Half-yearly Report

16 July 2008 THE THROGMORTON TRUST PLC Half yearly announcement of results in respect of the six months ended 31 May 2008 - Continued outperformance against FTSE Small Cap (ex IC) Index - Net Asset value per ordinary share of 169.23 pence (adjusted for fair value of debt) - Interim dividend of 0.55 pence per share (2007: 0.5 pence) 31 May 30 November Change 2008 2007 % Net asset value Net asset value per ordinary share 175.14p 194.57p (10.0) Net asset value adjusted for fair value of debt 169.23p 186.85p (9.4) Total expense ratio (1) 0.93% 1.09% (14.7) Capital (2) Total assets less current liabilities £272.6m £304.7m (10.5) Equity shareholders' funds £240.4m £272.5m (11.8) Share price Ordinary shares 144.00p 152.00p (5.3) Comparative indices FTSE Small Cap (ex Inv Cos) 2,745.0 3,132.3 (12.4) FTSE All-Share 3,082.3 3,280.9 (6.1) 6 months to 6 months to 31 May 2008 31 May 2007 Revenue return per share 1.07p 0.51p 109.8 Dividends: interim 0.55p 0.50p 10.0 (1) The total expense ratio is a measure of the total expenses incurred by the Company, including those charged to capital, expressed as a percentage of the average shareholders' funds over the year. The ratio as at 31 May 2008 is an annualised ratio based on forecast expenses for the year to 30 November 2008. (2) After repurchase of 2,806,404 ordinary shares in the period (year to 30 November 2007: 23,522,593 ordinary shares). For further information please contact: Jonathan Ruck Keene, Managing Director Investment Companies - 020 7743 2178 Mike Prentis, Fund Manager - 020 7743 2312 Emma Phillips, Media & Communications - 020 7743 2922 BlackRock Investment Management (UK) Limited Or William Clutterbuck The Maitland Consultancy - 020 7379 5151 The Chairman, Richard Bernays, comments: Performance In the period under review UK equity markets, in common with many other markets across the world, suffered from volatility and have been very weak recently as a result of the subprime crisis and inflationary fears. Against this background, the Company's net asset value ("NAV") fell by 9.4% and the share price fell by 5.3% compared with a fall of 12.4% in the FTSE Small Cap (ex Investment Companies) Index. Revenue return and dividends Revenue return in the period amounted to 1.07 pence per share and the Board is pleased to declare an interim dividend of 0.55 pence per share (2007: 0.5 pence per share) payable on 12 September 2008 to shareholders on the register on 8 August 2008. This represents an increase of 10% over the previous interim dividend. Change in Investment Manager, modified investment policy and discount management I wrote to shareholders on 6 June to report on the proposed change in investment manager, modification of the investment policy and the introduction of the discount control mechanisms. I am pleased to report that BlackRock Investment Management (UK) Limited was appointed as Investment Manager and Company Secretary on 1 July 2008. BlackRock has an excellent performance record in the smaller companies sector and a strong commitment to the investment trust sector. The Company's portfolio will be jointly managed by Mike Prentis, manager of BlackRock Smaller Companies Trust plc, and Richard Plackett, manager of BlackRock UK Emerging Companies Hedge Fund and head of BlackRock's UK small/mid cap team. The Board recognises and appreciates the management provided to the Company by AXA Framlington over many years. AXA Framlington submitted a strong proposal in support of their continued management and a restructuring of the Company; however, the Board has chosen to adopt a differentiated and innovative approach to the Company's future. A circular convening a general meeting of the Company and seeking the necessary shareholder approvals to implement the proposals will be sent to shareholders in the near future. In summary the proposals provide for the following: - Adoption of a modified and innovative Investment Policy to allow the Company to have up to 30% of its net assets invested in a portfolio of contracts for difference ("CFD") to provide both long and short exposure to UK small and mid cap equities; - An initial Tender Offer for up to 40% of the Company's issued share capital on a tender pool basis with a 2% exit charge; and - Ongoing discount control involving regular tender offers and share