crisis and recession only added to the reluctance of boards to utilise their cash and so balance sheets have strengthened significantly over the past five years. Small companies have been part of this trend: one third of Aberforth's tracked universe is represented by companies with net cash on their balance sheets. While cash provides strategic flexibility, it drags down returns on equity, particularly in the present low interest rate environment. Companies with net cash on their balance sheets account for 37% of ASCoT's portfolio. In many cases, cash levels are more than sufficient even in the eventuality of another recession. Your Managers are therefore keen to see more of that financial strength employed. The preference is clearly organic investment. Failing such opportunities, acquisitions might make sense, though only if they compare favourably with the benchmark of low risk returns of cash to shareholders. De-equitisation The good performance of small companies in 2013 came despite a dearth of M&A activity. Only five deals within the NSCI (XIC) were completed; of these, ASCoT held one. This was by some distance the quietest year for M&A in ASCoT's history. With balance sheets strong across much of the global corporate landscape and with the valuations of the majority of small companies relatively attractive, the explanation for the lack of M&A probably lies in low levels of confidence around board tables in the early part of the year. However, with confidence now picking up, it is likely that the frequency of M&A will increase in 2014, but then again it can hardly decline. Though they were deprived of M&A fees, it is difficult to feel too sorry for the investment bankers since the IPO market has been resurgent: 15 IPOs eligible for inclusion in the NSCI (XIC) were completed in 2013. Enthusiasm for these deals was boosted by the desire of investors to increase exposure to the often illiquid part of the stockmarket represented by the NSCI (XIC). Moreover, in the early stages of the IPO market at least, valuations were attractive as vendors had to accept lower prices in order to ensure that the listing would take place. ASCoT participated in four IPOs through 2013, two of which were still in the portfolio at the year end. Experience suggests that such opportunities will become fewer as the IPO market gains momentum. Dividends Small companies have not traditionally been the first port of call for income investors, despite income characteristics substantially accounting for the superior total return over the long term of small companies against large. However, it is plausible that a wider recognition of small companies' income credentials has played a role in the particularly strong recent performance of the asset class. At work have been two dynamics. First, the prevailing low interest rate environment has starved the investment world of yield. With extra impetus from quantitative easing, higher yielding assets have attracted the attention of income investors and have seen their yields drop as a result. This phenomenon, dubbed by some "yieldfall", has benefited higher yielding denizens of the NSCI (XIC). Encouraging the process has been the second dynamic: dividend growth, which has averaged close to 10% per annum in the years since the global financial crisis. However, it is important to put this rate of dividend growth in perspective: the base year, 2009, was the worst for small company dividends since 1955. Band Nil Down Flat Up New Other No. of holdings 20 8 11 47 3 3 ASCoT's income account has benefited from this rising tide and from special dividends. The most recent dividend experience is shown in the table above, which categorises the portfolio according to each investee company's most recent dividend action. Encouragingly, around half of the holdings raised their dividends. "New" denotes those companies that started paying dividends for the first time or that, having cut to zero, have resumed payments. The "Other" category contains those companies whose most recent dividends have no relevant comparison, such as the two 2013 IPOs. The "Nil" category contains those companies that do not currently pay dividends; it may act as a reminder that ASCoT is not an income fund, though your Managers' value style tends to bring superior income characteristics across the portfolio as a whole. Most of the members of the "Nil" category should be capable of paying dividends over the next few years. As they do, ASCoT should enjoy a boost to its income and the portfolio's average dividend cover, which at 3.2x is the highest in ASCoT's history, will fall closer to the long term 2.4x average. Valuations Characteristics 31 December 2013 31 December 2012 ASCoT NSCI(XIC) ASCoT NSCI (XIC) Number of companies 92 363 90 389 Weighted average £646m £833m £511m £748m market capitalisation Price earnings ratio 13.6x 16.8x 10.5x 12.8x (historic) Dividend yield 2.3% 2.2% 3.0% 2.8% (historic) Dividend cover 3.2x 2.7x 3.1x 2.8x Small companies experienced a sharp re-rating in 2013. Share prices climbed, but profits across the asset class fell slightly over the year. This disappointing profit