Half-yearly Report

BlackRock Income and Growth Investment Trust plc Half yearly results announcement to 30 April 2013 Performance Record Financial Highlights Attributable to ordinary shareholders 30 31 Change April October % 2013 2012 (unaudited) (audited) Assets Net assets (£'000)* 44,099 41,947 +5.1 Net asset value per ordinary share 157.44p 147.81p +6.5 - with income reinvested +8.9 Ordinary share price (mid-market) 154.25p 137.00p +12.6 - with income reinvested +15.1 FTSE All-Share Index (Total Return) 4,946.77 4,338.32 +14.0 Discount to net asset value 2.0% 7.3% -------- -------- -------- For For the the six six months months ended ended 30 30 April April 2013 2012 Change (unaudited) (unaudited) % Revenue Net revenue return after taxation (£'000) 797 518 +53.9 Return per ordinary share** 2.82p 1.81p +55.8 Dividend per ordinary share Interim 2.00p 1.80p +11.1 -------- -------- -------- * The change in net assets reflects the share repurchases made and market movements during the period. **Further details are given in note 4. Chairman's Statement Performance During the six month period to 30 April 2013, the Company's net asset value per share ("NAV") and share price rose by 8.9% and 15.1% respectively. By comparison, the FTSE All-Share Index rose by 14.0% (all percentages with income reinvested). Since the end of April, the Company's NAV and benchmark have remained unchanged. Further information on the Company's performance is set out in the Investment Manager's Report. Revenue return and dividends Revenue return per share for the period was 2.82 pence per share (six months to 30 April 2012: 1.81 pence per share). The Board has declared an interim dividend of 2.00 pence per share (2012: 1.80 pence per share), the uplift reflecting the increase in revenue return compared with the comparative period. The dividend will be paid on 6 September 2013 to shareholders on the Company's register at the close of business on 26 July 2013 (ex dividend date is 24 July 2013). Zero discount policy The Board announced on 29 January 2013 that it had decided to use its share buy back powers with the objective of ensuring that the Company's share price tracks at or around NAV in normal market conditions. In addition, and in order to facilitate the new buy back policy, the existing policy of not buying back shares to hold in treasury at a discount of less than 4% has been amended to enable the Company to buy shares at any discount to the estimated NAV. Any shares repurchased by the Company will now be held in treasury, and might subsequently be reissued to satisfy market demand, but only at a premium to the estimated NAV at the time of issue. 370,000 ordinary shares were purchased and placed in treasury during the period for a total consideration of £576,000 (excluding transaction costs). Since the end of April a further 280,000 ordinary shares have been purchased and placed in treasury for a total consideration of £451,000 (excluding transaction costs). Gearing The Company operates a flexible gearing policy which depends on prevailing conditions and net gearing is subject to a maximum level of 20% of net assets at the time of investment. Under normal operating conditions it is therefore envisaged that net gearing will fall within a range of 0% and 20% of net assets. The maximum net gearing used during the period under review was 7.8% and at 30 April 2013 net gearing was 4.8%. Gearing levels and sources of funding are reviewed regularly. The Company currently has an unsecured sterling revolving credit facility of £5 million with ING Bank N.V., with a maturity date of 31 October 2013. Fund Manager On 18 April 2013, the Board announced that it had been informed that Nick McLeod-Clarke, co-manager of the fund, had been requested by BlackRock Investment Management (UK) Limited to take long-term leave to recuperate from poor health. As a consequence of uncertainty over the date of Nick's return and to give shareholders complete clarity regarding the Company's fund management arrangements the Board agreed that Adam Avigdori, co-manager since 1 April 2012, should assume immediate responsibility for the portfolio as sole fund manager. The Board remains in close liaison with BlackRock to ensure that Adam is fully supported in his role. BlackRock has assured the Board that additional team members will be recruited to support Adam. The Board will be kept closely informed in that process. The Board would like to wish Nick a full and speedy recovery. Alternative Investment Fund Managers' Directive The Alternative Investment Fund Managers' Directive ("the Directive") is a European directive which seeks to reduce potential systemic risk by regulating alternative investment fund managers ("AIFMs"). AIFM's are responsible for investment products that fall within the category of Alternative Investment Funds ("AIFs") and investment companies are included in this. We expect the implementation of the Directive to be effecive from 22 July 2013 although it is currently anticipated that the Financial Conduct Authority ("FCA") will permit