buybacks. BlackRock will contribute to the costs of the proposals by way of a management fee waiver. Until the new investment approach has been approved by shareholders BlackRock will be managing the Company as a smaller companies long only fund. Performance will now be measured against a new benchmark of the Hoare Govett Smaller Companies plus AIM (ex Investment Companies). Investment Manager You will note that there are two investment managers' reports, one from AXA who managed the portfolio throughout the period under review and one from BlackRock who took over as Manager on 1 July 2008 which comments on the market outlook. Prospects The immediate outlook for the UK economy provides little obvious encouragement for the traditional equity investor. However, within this environment we anticipate opportunities for our incoming fund managers. First there will continue to be attractive smaller companies which should provide positive returns over the long term. In addition, the CFD portfolio (which will take both long and short positions), once constituted, should be in a strong position to exploit such capricious market conditions. Interim Management Report and Responsibility Statement The Chairman's statement above and the Investment Managers' Reports following give details of 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; and - Financial. The Board reported on the principal risks and uncertainties faced by the Company in the Annual Report and Accounts for the year ended 30 November 2007. A detailed explanation can be found on page 17 of the Annual Report and Accounts which is available on the website maintained by the Investment Manager, BlackRock Investment Management (UK) Limited, at www.blackrock.co.uk/its. 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. Following the proposed change in the Company's investment policy the Company will utilise contracts for difference or comparable equity derivatives as part of its investment policy. These instruments can be highly volatile and expose investors to a high risk of loss. Further details of the risk factors associated with the use of such derivatives will be set out in the circular which is expected to be sent to shareholders at the beginning of August 2008. Related party transactions AXA Framlington Investment Management Limited ("AXA") acted as Investment Manager and Company Secretary until 30 June 2008. Details of AXA's services and fee arrangements are provided in the Annual Report on page 18. Under a termination agreement entered into on 30 June 2008 AXA will continue to receive a fee under the previous fee arrangements until 6 November 2008 notwithstanding that AXA no longer acts as Investment Manager and Company Secretary. BlackRock Investment Management (UK) Limited ("BlackRock") was appointed as Investment Manager and Company Secretary on 1 July 2008. The terms of the investment management agreement with BlackRock provide for a basic management fee, payable quarterly in arrears, of 0.7% per annum on the gross asset value of the Company's long-only portfolio plus the gross value of the underlying equities, long and short, to which the Company is exposed through derivatives including contracts for difference. In addition, BlackRock is entitled to a performance fee of 12.5% of any net asset value (total return) outperformance against the Hoare Govett Small Companies plus AIM (ex Investment Companies) Index. The performance fee is subject to a high watermark such that, if in a performance period the Company underperforms the Index, where the Company outperforms the Index in a future performance period a performance fee is only payable on the net asset value return that represents the net outperformance. In addition, the performance fee in any performance period will be capped at 4.99% of the average value of the Company's assets, calculated in the same way as for the basic management fee, during the performance period. Any performance fee that would otherwise exceed 4.99% of such amount will be carried forward and payable in future periods to the extent that it does not result in a performance fee payment exceeding 4.99% of the relevant assets in any performance period. The agreement is terminable after an initial period of 18 months on 6 months' notice. BlackRock has agreed to meet the costs of terminating the existing management agreement with AXA, by way of a management fee waiver. 