performance reflects sluggish macro economic demand conditions in the earlier part of the year and the particular difficulties faced by many of the resources companies in the benchmark. The historic PE of the NSCI (XIC) moved from 12.8x to 16.8x, crossing the average over ASCoT's 23 year history of 13.3x. Therefore, the valuation credentials of small companies, which made them such an attractive asset class in the wake of the global financial crisis, are no longer so compelling. However, there are mitigating factors. * The stockmarket is forward-looking and, with macro economic demand picking-up and cost bases still lean, the prospects for profit growth in 2014 are good: consensus estimates suggest a 10% increase in profits across the small company universe. Moreover, the weakness of 2013 makes comparisons somewhat easier. * ASCoT is actively managed and is not condemned to track the NSCI (XIC), something that the experience of recent years amply demonstrates, both on the upside and the downside. Your Managers strive to keep the portfolio different from the benchmark. A statistical measure of this is Active Money, which has been the focus of much academic research in recent years. Active Money is the sum of the differences between the portfolio weight and the benchmark weight for each stock held in the portfolio. Your Managers aim to keep the ratio above 70%. Given this definition of Active Money, it is impossible to reach 100% without holding companies that are not part of the benchmark index. This is a practice that ASCoT has not pursued: it invests in companies that are members of the benchmark or are likely to become members on future rebalancing. * "Value stretch" is an important concept in a value investment philosophy and may be thought of as the degree to which growth companies are more highly rated than value companies. If the value stretch is wide, then value investors should be presented with an abundance of investment opportunities. As the stockmarket valuations of these opportunities move to reflect more fairly the underlying worth of the companies, the value investor should enjoy good relative performance, other things being equal. Your Managers believe that although the value style was helpful in 2013, the value stretch remains at attractive levels. This may be demonstrated in two ways. First, from a historical perspective, the average portfolio PE of 13.6x sits 19% lower than the NSCI (XIC)'s 16.8x. Over ASCoT's history, the average discount has been 10%, which suggests that there remain many attractively valued companies within the investment universe. 2014 EV/EBITA ratio 34 growth 257 other Tracked Universe ASCoT's portfolio companies companies 14.8x 10.8x 11.3x 9.5x Second, as demonstrated by the preceding table, forward valuations also demonstrate a significant gap between the valuation of the portfolio and that of small companies as a whole. In comparing the valuations of businesses, your Managers favour the ratio of enterprise value to earnings before interest, tax and amortisation (EV/EBITA), since it is unaffected by balance sheet structure and is also the metric commonly used in M&A situations. The table above shows the 2014 EV/EBITA ratio for four categories of company. The Tracked Universe represents 98% of the NSCI (XIC) by value and comprises the 291 companies that are followed closely by your Managers. These are subdivided into 34 "growth companies" and 257 "other companies". The average EV/EBITA of the former group, which tended to perform well in the aftermath of the global financial crisis, is 37% higher than that of the latter group. The premium of the growth stocks to ASCoT's portfolio is higher, at 56%. Outlook & conclusion The improving performance of economies around the world, not least the UK's, has challenged the orthodoxy that dominated financial markets in the aftermath of the global financial crisis. Thus the focus has started to shift from the relative safety of bonds' returns to their skimpiness, and there are indications, albeit not yet "great", of a rotation from bonds into equities. Within equity markets themselves, investors now seem more prepared to explore areas that were overlooked in the aftermath of the global financial crisis. Within the context of the NSCI (XIC), this means that interest has started to broaden from the exclusive cadre of mid caps whose secular growth characteristics or underlying steadiness of business model appealed in a financial world craving certainty. Companies not displaying such "quality" and whose valuations were consequently penalised are now attracting interest, which is to the benefit of the value investment style and therefore to ASCoT. Given the strength of returns over 2013, it is natural to question the attractiveness of today's valuations. Your Managers take heart from what seems still to be a wide value stretch. Moreover, there is evidence of broader valuation anomalies still in place within the NSCI (XIC). "Smaller small" companies remain more lowly rated than the mid cap components of the index: the weighted average market capitalisation of the highly rated growth companies described