a transitional period of one year within which UK AIFMs must seek authorisation. The Board is currently taking independant advise on the consequences for the Company and will inform shareholders once the most appropriate course of action has been decided. Outlook Recovery in the US has given rise to speculation that the US Federal Reserve's policy of purchasing government bonds may be scaled back. Stresses within the Eurozone persist, and there is a partial slowdown in growth in demand in emerging markets. UK markets are not immune to these factors and the ability of the UK economy to generate sustainable growth also depends upon an improvement in demand and higher levels of corporate activity. Whilst a number of the extreme features of the credit crisis have receded, we can anticipate further volatility in financial markets as they move towards a more conventional interest rate environment. Nevertheless, UK corporate balance sheets are generally well founded, with scope for dividend payments to be sustained or improved. This, combined with UK companies' exposure to growth markets, provides grounds for some cautious optimism for future portfolio returns. Jonathan Cartwright Chairman 20 June 2013 Interim Management Report and Responsibility Statement The Chairman's Statement and the Investment Manager's Report give details of the important events which have occurred during the period and their impact on the financial statements. Principal risks and uncertainties The principal risks faced by the Company can be divided into various areas as follows: - Performance - Income/dividend - Regulatory - Operational - Market - Financial - Gearing; and - Third party service providers. The Board reported on the principal risks and uncertainties faced by the Company in the Annual Report and Financial Statements for the year ended 31 October 2012. A detailed explanation can be found in the Directors' Report on pages 15 and 16 and in note 18 on pages 44 to 48 of the Annual Report and Financial Statements which are available on the website maintained by the Investment Manager, BlackRock Investment Management (UK) Limited, at www.blackrock.co.uk/brig. In the view of the Board, there have not been any changes to the fundamental nature of these risks since the previous report and these principal risks and uncertainties are equally applicable to the remaining six months of the financial year as they were to the six months under review. Related party disclosure and transactions with the Investment Manager The Investment Manager is regarded under the Listing Rules as a related party and details of the management and performance fees payable are set out in note 3. The related party transactions with the Directors are set out in note 9. Going concern The Directors believe that it is appropriate to continue to adopt the going concern basis in preparing the financial statements as the assets of the Company consist mainly of securities which are readily realisable and accordingly that the Company has adequate financial resources to continue in operational existence for the foreseeable future. Directors' responsibility statement The Disclosure and Transparency Rules (DTR) of the UK Listing Authority require the Directors to confirm their responsibilities in relation to the preparation and publication of the Interim Management Report and Financial Statements. The Directors confirm to the best of their knowledge that: - the condensed set of financial statements contained within the Half Yearly Financial Report has been prepared in accordance with the Accounting Standards Board's Statement `Half Yearly Financial Reports'; and - the Interim Management Report, together with the Chairman's Statement and Investment Manager's Report, include a fair review of the information required by 4.2.7R and 4.2.8R of the FSA's Disclosure and Transparency Rules. The Half Yearly Financial Report has not been audited or reviewed by the Company's Auditor. The Half Yearly Financial Report was approved by the Board on 20 June 2013 and the above responsibility statement was signed on its behalf by the Chairman. Jonathan Cartwright For and on behalf of the Board 20 June 2013 Investment Manager's Report Performance The Investment Manager reports that for the six month period ended 30 April 2013 the Company's NAV returned 8.9% and the share price 15.1%. Over the same period, the FTSE All-Share Index returned 14.0%. (All percentages are in sterling with income reinvested.) Market overview Equity markets rose in the fourth quarter of 2012, continuing the trend set in the early summer when policy-makers signalled an aggressively loose monetary stance to tackle global economic weakness and the Eurozone crisis. Large defensive sectors were among the worst performers. Mobile telecommunications, pharmaceuticals and oil producers fell due to the risk reversal in markets and some stock specific disappointments at GlaxoSmithKline and Vodafone. Meanwhile, banks and life assurance were among the largest risers despite continued negative developments for the banks