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 Managers' Reports, 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 Auditors. The half yearly financial report was approved by the Board on 16 July 2008 and the above Responsibility Statement was signed on its behalf by the Chairman. Commenting upon performance for the Company, Chris St John of AXA Framlington Investment Management UK Limited, notes: Performance review Over the six month period to 31 May 2008 the Company returned -9.4% (adjusted for fair value of debt) outperforming the benchmark index which returned -12.4%. Although the Company's equity investments returned 3.0% in excess of the benchmark return, the return in absolute terms was disappointing. The six month period to 31 May 2008 witnessed significant declines in UK equity markets as economic sentiment deteriorated, caused principally by collapsing confidence in a number of financial markets. Over the past year, it has become apparent that the cost and availability of credit has changed materially following several years of cheap, plentiful debt, fuelled by complex securitisation and derivative instruments. A reduction in the availability and a rise in the cost of debt has led not only to the expectation of a deterioration in the macroeconomic background, but to a significant increase in risk aversion. Throughout the period, the UK small cap market remained volatile, illiquid and not necessarily driven by fundamental newsflow. On average, companies with pricing power, strong balance sheets and exposure to international markets reported better news to the stock market than those with a UK domestic focus. However, this was not necessarily reflected in the share prices of individual small cap stocks, which have seen a wholesale de-rating. The technically driven stock market of the past 12 months has led to significant opportunity and for this reason we are optimistic for returns from smaller companies over the longer term. The Throgmorton Trust PLC FTSE Small Cap (ex Inv Cos) Index Portfolio Sector Investments % Sector Index % Oil & Gas 6.0 Oil & Gas 2.2 Basic Materials 13.0 Basic Materials 4.5 Industrials 26.5 Industrials 28.9 Consumer Goods 5.1 Consumer Goods 5.2 Health Care 9.5 Health Care 8.5 Consumer Services 6.1 Consumer Services 15.7 Telecommunications 0.7 Telecommunications 2.3 Financials 16.2 Financials 21.2 Technology 16.9 Technology 11.5 ----- ----- Total 100.0 Total 100.0 ----- ----- Source: AXA Framlington There were no fundamental changes to the portfolio over the reporting period. The Company remains focused on high margin, appropriately financed growth stocks with exposure to international markets and underweight UK domestic, consumer facing stocks, an area which showed further fundamental deterioration over the period. This strategic positioning benefited the Company, with most of the relative outperformance coming from positive sector contribution. In particular, the overweight position in Oil and Gas Producers and Industrial Metals and the underweight position in Real Estate and Retailers contributed to outperformance. The overweight position in Industrial Transportation detracted from performance. In particular, individual stock prices were both volatile and unpredictable over the period. Stock selection detracted very slightly from performance relative to the benchmark. Positive contributions came from the following: Cambrian Mining, the diversified mining group, returned to the stock market following suspension and rallied strongly as a result of significant rises in the coal price and a commitment from management to realise value in the company's asset base. SDL, in translation software and services, and Aveva, a 3D design company, both of whom are exposed to international growing markets, reported strong trading and a robust market background. Fenner, a manufacturer and developer of belting (in particular to the coal industry) and seals (in particular to the Oil and Gas Industry), reported strong results and set out demand driven capital expenditure expansion plants. Albidon, a mineral exploration and mining group, and International Ferro Metals, a chromite smelting and mining group, both reported a combination of positive trading and benefited from strong commodity