in the Valuations section above is £1.2bn, considerably higher than the portfolio's £0.6bn. There is also evidence that the craving for certainty continues to affect the valuations of companies with more volatile share prices: since the global financial crisis, companies with more volatile share prices are valued at a discount to those with lower volatility; prior to 2009, the reverse was the case. This phenomenon represents an opportunity for those funds, such as ASCoT, that are ready and able to adopt a longer term investment horizon. For these reasons, your Managers are optimistic that the NSCI (XIC) remains set up in a manner that can benefit ASCoT's relative performance. However, as recent years have made all too clear, the absolute returns that ASCoT generates in 2014 and beyond will be heavily influenced by global financial and macro economic factors that can seem very distant from the parochiality of small UK quoted companies. With global debt levels still elevated and the precise effects of quantitative easing difficult to assess, a normalisation of the financial world is not without risk, but your Managers struggle to see "tapering" as anything other than good news for equities in general and the value style in particular over the medium to long term. The events of the global financial crisis and its aftermath have taught many lessons. Among these, from ASCoT's perspective, it has been shown again that the long term out-performance of the value investment style can come in violent bursts. Determining when the value stretch reaches its limits is difficult - it was easy to miss the opportunities of 2009 or 2013. Your Managers seek to minimise such risk by adhering at all times to their value investment philosophy. This can result in years of poor performance relative to the benchmark index, notably the TMT period and more recently the aftermath of the global financial crisis. However, history suggests that consistent application of such an investment approach does work over time. With its closed end structure and ability to utilise gearing, ASCoT is well placed to exploit shorter term swings in stockmarket sentiment to the benefit of its longer term returns. Aberforth Partners LLP Managers 28 January 2014 DIRECTORS' RESPONSIBILITY STATEMENT Each of the Directors confirm to the best of their knowledge that: (a) the financial statements, which have been prepared in accordance with applicable accounting standards, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company; and (b) the Annual Report includes a fair review of the development and performance of the business and the position of the Company, together with a description of the principal risks and uncertainties it faces. A summary of these can be found below. In addition, each of the Directors considers that the Annual Report, taken as a whole, is fair, balanced and understandable and provides information necessary for Shareholders to assess the Company's performance, objective and strategy. On behalf of the Board Prof Paul Marsh Chairman 28 January 2014 PRINCIPAL RISKS AND RISK MANAGEMENT The Directors have established an ongoing process for identifying, evaluating and managing the principal risks faced by the Company. This process was in operation during the year and continues in place up to the date of this report. Investment in small companies is generally perceived to carry more risk than investment in large companies. While this is reasonable when comparing individual companies, it is much less so when comparing the volatility of returns from diversified portfolios of small and large companies. The Company has a diversified portfolio. In addition, the Company has a simple capital structure, invests only in small UK quoted companies, and outsources all the main operational activities to recognised, well-established firms. The principal risks faced by the Company, together with the approach taken by the Board towards them, have been summarised below: i. Investment policy/performance - the performance of the investment portfolio will typically not match the performance of the benchmark and will be influenced by market related risks including market price, interest rate and liquidity (refer to the Annual Report for further details). However, the Board's aim is to achieve the investment objective over the long term whilst managing risk by ensuring the investment portfolio is managed appropriately. The Board has outsourced portfolio management to experienced managers and receives regular and detailed reports on investment performance. Peer group performance is also regularly monitored by the Board. ii. Share price discount - investment trust shares tend to trade at discounts to their underlying net asset values. The Board and the Managers monitor the discount on a daily basis. Furthermore, the Board intends to continue to use the share buy back facility to seek to sustain as low a discount as seems possible. iii.Gearing risk - in rising markets, the effect of borrowings would be beneficial but in falling markets the gearing effect would adversely affect returns to Shareholders. The Board considers the