over the LIBOR scandal. UK equities rose strongly during the first quarter of 2013 as investors showed a renewed appetite for risk. Markets globally made significant advances as they overcame the disappointments of US sequestration, the UK sovereign debt downgrade, the machinations of the Italian elections and the bailout of Cypriot banks. Despite an anticipated resurgence in global growth the natural resources sectors were notable underperformers through a combination of poor capital allocation, rising costs and weak commodity prices. In April, the FTSE All-Share Index posted its eleventh consecutive month of positive returns, with defensives (including health care, telecommunications and utilities) and financials having the greatest positive impact on market returns. Contributors to performance While the portfolio rose in absolute terms over the period, it underperformed the Index by a considerable margin. The largest detractor from relative returns was the holding of Chilean copper miner Antofagasta, with a mixture of stock specific and industry issues to blame. First, Antofagasta's cost guidance for 2013 was disappointing as rising power prices took their toll. Secondly, prices weakened as markets became concerned about the rising supply in key commodities including iron ore; and thirdly, reported profits from mining companies were generally in line with expectations but cash flow was disappointing as capital expenditure continued to increase. However, the weakness of Antofagasta was largely offset by not holding other shares in the mining sector, which also underperformed. The holding in Tullow Oil detracted from returns after it failed to find oil in its "Priodontes" well in French Guiana, which had been flagged as one of its more exciting prospects. The recent run of poor drilling results has eroded the exploration premium in the share price, although we believe that significant opportunity remains from exploration in Kenya and other exploration wells to be drilled later this year. Shares of cruise operator Carnival were weak after the company announced that its ship the Carnival Triumph, which was crippled by an engine fire in the Gulf of Mexico in February, will be out of service longer than had been initially expected resulting in additional cruises being cancelled. Global exhibitions and information company UBM reported 2012 results that disappointed the market with a weak outlook statement despite being slightly ahead of expectations. However, the exhibitions business has reported consistently good growth driven primarily by the level of emerging markets exposure. Amongst the top contributors to relative returns was Playtech, the developer of software platforms and content for the gaming industry, which performed well as shares of online gaming companies surged on news of plans for a change in New Jersey's Gambling Law. Playtech is the leading provider of back-end technology to many online gaming sites. Carphone Warehouse was a contributor to returns after announcing the buyout of its joint venture partner, Best Buy, and stronger than expected revenues from its UK operations. Capital & Counties, owner of properties in Covent Garden and Earls Court, continued to perform well following the strong increase in its asset values as its prime central London property has benefited from rental uplifts, the continued strength of the London commercial property market and the potential for a residential development at Earls Court. Shares of asset manager Jupiter Fund Management performed well after the company reported good investment performance and strong net asset flows. Outlook/Strategy Macroeconomic data is improving globally led, in particular, by the US where manufacturing and construction related activity have picked up from a low base. In recent weeks, we have seen increasing speculation that this improvement in underlying economic data will lead to a tapering or ending of quantitative easing. Given the fragility of the economic recovery, we expect the Federal Reserve to be very cautious in withdrawing their support although this speculation is likely to continue for the foreseeable future. Meanwhile, lower, though still positive, rates of growth in emerging markets are putting pressure on the business models of resource companies, particularly those that had relied on rapid commodity price appreciation. Equity valuations have been lifted by a downward reassessment of risk levels in equity investment, given higher levels of inflation and lower bond yields. UK equity valuations still look attractive compared to those of most other asset classes, with the prospect of high quality earnings and dividend growth. In the current economic environment we retain our preference for companies with high quality franchises that can still prosper through exposure to growth markets and we believe that the earnings of UK companies can still grow due to their exposure to these international markets. We observe that markets seem to be no longer dominated by a simple "risk-on, risk-off" trading mentality and