prices. Endace, in network monitoring, and Domino Printing, both reported strong results and were rewarded for doing so. Companies that reported disappointing newsflow or results were punished severely by the stock market. Poor liquidity in smaller companies has tended to exacerbate any share price falls and has restricted the ability to consistently exit shareholdings at satisfactory prices. We continue to work with the liquidity offered by the market and to sell/buy holdings based on fundamental assessment of the risk/rewards offered. The Company continued to benefit from corporate activity over the period. Gyrus, Broker Network, Inspicio, Titan Europe, Premier Research Group and Civica were taken over or received formal bid approaches. We continue to believe that corporate activity will be an accelerating feature at the small end of the market where valuations have become very compelling. The Company has continued to focus on companies with a market capitalisation of circa £500 million and below and retains its robust structure of sector and market capitalisation balance along with a diverse number of holdings. Commenting upon the outlook for the Company, Mike Prentis and Richard Plackett of BlackRock Investment Management (UK) Limited, the Investment Manager, note: We are nervous about the prospects for both the UK and US economies in the short term. The subprime crisis is impairing the ability and willingness of the banks to lend. UK consumers are spending less and retailers, leisure companies and housebuilders are feeling the impact most acutely. Share prices of these companies have already fallen sharply in anticipation of the bad news, but operational gearing, and in some cases also financial gearing, for these companies is high; a relatively modest fall in sales can lead to a large fall in earnings. We think earnings expectations are still too high, and cannot see why these stocks will outperform in the near term. Spending by UK corporates is also likely to come under pressure. Staffing companies look vulnerable, as do some information technology software and services companies, especially those selling into weak sectors such as investment banking. Some companies exposed to UK Government expenditure could face cutbacks. Government debt is high and stamp duty and certain other tax receipts could fall short of expectations. We expect the Government to delay or cancel non-essential, non-contractual spending where it can. We still feel those companies with long term contractual revenues should fare reasonably well. UK exporters look more interesting; with sterling weak, many can expect to benefit from currency upgrades. Some also have material revenues from emerging markets, where growth looks set to remain fairly strong, and from sectors with good fundamentals at present such as oil & gas and mining. The aerospace sector has proved relatively defensive so far this year, although the risks have been increasing of late as the higher oil price threatens the viability of many civil airlines, and a new US President could look to reduce military spending. Resources prices remain very high. We generally favour stocks that are in production and with good production growth forecasts. Pessimism is pervasive at present, and markets have already fallen a long way. Whilst we still expect a large number of profit warnings from more cyclical companies, the smaller companies universe is large and we are now able to find a number of high quality growth companies which we consider to be undervalued. We also expect continuing volatility, and that this will provide us with good opportunities for the proposed CFD portfolio both short and long. INCOME STATEMENT Six Months to 31 May 2008 Six Months to 31 May 2007 Year to 30 November 2007 (unaudited) (unaudited) (audited) ____________________________ _________________________ _________________________ Revenue Capital Revenue Capital Revenue Capital return return Total return return Total return return Total Notes £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 Realised gains on investments - 3,594 3,594 - 30,148 30,148 - 39,989 39,989 Unrealised (losses)/gains on investments - (28,930) (28,930) - 33,284 33,284 - (47,525) (47,525) Income 3 2,461 - 2,461 2,803 - 2,803 6,196 - 6,196 Investment management fees 4 (202) (714) (916) (782) (782) (1,564) (1,422) (1,422) (2,844) Other administrative expenses (257) - (257) (228) - (228) (429) - (429) ----- -------- -------- ----- ------ ------- ------- ------- ------- Net return/(loss) before finance costs and taxation 2,002 (26,050) (24,048) 1,793 62,650 64,443 4,345 (8,958) (4,613) Finance costs 5 (513) (1,429) (1,942) (989) (953) (1,942) (1,983) (1,905) (3,888) ----- -------- -------- ----- ------ ------- ------- ------- ------- Return/(loss) on ordinary activities before taxation 1,489 (27,479) (25,990) 804 61,697 62,501 2,362 (10,863) (8,501) Tax on ordinary activities (1) - (1) - - - (14) - (14) ----- -------- -------- ----- ------ ------- ------- ------- ------- Return/(loss) on ordinary activities after taxation attributable to equity shareholders 1,488 (27,479) (25,991) 804 61,697 62,501 2,348 (10,863) (8,515) ----- -------- -------- ----- ------ ------- ------- ------- ------- Return/(loss) per ordinary share: Basic 8 1.07p (19.85p) (18.78p) 0.51p 39.15p 39.66p 1.54p (7.14p) (5.60p) ----- -------- -------- ----- ------ ------- ------- ------- ------- All revenue and capital items in the above statement derive from continuing operations. The total column of this statement represents the Income Statement of the Company. The revenue and capital return columns are supplementary to this and are prepared under guidance published by the Association of Investment Companies. A statement of total recognised gains and losses is not required as all the gains and losses of the Company have been recognised in the above statement. RECONCILIATION OF MOVEMENT IN SHAREHOLDERS' FUNDS Ordinary Share Capital Capital Capital share premium redemption reserve- reserve- Revenue capital account reserve unrealised realised reserve Total £'000 £'000 £'000 £'000 £'000 £'000 £'000 Balance at 30 November 2006 (audited) 8,179 35,272 7,011 61,393 208,415 5,942 326,212 Dividends paid during the year re 2006 - - - - - (2,367) (2,367) Return attributable to shareholders in 2007 - - - (47,525) 36,662 2,348 (8,515) Shares repurchased (1,176) - 1,176 - (42,085) - (42,085) Dividends paid during the year re 2007 - - - - - (731) (731) ------ ------- ------ ------- ------- ------ ------- Balance at 30 November 2007 (audited) 7,003 35,272 8,187 13,868 202,992 5,192 272,514 Dividends paid during the year re 2007 - - - - - (2,367) (2,367) Return attributable to shareholders in 2008 - - - (28,930) 1,451 1,488 (25,991) Shares repurchased (140) - 140 - (3,771) - (3,771) ------ ------- ------ ------- ------- ------ ------- - Balance as at 31 May 2008 (unaudited) 6,863 35,272 8,327 (15,062) 200,672 4,313 240,385 ------ ------- ------ ------- ------- ------ ------- - BALANCE SHEET 31 May 2008 31 May 2007 30 November 2007 (unaudited) (unaudited) (audited) £'000 £'000 £'000 Fixed asset investments held at fair value through profit and loss Portfolio investments 246,940 368,636 297,438 Subsidiary undertakings 2,061 1,969 2,008 ------- ------- ------- 249,001 370,605 299,446 ------- ------- ------- Current assets Debtors 2,382 865 1,051 Cash at bank 24,077 31,702 11,304 ------- ------- ------- 26,459 32,567 12,355 ------- ------- ------- Creditors - amounts falling due within one year Creditors (2,906) (4,545) (7,118) ------- ------- ------- Total assets less current liabilities 272,554 398,627 304,683 ------- ------- ------- Creditors - amounts falling due after one year Debenture stock (17,169) (17,169) (17,169) Loan from group company (15,000) (15,000) (15,000) ------- ------- ------- (32,169) (32,169) (32,169) ------- ------- ------- 240,385 366,458 272,514 ======= ======= ======= Capital and reserves Ordinary share capital 6,863 7,635 7,003 Share premium account 35,272 35,272 35,272 Other reserves 193,937 319,172 225,047 Revenue reserves 4,313 4,379 5,192 ------- ------- ------- Total equity shareholders' funds 240,385 366,458 272,514 ======= ======= ======= Net asset value per ordinary share 175.14p 240.00p 194.57p ======= ======= ======= Net asset value adjusted for `Fair Value' of debt 169.23p 233.54p 186.85p ======= ======= ======= CASH FLOW STATEMENT Six months Six months ended ended Year ended 31 May 2008 31 May 2007 30 November 2007 (unaudited) (unaudited) (audited) £'000 £'000 £'000 Net cash inflow from operating activities 2,175 1,984 4,330 ------ ------ ------- Servicing of finance Interest paid (476) (990) (1,905) ------ ------ ------- Capital expenditure and financial investment Net sales of investments 19,616 42,562 45,268 Capital management fee (609) (752) (1,511) Interest charged to capital (1,429) (953) (1,905) Net payments (to)/from subsidiaries (2) 33 (10) ------ ------ ------- Net cash inflow from investment activities 17,576 40,890 41,842 ------ ------ ------- Dividends paid (2,367) (2,367) (3,098) ------ ------ ------- Net cash inflow before financing 16,908 39,517 41,169 ------ ------ ------- Financing Repurchase of ordinary shares (4,135) (19,755) (41,805) ------ ------ ------- Net cash outflow from financing (4,135) (19,755) (41,805) ------ ------ ------- Increase/(decrease) in cash 12,773 19,762 (636) ====== ====== ======= Notes to the financial statements 1. Principal activity The principal activity of the Company is that of an investment trust company within the meaning of section 842 of the Income and Corporation Taxes Act 1988. 2. Basis of preparation The half yearly financial statements have been prepared on the basis of the accounting policies set out in the Company's financial statements as at 30 November 2007. Under FRS26 "Financial Instruments - Measurements" the Company has designated its assets and liabilities as being measured as "fair value through profit and loss". The fair value of fixed asset investments is deemed to be bid market value at the close of business on the balance sheet date. Group accounts have not been prepared as, in the opinion of the Directors, the inclusion of the subsidiary undertakings, taken together, is not material for the purpose of giving a true and fair view. 3. Income Six months to Six months to Year to 31 May 2008 31 May 2007 30 November 2007 (unaudited) (unaudited) (audited) £'000 £'000 £'000 Investment income: UK dividends 2,040 2,044 4,817 Dividends from subsidiary undertakings - 150 150 Unfranked investment income 39 82 114 ----- ----- ----- 2,079 2,276 5,081 ----- ----- ----- Other income: Deposit interest 326 510 1,088 Sundry income 56 17 27 ----- ----- ----- Total income 2,461 2,803 6,196 ----- ----- ----- 4. Investment management fees Six months to Six months to Year to 31 May 2008 31 May 2007 30 November 2007 £'000 £'000 £'000 (unaudited) (unaudited) (audited) Revenue: Investment management fees 256 666 1,252 VAT (54) 116 170 --- ----- ----- 202 782 1,422 --- ----- ----- Capital: Investment management fees 768 666 1,252 VAT (54) 116 170 --- ----- ----- 714 782 1,422 --- ----- ----- Total 916 1,564 2,844 --- ----- ----- The Board has decided that with effect from 1 December 2007, 75% of investment management fees will be allocated to the capital account and 25% to the revenue account. This change is based on the Board's estimated long term split of returns in the form of capital growth and income respectively. For the period under review AXA was paid a quarterly fee at a rate of 0.19375% on the Company's gross assets up to £250 million and 0.125% on the gross assets above £250 million. 5. Finance costs The Board has decided that with effect from 1 December 2007, 75% of finance charges will be allocated to the capital account and 25% to the revenue account. This change is based on the Board's estimated long term split of returns in the form of capital growth and income respectively. 6. Dividend The Board has declared an interim dividend of 0.55 pence per share (2007: 0.5 pence) payable on 12 September 2008 to shareholders on the register at close of business on 8 August 2008. 7. Contingent assets In 2004 the Association of Investment Companies (the "AIC"), together with JPMorgan Fleming Claverhouse Investment Trust plc, launched a case against HM Revenue & Customs ("HMRC") to challenge whether Value Added Tax ("VAT") should be charged on management services provided to investment trust companies. On 28 June 2007, the European Court of Justice delivered its judgement on the case which was favourable to the AIC. It is expected that in due course AXA will be able to reclaim from HMRC the VAT charged to the Company in respect of management services and paid to HMRC. The VAT so recovered by AXA would then be repaid to the Company. The Company understands that AXA has submitted protective claims to HMRC in respect of the relevant periods for VAT accounted for by AXA on management services provided by it to the Company. It seems likely that some benefit will be realised in due course. The Board is monitoring the situation closely and is in discussion with AXA as to the determination of the amounts that will be receivable by the Company. However, until the final determination and the discussions with AXA have been concluded, it is not practicable to quantify the total amount of any VAT that may be recoverable. 