gearing strategy and associated risk on a regular basis. iv. Reputational risk - the Board and the Managers monitor external factors affecting the reputation of the Company and take action if appropriate. v. Risk appetite - the effect of inappropriate risk appetite or failure to establish an appropriate framework to manage the Company to a desired risk level. The Managers have a clearly defined investment philosophy which includes a number of risk metrics, and they manage a diversified portfolio. The Board continually monitors the Company's performance against the benchmark, and regularly receives a detailed portfolio attribution analysis, including risk measures. vi. Regulatory risk - failure to comply with applicable legal and regulatory requirements could lead to suspension of the Company's share price listing, financial penalties or a qualified audit report. A breach of Section 1158 of the Corporation Tax Act 2010 could lead to the Company being subject to capital gains tax. The Board receives quarterly compliance reports from the Secretaries to monitor compliance with rules and regulations, together with information on future developments. In summary, the Board regularly considers the principal risks associated with the Company, the measures in place to monitor them and the possibility of any other risks that may arise. The Income Statement, Balance Sheet, Reconciliation of Movements in Shareholders' Funds and summary Cash Flow Statement are set out below:- INCOME STATEMENT For the year ended 31 December 2013 (audited) For the year ended For the year ended 31 December 2013 31 December 2012 Revenue Capital Total Revenue Capital Total £ 000 £ 000 £ 000 £ 000 £ 000 £ 000 Gains on investments - 377,222 377,222 - 169,537 169,537 Investment income 29,741 - 29,741 28,065 - 28,065 Other income - - - 1 - 1 Investment management fee (2,614) (4,357) (6,971) (2,057) (3,428) (5,485) Other expenses (496) (3,892) (4,388) (443) (2,035) (2,478) -------- -------- -------- -------- -------- -------- Return on ordinary 26,631 368,973 395,604 25,566 164,074 189,640 activities before finance costs and tax Finance costs (485) (808) (1,293) (540) (899) (1,439) -------- -------- -------- -------- -------- -------- Return on ordinary 26,146 368,165 394,311 25,026 163,175 188,201 activities before tax Tax on ordinary activities - - - (18) - (18) activities -------- -------- -------- -------- -------- -------- Return attributable to equity shareholders 26,146 368,165 394,311 25,008 163,175 188,183 ======= ======= ======= ======= ======= ======= Returns per Ordinary Share 27.37p 385.35p 412.72p 26.07p 170.13p 196.20p The Board declared on 28 January 2014 a final dividend of 16.15p per Ordinary Share (2012 - 15.25p). The Board also declared on 18 July 2013 an interim dividend of 7.35p per Ordinary Share (2012 - 7.0p). The total column of this statement is the profit and loss account of the Company. All revenue and capital items in the above statement derive from continuing operations. No operations were acquired or discontinued in the period. A Statement of Total Recognised Gains and Losses is not required as all gains and losses of the Company have been reflected in the above statement. RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS For the year ended 31 December 2013 (audited) Capital Share redemption Special Capital Revenue Capital reserve reserve reserve reserve Total £ 000 £ 000 £ 000 £ 000 £ 000 £ 000 Balance as at 31 December 957 31 179,461 542,451 45,279 768,179 2012 Return on ordinary - - - 368,165 26,146 394,311 activities after taxation Equity dividends paid - - - - (21,607) (21,607) Purchase of Ordinary Shares (3) 3 (2,758) - - (2,758) ------ ------ ------- ------- ------- -------- Balance as at 31 December 954 34 176,703 910,616 49,818 1,138,125 2013 ====== ====== ====== ====== ====== ======== For the year ended 31 December 2012 (audited) Capital Share redemption Special Capital Revenue Capital reserve reserve reserve reserve Total £ 000 £ 000 £ 000 £ 000 £ 000 £ 000 Balance as at 31 December 961 27 182,103 379,276 40,724 603,091 2011 Return on ordinary - - - 163,175 25,008 188,183 activities after taxation Equity dividends paid - - - - (20,453) (20,453) Purchase of Ordinary Shares (4) 4 (2,642) - - (2,642) ------ ------ ------- ------- -------- ------- Balance as at 31 December 957 31 179,461 542,451 45,279 768,179 2012 ====== ====== ====== ====== ====== ====== BALANCE SHEET As at 31 December 2013 (audited) 31 December 31 December 2013 2012 £ 000 £ 000 Fixed assets: Investments at fair value through 1,167,630 813,326 profit or loss ---------- ---------- Current assets Debtors 2,120 1,857 Cash at bank 536 259 ---------- ---------- 2,656 2,116 Creditors (amounts falling due within (32,161) (577) one year) ---------- ---------- Net current (liabilities)/assets (29,505) 1,539 ---------- ---------- Total Assets less Current Liabilities 1,138,125 814,865 Creditors (amounts falling due after - (46,686) more than one year) --------- --------- Total Net Assets 1,138,125 768,179 ========= ========= Capital and reserves: equity interests Share Capital: Ordinary Shares 954 957 Capital