it appears that risk taking is now being rewarded on a more fundamental basis. Adam Avigdori BlackRock Investment Management (UK) Limited 20 June 2013 Ten Largest Investments HSBC - 8.4% (2012: 7.4%, www.hsbc.com) is one of the world's largest banking and financial services organisations. Its principal businesses include commercial banking, global banking and markets, private banking and personal financial services. Its international network covers 81 countries and territories worldwide, across Europe, Asia-Pacific, North America, Latin America and the Middle East and North Africa. Royal Dutch Shell `B' - 7.2% (2012: 7.8%, www.shell.com) is one of the world's largest independent oil and gas companies. Its upstream operations are engaged in searching for and recovering crude oil and natural gas, the liquefaction and transportation of gas, and the extraction of bitumen from oil sands. The downstream businesses are engaged in manufacturing; distribution and marketing activities for oil products and chemicals, in alternative energy and carbon dioxide management. British American Tobacco - 6.0% (2012: 5.0%, www.bat.com) is one of the world's leading tobacco groups, with more than 200 brands in the portfolio selling in approximately 180 markets worldwide. It also has a significant interest in tobacco leaf growing, working with thousands of farmers internationally. Vodafone Group - 5.5% (2012: 5.6%, www.vodafone.co.uk) is a global mobile communications company providing a range of communications services including voice, messaging, data and fixed-line solutions. It operates in Europe, Africa, Asia-Pacific and the Middle East, and in the United States has a significant investment in Verizon Wireless. GlaxoSmithKline - 5.4% (2012: 3.5%, www.gsk.com) is a global healthcare group, operating in the research, development, manufacture and marketing of pharmaceutical products, including vaccines, over-the-counter medicines and health-related consumer products. Tate & Lyle - 3.3% (2012: 3.1%, www.tateandlyle.com) is the holding company for an international group of companies that produce and market ingredients and solutions for the food, beverage, industrials and agriculture industries around the world. The company's range of products includes nutritive sweeteners, industrial starches, ethanol and animal feed. Shire - 3.2% (2012: 2.5%, www.shire.com) is a specialty pharmaceutical company that markets, licences and develops prescription medicines that focus on treatments for Attention Deficit and Hyperactivity Disorders (ADHD), human genetic disorders, gastrointestinal and renal diseases. Imperial Tobacco Group - 3.2% (2012: 2.7%, www.imperial-tobacco.co.uk) is a leading international tobacco company that operates in over 160 countries worldwide. It manufactures, markets, and sells a portfolio of brands and products across all tobacco categories. Barclays - 2.7% (2012: nil, www.barclays.co.uk) is a global financial services provider engaged in retail banking, credit cards, wholesale banking, investment banking, wealth management and investment management services. The company operates in over 50 countries with a presence in Europe, the Americas, Africa and Asia. Diageo - 2.7% (2012: nil, www.diageo.com) is a global premium drinks business that produces, distils and markets alcoholic beverages. The company offers a wide range of branded alcoholic beverages, including vodkas, whiskys, tequilas, gins, and beer. All percentages reflect the value of the holding as a percentage of total investments. The percentages in brackets represent the value of the holding as at 31 October 2012. Together the ten largest investments represent 47.6% of the Company's portfolio (ten largest investments as at 31 October 2012: 47.1%) Distribution of Investments as at 30 April 2013 Analysis of portfolio by sector Portfolio Benchmark % % Banks 13.4 12.3 Oil & Gas Producers 12.6 15.4 Pharmaceuticals & Biotechnology 10.1 7.5 Tobacco 9.2 5.0 Non-life Insurance 5.7 0.9 Mobile Telecommunications 5.5 5.4 Life Insurance 4.3 3.9 Mining 4.3 7.4 Media 4.1 2.9 Travel & Leisure 3.5 3.0 Electronic & Electrical Equipment 3.4 0.4 Food Producers 3.3 2.5 Support Services 2.8 4.3 General Retailers 2.8 1.8 Beverages 2.7 4.5 Gas, Water & Multiutilities 2.4 3.3 Financial Services 3.6 2.0 Real Estate Investment & Services 2.2 0.3 Software & Computer Services 1.4 0.7 General Industrials 1.0 0.7 Household Goods & Home Construction 0.7 2.5 Cash and Cash Equivalents 1.0 Sources: BlackRock and Datastream. Investment Size Number of % of Investments Portfolio less than £1m 31 40.4 £1m to £2m 10 27.1 £2m to £3m 3 16.9 £3m to £4m 2 15.6 Investments as at 30 April 2013 Market % value of £'000 Investments Banks HSBC 3,933 8.4 Barclays 1,283 2.7 Standard Chartered 1,052 2.3 -------- -------- 6,268 13.4 -------- -------- Oil & Gas Producers Royal Dutch Shell `B' 3,356 7.2 BP 898 1.9 BG Group 801 1.7 Tullow Oil 712 1.5 Soco International 149 0.3 --------- -------- 5,916 12.6 -------- -------- Pharmaceuticals & Biotechnology GlaxoSmithKline 2,532 5.4 Shire 1,508 3.2 AstraZeneca 