8. Net asset value and return per ordinary share Six months Six months ended ended Year ended 31 May 2008 31 May 2007 30 November 2007 (unaudited) (unaudited) (audited) Net revenue return attributable to ordinary shareholders (£'000) 1,488 804 2,348 Net capital gains attributable to ordinary shareholders (£'000) (27,479) 61,697 (10,863) ------- ------- ------- Net total return (£'000) (25,991) 62,501 (8,515) ------- ------- ------- Equity shareholders' funds (£'000) 240,385 366,458 272,514 ------- ------- ------- The weighted average number of ordinary shares in issue during the period, on which the return per ordinary share was calculated, was: 138,443,057 157,593,341 152,150,218 The actual number of ordinary shares in issue at the end of each period, on which the net asset value was calculated, was: 137,251,872 152,690,869 140,058,276 ------- ------- ------- Net asset value per share 175.14p 240.00p 194.57p ------- ------- ------- Return per share Calculated on weighted average shares: - Revenue return 1.07p 0.51p 1.54p - Capital return (19.85p) 39.15p (7.14p) (18.78p) 39.66p (5.60p) Calculated on actual number of shares: - Revenue return 1.08p 0.53p 1.68p - Capital return (20.02p) 40.41p (7.76p) ======= ======= ======= (18.94p) 40.94p (6.08p) ======= ======= ======= 9. Ordinary share capital Number of Ordinary Nominal value shares in issue £'000 At 30 November 2007 140,058,276 7,003 Shares repurchased by the Company (2,806,404) (140) ----------- ----- At 31 May 2008 137,251,872 6,863 ----------- ----- In the period under review 2,806,404 ordinary shares were repurchased for cancellation for a total consideration of £3,771,000. 10. Publication of non statutory accounts The financial information contained in this half yearly financial report does not constitute statutory accounts as defined in section 435 of the Companies Act 2006. The financial information for the six months ended 31 May 2008 and 31 May 2007 has not been audited. The information for the year ended 30 November 2007 has been extracted from the latest published audited financial statements, which have been filed with the Registrar of Companies. The report of the Auditors on those accounts contained no qualification or statement under sections 498(2) or (3) of the Companies Act 2006. 11. Annual results The Board expects to announce the annual results for the year ended 30 November 2008, as prepared under IFRS in mid January 2009. Copies of the preliminary announcement can be obtained from the Secretary on 020 7743 3000. The annual report should be available at the beginning of February 2009, with the Annual General Meeting being held in March 2009. 12. Copies of the half yearly financial report will be posted to shareholders by 31 July 2008. Copies will also be available to the public from the Company's registered office at 33 King William Street, London EC4R 9AS, and on BlackRock Investment Management's website at www.blackrock.co.uk/its. 16 July 2008 33 King William Street London EC4R 9AS Top twenty holdings Market Portfolio value investments Company Holding £'000 % 1 UMECO 1,713,636 9,682 3.92 2 Fenner 3,273,200 8,347 3.38 3 SDL 2,595,000 8,278 3.35 4 Aveva Group 543,700 8,096 3.28 5 Headlam Group 1,750,000 6,829 2.77 6 Accsys Technologies 2,750,000 5,839 2.36 7 Rensburg Sheppards 1,020,790 5,788 2.34 8 Endace 1,226,500 5,765 2.33 9 Aero Inventory 975,000 5,353 2.17 10 Domino Printing Sciences 1,545,000 5,183 2.10 11 Interserve 1,000,000 4,772 1.93 12 Axis-Shield 1,485,000 4,678 1.89 13 Rathbone Brothers 450,000 4,433 1.80 14 Albidon 1,967,000 4,229 1.71 15 Vectura Group 7,700,010 4,120 1.67 16 Paragon Group of Companies 4,000,000 3,820 1.55 17 Charles Taylor Consulting 1,403,513 3,740 1.52 18 Faroe Petroleum 2,000,000 3,635 1.47 19 CLS Holdings 1,050,000 3,588 1.45 20 International Ferro Metals 2,450,000 3,577 1.45 ------- ----- Total 109,752 44.44 ------- -----
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