redemption reserve 34 31 Special reserve 176,703 179,461 Capital reserve 910,616 542,451 Revenue reserve 49,818 45,279 --------- --------- Total Shareholders' Funds 1,138,125 768,179 ========= ========= Net Asset Value per Ordinary Share 1,193.22p 802.76p SUMMARY CASH FLOW STATEMENT For the year ended 31 December 2013 (audited) For the year ended For the year ended 31 December 2013 31 December 2012 £ 000 £ 000 £ 000 £ 000 Net cash inflow from operating 21,827 22,708 activities Taxation (15) 9 Returns on investments and (1,225) (1,394) servicing of finance Capital expenditure and financial investment Payments to acquire investments (398,414) (200,491) Receipts from sales of 417,219 223,997 investments -------- -------- Net cash inflow from capital expenditure and financial 18,805 23,506 investment -------- -------- 39,392 44,829 Equity dividends paid (21,607) (20,453) -------- -------- 17,785 24,376 Financing Purchase of Ordinary Shares (2,758) (3,018) Net repayment of bank debt facilities (14,750) (21,250) (before costs) -------- -------- Increase in cash 277 108 ======== ======== Reconciliation of net cash flow to movement in net debt Increase in cash in the year 277 108 Net repayment of bank debt facilities 14,750 21,250 Amortised costs in respect of (51) (52) the bank debt facility -------- -------- Change in net debt 14,976 21,306 Opening net debt (46,427) (67,733) -------- -------- Closing net debt (31,451) (46,427) ======== ======== NOTES TO THE FINANCIAL STATEMENTS 1. ACCOUNTING STANDARDS The financial statements have been prepared on a going concern basis and in accordance with applicable accounting standards and the AIC's Statement of Recommended Practice "Financial Statements of Investment Trust Companies and Venture Capital Trusts" issued in 2009. The same accounting policies used for the year ended 31 December 2012 have been applied. 2. INVESTMENT MANAGEMENT FEE For the year to 31 December 2013 Revenue Capital Total £ 000 £ 000 £ 000 Investment management fee 2,614 4,357 6,971 ====== ====== ====== For the year to 31 December 2012 Revenue Capital Total £ 000 £ 000 £ 000 Investment management fee 2,057 3,428 5,485 ====== ====== ====== 3. DIVIDENDS Year to Year to 31 December 2013 31 December 2012 £000 £000 Amounts recognised as distributions to equity holders in the period: Second interim dividend of 15.25p for the year ended 14,584 13,748 31 December 2012 (2012: 14.3p) First interim dividend of 7.35p for the year 7,023 6,705 ended 31 December 2013 (2012: 7.0p) ------- ------- 21,607 20,453 ======= ======= The final dividend for the year ended 31 December 2013 of 16.15p will be paid on 6 March 2013. This dividend has not been included as a liability in these financial statements. 4. RETURNS PER ORDINARY SHARE The returns per Ordinary Share are based on: Year to Year to 31 December 2013 31 December 2012 £000 £000 Returns attributable to Ordinary Shareholders 394,311 188,183 Weighted average number of shares in issue during the period 95,541,545 95,911,500 Return per Ordinary Share 412.72p 196.02p 5. NET ASSET VALUES The net assets and the net asset value per share attributable to the Ordinary Shares at each period end are calculated in accordance with their entitlements in the Articles of Association and were as follows: 31 December 31 December 2013 2012 £000 £000 Net assets attributable 1,138,125 768,179 Pence Pence Net asset value attributable per Ordinary Share 1,193.22 802.76 As at 31 December 2013, the Company had 95,382,792 Ordinary Shares in issue (31 December 2012 - 95,692,792). During the year to 31 December 2013, the Company bought in and cancelled 310,000 shares (2012 - 446,000 shares) at a total cost of £ 2,758,000 (2012 - £2,642,000). No shares have been bought back for cancellation between 31 December 2013 and 28 January 2014. 6. FURTHER INFORMATION The foregoing do not constitute statutory accounts (as defined in section 434 (3) of the Companies Act 2006) of the Company. The statutory accounts for the year ended 31 December 2012, which contained an unqualified Report of the Auditors, have been lodged with the Registrar of Companies and did not contain a statement required under section 498(2) or (3) of the Companies Act 2006. Certain statements in this announcement are forward looking statements. By their nature, forward looking statements involve a number of risks, uncertainties or assumptions that could cause actual results or events to differ materially from those expressed or implied by those statements. Forward looking statements regarding past trends or activities should not be taken as representation that such trends or activities will continue in the future. Accordingly, undue reliance should not be placed on forward looking statements. The Annual Report is expected to be posted to shareholders on 1 February 2014. Members of the public may obtain copies from Aberforth Partners LLP, 14 Melville Street, Edinburgh EH3 7NS or from its website at www.aberforth.co.uk. CONTACT: Alistair Whyte/Euan Macdonald, Aberforth Partners LLP, 0131 220 0733 Aberforth Partners LLP, Secretaries - 28 January 2014
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