681 1.5 -------- -------- 4,721 10.1 -------- -------- Tobacco British American Tobacco 2,797 6.0 Imperial Tobacco 1,488 3.2 -------- -------- 4,285 9.2 -------- -------- Non-life Insurance Admiral 1,267 2.7 Lancashire Holdings 955 2.1 esure 433 0.9 -------- -------- 2,655 5.7 -------- -------- Mobile Telecommunications Vodafone Group 2,576 5.5 -------- -------- 2,576 5.5 -------- -------- Life Insurance Legal & General 1,221 2.6 Prudential 802 1.7 -------- -------- 2,023 4.3 -------- -------- Mining Rio Tinto 861 1.8 Antofagasta 694 1.5 BHP Billiton 442 1.0 -------- -------- 1,997 4.3 -------- -------- Media UBM 1,042 2.2 Reed Elsevier 878 1.9 -------- -------- 1,920 4.1 -------- -------- Travel & Leisure Carnival 933 2.0 Ladbrokes 438 0.9 Domino's Pizza 259 0.6 -------- -------- 1,630 3.5 -------- -------- Electronic & Electrical Equipment Melrose 674 1.4 Oxford Instruments 634 1.4 Spectris 273 0.6 -------- -------- 1,581 3.4 -------- -------- Food Producers Tate & Lyle 1,532 3.3 -------- -------- 1,532 3.3 -------- -------- Support Services Wolseley 884 1.9 Ashtead 441 0.9 -------- -------- 1,325 2.8 -------- -------- General Retailers Carphone Warehouse 955 2.1 Halfords 346 0.7 -------- -------- 1,301 2.8 -------- -------- Beverages Diageo 1,262 2.7 -------- -------- 1,262 2.7 -------- -------- Gas, Water & Multiutilities Pennon 592 1.3 United Utilities 543 1.1 -------- -------- 1,135 2.4 -------- -------- Financial Services 3i Group 675 1.4 Jupiter Fund Management 618 1.3 Hargreaves Lansdown 408 0.9 -------- -------- 1,701 3.6 -------- -------- Real Estate Investment & Services Capital & Counties 1,000 2.2 -------- -------- 1,000 2.2 -------- -------- Software & Computer Services Playtech 650 1.4 -------- -------- 650 1.4 -------- -------- General Industrials Rexam 449 1.0 -------- -------- 449 1.0 -------- -------- Household Goods & Home Construction Bovis Homes 302 0.7 -------- -------- 302 0.7 -------- -------- 46,229 99.0 -------- -------- Cash and Cash Equivalents BlackRock Institutional Cash Fund 475 1.0 -------- -------- 475 1.0 -------- -------- Total value of investments 46,704 100.0 ======== ======== All investments are in ordinary shares unless otherwise stated. The total number of holdings as at 30 April 2013 was 46 (31 October 2012: 39). Income Statement for the six months ended 30 April 2013 Revenue Capital Total Notes £’000 £’000 £’000 Six Year Six Year Six Year months ended ended months ended ended Months ended ended 30.04.13 30.04.12 31.10.12 30.04.13 30.04.12 31.10.12 30.04.13 30.04.12 31.10.12 (unaudited)(unaudited)(audited)(unaudited)(unaudited)(audited)(unaudited)(unaudited) (audited) Net gains on investments at fair value through profit or loss - - - 3,032 1,503 2,788 3,032 1,503 2,788 Income from investments at fair value through profit or loss 2 953 722 1,658 - - - 953 722 1,658 Investment Management fee 3 (31) (52) (89) (93) (79) (165) (124) (131) (254) Performance fee 3 - - - - (4) (38) - (4) (38) Other Operating expenses (120) (145) (265) (10) (143) (145) (130) (288) (410) -------- -------- -------- -------- -------- -------- -------- -------- -------- Net return Before Finance costs and taxation 802 525 1,304 2,929 1,277 2,440 3,731 1,802 3,744 Finance costs (5) (7) (14) (16) (21) (41) (21) (28) (55) -------- -------- -------- -------- -------- -------- -------- -------- -------- Return on Ordinary Activities Before taxation 797 518 1,290 2,913 1,256 2,399 3,710 1,774 3,689 Taxation on Ordinary activities - - - - - - - - - -------- -------- -------- -------- -------- -------- ------- -------- -------- Return on Ordinary Activities After taxation 797 518 1,290 2,913 1,256 2,399 3,710 1,774 3,689 -------- -------- -------- -------- -------- -------- -------- -------- -------- Return per Ordinary share (basic and diluted) 4 2.82p 1.81p 4.52p 10.30p 4.38p 8.41p 13.12p 6.19p 12.93p -------- -------- -------- -------- -------- -------- -------- -------- -------- The total column of this statement represents the Income Statement of the Company. The supplementary revenue and capital columns are both prepared under guidance published by the Association of Investment Companies ("AIC"). The Company had no recognised gains or losses other than those disclosed in the Income Statement and the Reconciliation of Movements in Shareholders' Funds. All items in the above statement derive from continuing operations. There is no material difference between the profit on ordinary shares before taxation and the profit for the period, stated above, and their historical cost equivalents. Reconciliation of Movements in Shareholders' Funds for the six months ended 30 April 2013 and comparative periods Called Share Capital Special Capital Revenue Total up Premium Redemption Reserve Reserve Reserve £'000 Share Account Reserve £'000 £'000 £'000 Capital £'000 £'000 £'000 Six months ended 30 April 2013 (unaudited) At 31 October 2012 329 14,819 220 26,401 (1,917) 2,095 41,947 Return for the period - - - - 2,913 797 3,710 Shares repurchased during the period - - - (579) - - (579) Dividends on ordinary shares - - - - - (979) (979) Net assets at 30 April 2013 329 14,819 220 25,822 996 1,913 44,099 ------- ------- -------- -------- ------ ------- ----- Six months ended 30 April 2012 (unaudited) At 31 October 2011 342 14,819 207 27,379 (4,316) 2,256 40,687 Return for the period - - - - 1,256 518 1,774 Shares repurchased during the period (8) - 8 (977) - - (977) Cancellation of ordinary shares held in treasury (5) - 5 - - - - Dividends on ordinary shares - - - - - (941) (941) -------- -------- -------- ------- ------- ------- ------- Net assets at 30 April 2012 329 14,819 220 26,402 (3,060) 1,833 40,543 ------- ------- -------- ------- -------- ------- -------- Year ended 31 October 2012 (audited) At 31 October 2011 342 14,819 207 27,379 (4,316) 2,256 40,687 Return for the year - - - - 2,399 1,290 3,689 Shares repurchased during the year (8) - 8 (978) - - (978) Cancellation of ordinary shares held in treasury (5) - 5 - - - - Dividends on ordinary shares - - - - - (1,451) (1,451) ------- ------- -------- ------- ------- ------- ------- Net assets at 31 October 2012 329 14,819 220 26,401 (1,917) 2,095 41,947 ------- ------- -------- ------- ------- ------- ------- The transaction costs incurred on the acquisition and disposal of investments are included within the capital reserve. Purchase and sale costs amounted to £156,000 and £32,000 respectively for the six months ended 30 April 2013 (six months ended 30 April 2012: £155,000 and £11,000; year ended 31 October 2012: £232,000 and £30,000). Balance Sheet as at 30 April 2013 Notes 30 30 31 April April October 2013 2012 2012 £'000 £'000 £'000 (unaudited) (unaudited) (audited) Fixed assets Investments held at fair value through profit or loss 46,704 43,104 44,495 -------- -------- -------- Current assets Debtors 744 514 108 Cash at bank 100 20 101 -------- -------- -------- 844 534 209 -------- -------- -------- Creditors - amounts falling due within one year Bank loan (2,000) (2,000) (2,000) Other creditors (1,449) (1,095) (757) -------- -------- -------- (3,449) (3,095) (2,757) -------- -------- -------- Net current liabilities (2,605) (2,561) (2,548) -------- -------- -------- Net assets 44,099 40,543 41,947 ======== ======== ======== Capital and reserves Called up share capital 6 329 329 329 Share premium account 14,819 14,819 14,819 Capital redemption reserve 220 220 220 Special reserve 25,822 26,402 26,401 Capital reserves 996 (3,060) (1,917) Revenue reserve 1,913 1,833 2,095 -------- -------- -------- Total equity shareholders' funds 4 44,099 40,543 41,947 ======== ======== ======== Net asset value per ordinary share 4 157.44p 142.86p 147.81p ======== ======== ======== Cash Flow Statement for the six months ended 30 April 2013 Six Six Year months months ended ended ended 31 30 30 October April April 2012 2013 2012 £'000 £'000 £'000 (audited) (unaudited) (unaudited) Net cash inflow from operating activities 708 419 1,158 Returns on investment and servicing of finance Interest paid (34) (14) (43) Capital expenditure and financial investment Purchases of fixed asset investments (33,194) (33,534) (52,113) Sales of fixed asset investments 34,077 32,909 51,369 -------- -------- -------- Net cash inflow/(outflow) from capital expenditure and financial investment 883 (625) (744) -------- -------- -------- Equity dividends paid (979) (941) (1,451) -------- -------- -------- Net cash inflow/(outflow) before financing 578 (1,161) (1,080) -------- -------- -------- Financing Purchase of ordinary shares for cancellation and held in treasury (579) (978) (978) Repayment of bank loan - - (2,000) Drawdown of bank loan - - 2,000 -------- -------- -------- Net cash outflow from financing (579) (978) (978) -------- -------- -------- Decrease in cash (1) (2,139) (2,058) ======== ======== ======== Reconciliation of Net Return on Ordinary Activities before Finance Costs and Taxation to Net Cash Flow from Operating Activities for the six months ended 30 April 2013 Six Six Year months months ended ended ended 31 30 30 October April April 2012 2013 2012 £'000 £'000 £'000 (audited) (unaudited) (unaudited) Net return before finance costs and taxation 3,731 1,802 3,744 Capital return before finance costs and taxation (2,929) (1,277) (2,440) -------- -------- -------- Net revenue return before finance costs and taxation 802 525 1,304 Expenses charged to capital (103) (226) (348) Special dividends taken to capital 38 - 10 (Increase)/decrease in debtors (209) (77) 29 Increase in creditors 180 197 163 -------- -------- -------- Net cash inflow from operating activities 708 419 1,158 ======== ======== ======== Notes to the Financial Statements for the six months ended 30 April 2013 1. Principal activity and basis of preparation The Company conducts its business so as to qualify as an investment trust company within the meaning of sub-sections 1158 - 1165 of the Corporation Tax Act 2010. The half yearly financial statements have been prepared using the same accounting policies set out in the Company's financial statements for the year ended 31 October 2012. Under FRS 26 "Financial Instruments: Recognition and Measurement" the Company has designated its assets and liabilities as being measured at "fair value through profit or loss". The fair value of fixed asset investments is deemed to be the bid market value at the close of business on the balance sheet date. The taxation charge has been calculated by applying an estimate of the annual effective tax rate to any profit for the period. The financial statements have been prepared in accordance with applicable Accounting Standards, pronouncements on half yearly reporting issued by the Accounting Standards Board and the Statement of Recommended Practice "Financial Statements of Investment Trust Companies" ("SORP") revised in January 2009. 2. Income Six Six Year months months ended ended ended 31 30 30 October April April 2012 2013 2012 £'000 £'000 £'000 (audited) (unaudited) (unaudited) Investment income: UK listed dividends 934 681 1,550 Overseas listed dividends 19 41 89 Scrip dividends from UK investments - - 19 -------- -------- -------- Total 953 722 1,658 ======== ======== ======== 3. Investment management and performance fees Revenue £'000 Capital £'000 Total £'000 Six Year Six Year Six Year months ended ended Months ended ended Months ended ended 30.04.13 30.04.12 31.10.12 30.04.13 30.04.12 31.10.12 30.04.13 30.04.12 31.10.12 (unaudited) (unaudited) (audited) (unaudited) (unaudited) (audited) (unaudited)(unaudited) (audited) Investment Management fee 31 52 89 93 79 165 124 131 254 -------- -------- -------- -------- -------- -------- -------- -------- -------- Performance fee - - - - 4 38 - 4 38 -------- -------- -------- -------- -------- -------- -------- -------- -------- 31 52 89 93 83 203 124 135 292 ======== ======== ======= ======== ======== ======= ======== ======== ======= RCM (UK) Limited ("RCM") acted as Investment Manager until 31 March 2012. Details of RCM's services and fee arrangements are provided in the 2012 Annual Report on page 17. Under the previous investment management agreement, RCM was entitled to a performance fee of up to 0.75 per cent of the net assets under management in a single financial year based on the level of outperformance of the Company's net assets over its benchmark index, the FTSE All-Share Index, during the relevant performance period. RCM were entitled to charge this fee up until 31 March 2012. The performance fee earned by RCM for the period ended to 31 March 2012 was £nil. Further details of this fee arrangement are available in the 2012 Annual Report on page 17. Under the existing investment management agreement with BlackRock Investment Management (UK) Limited ("BlackRock"), a performance fee is payable for the financial period based on the Company's net asset value outperformance of the benchmark. The performance fee is calculated by applying 15 per cent of the annualised excess return for a performance period to the performance fee net asset value. The benchmark index, which the Company will use for the calculation of the performance fee is the FTSE All-Share measured on a total return basis. Further information on this fee arrangement is detailed on page 17 of the 2012 Annual Report. Performance fees have been wholly allocated to the capital column of the Income Statement. A performance fee of £nil has been accrued for the six month period to 30 April 2013 (six months ended 30 April 2012: £4,000 and year ended 31 October 2012: £38,000). 4. Returns and net asset value per ordinary share Revenue and capital returns per share are shown below and have been calculated using the following: Six Six Year months months ended ended ended 31 30 30 October April April 2012 2013 2012 (audited) (unaudited) (unaudited) Net revenue return attributable to ordinary shareholders (£'000) 797 518 1,290 Net capital return attributable to ordinary shareholders (£'000) 2,913 1,256 2,399 -------- -------- -------- Total return (£'000) 3,710 1,774 3,689 -------- -------- -------- Equity shareholders' funds (£'000) 44,099 40,543 41,947 -------- -------- -------- The weighted number of ordinary shares in issue at the end of each period, on which the return per ordinary share was calculated, was: 28,280,262 28,674,278 28,525,965 -------- -------- -------- The actual number of ordinary shares in issue at the end of each period, on which the net asset value per ordinary share was calculated was: 28,009,268 28,379,268 28,379,268 -------- -------- -------- Revenue return per ordinary share 2.82p 1.81p 4.52p Capital return per ordinary share 10.30p 4.38p 8.41p -------- -------- -------- Total return per ordinary share (basic and diluted) 13.12p 6.19p 12.93p -------- -------- -------- Net asset value per ordinary share (debt at par value) 157.44p* 142.86p** 147.81p*** ======== ======== ======== * The net asset value is based on 28,009,268 ordinary shares in issue. An additional 4,924,664 ordinary shares were held in treasury. ** The net asset value is based on 28,379,268 ordinary shares in issue. An additional 4,554,664 ordinary shares were held in treasury. *** The net asset value is based on 28,379,268 ordinary shares in issue. An additional 4,554,664 ordinary shares were held in treasury. 5. Dividend The Board has declared an interim dividend of 2.00p per share (2012: 1.80p per share), payable on 6 September 2013 to shareholders on the register as at 26 July 2013. The ex dividend date is 24 July 2013. The total cost of this dividend, based on 27,729,268 shares in issue at 20 June 2013, is £555,000 (2012: £511,000). 6. Called up share capital Ordinary Treasury Total Nominal shares shares shares value number number £'000 Allotted, called up and fully paid share capital comprised: Ordinary shares of 1p each At 31 October 2012 28,379,268 4,554,664 32,933,932 329 -------- -------- -------- -------- Shares purchased and held in treasury (370,000) 370,000 - - -------- -------- -------- -------- At 30 April 2013 28,009,268 4,924,664 32,933,932 329 ======== ======== ======== ======== During the period to 30 April 2013, the Company purchased 370,000 ordinary shares held in treasury for re-issue into the market or cancellation at a future date at a cost of £579,000 (excluding costs). No ordinary shares were cancelled from treasury. Since the end of April, a further 280,000 ordinary shares have been purchased and placed in treasury for a total consideration of £451,000 (excluding costs). 7. Movement in net debt Six Six Year months months ended ended ended 31 30 30 October April April 2012 2013 2012 £'000 £'000 £'000 (audited) (unaudited) (unaudited) (a)Reconciliation of net cash flow to movements in net funds Reconciliation of net cash flow to movement in net debt Decrease in cash (1) (2,139) (2,058) Repayment of bank loan - - 2,000 Drawdown of bank loan - - (2,000) -------- -------- -------- Movement in net debt in the period (1) (2,139) (2,058) Opening net (debt)/funds (1,899) 159 159 -------- -------- -------- Closing net debt (1,900) (1,980) (1,899) -------- -------- -------- (b)Analysis of change in net (debt)/funds Cash at bank 100 20 101 Bank loan (2,000) (2,000) (2,000) ======== ======== ======== Opening net (debt)/funds (1,900) (1,980) (1,899) ======== ======== ======== 8. Publication of non statutory accounts The financial information contained in this half yearly financial report does not constitute statutory accounts as defined in the Companies Act 2006. The financial information for the six months ended 30 April 2013 and 30 April 2012 has not been audited or reviewed by the Company's auditor. The information for the year ended 31 October 2012 has been extracted from the latest published audited financial statements which have been filed with the Registrar of Companies. The report of the auditor on those accounts contained no qualification or statement under sections 498(2) or 498(3) of the Companies Act 2006. 9. Related party disclosure The Board consists of four non-executive Directors, all of whom are considered to be independent by the Board. None of the Directors has a service contract with the Company. The Chairman receives an annual fee of £25,000, the Chairman of the Audit Committee receives an annual fee of £19,500, and each of the other Directors receives an annual fee of £17,000. The following members of the Board hold shares in the Company; Mr Cartwright holds 20,000 shares, Mr Gold 20,000 shares and Mr Worsley 487,539 shares. A further 3,000,000 shares are held by Mr Worsley's connected persons. 10. Transactions with investment manager The transaction with BlackRock is set out in note 3. The investment management fee due for the six months ended 30 April 2013 amounted to £124,000 (six months ended 30 April 2012: £131,000 and year ended 31 October 2012: £254,000). At the period end, £241,000 was outstanding in respect of investment management and performance fees (six months ended 30 April 2012: £58,000 and year ended 31 October 2012: £152,000). 11. Contingent liabilities. There were no contingent liabilities at 30 April 2013 (30 April 2012 and 31 October 2012: nil). 12. Annual results The Board expects to announce the annual results for the year ended 31 October 2013, in December 2013. Copies of the annual results announcement will be available from the Secretary on 020 7743 3000. The annual report should be available in early January 2014 with the Annual General Meeting being held in February 2014. 20 June 2013 12 Throgmorton Avenue London EC2N 2DL The Half Yearly Financial Report will also be available on the BlackRock Investment Management website at www.blackrock.co.uk/brig. Neither the contents of the Manager's website nor the contents of any website accessible from hyperlinks on the Manager's website (or any other website) is incorporated into, or forms part of, this announcement. For further information, please contact: Simon White, Managing Director, BlackRock Investment Management (UK) Limited - Tel: 020 7743 2178 Adam Avigdori, Fund Manager, BlackRock Investment Management (UK) Limited - Tel: 020 7743 5406 Emma Philips, Media & Communications, BlackRock Investment Management (UK) Limited - Tel: 020 7743 2922
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