Half-yearly Report
BRITISH & AMERICAN INVESTMENT TRUST PLC
GROUP FINANCIAL HIGHLIGHTS
For the six months ended 30 June 2014
Audited
Unaudited Unaudited Year
6 months 6 months ended
to 31
to 30 December
June 30 June
2014 2013 2013
£'000 £'000 £'000
Revenue
Return before tax 313 1,355 2,940
_________ _________ _________
Earnings per £1 ordinary shares - basic (note
4) 0.55p 4.72p 10.35p
_________ _________ _________
Earnings per £1 ordinary shares - diluted (note
4) 0.89p 3.87p 8.40p
_________ _________ _________
Capital
Total equity 25,847 24,152 30,024
_________ _________ _________
Revenue reserve (note 6) 796 1,200 1,933
_________ _________ _________
Capital reserve (note 6) (9,949) (12,048) (6,909)
_________ _________ _________
Net assets per ordinary share (note 5)
- Basic £0.63 £0.57 £0.80
_________ _________ _________
- Diluted £0.74 £0.69 £0.86
_________ _________ _________
Diluted net assets per ordinary share at 26
August 2014 £0.71
_________
Dividends*
Dividends per ordinary share (note 3) 2.7p 2.7p 7.8p
_________ _________ _________
Dividends per preference share (note 3) 1.75p 1.75p 3.5p
_________ _________ _________
* Dividends declared for the period. Dividends shown in the accounts are, by
contrast, dividends paid or approved
in the period.
Basic net assets and earnings per share are calculated using a value of par for
the preference shares.
Consequently, when the net asset value attributed to ordinary shares remains
below par the diluted net asset value will show a higher value than the basic
net asset value.
Copies of this report will be posted to shareholders and be available for
download at the company's website: www.baitgroup.co.uk.
GROUP INVESTMENT PORTFOLIO
As at 30 June 2014
Company Nature of Valuation Percentageof
Business £'000 portfolio
%
Geron Corporation (USA) Biomedical 6,535 23.44*
Dunedin Income Growth Investment 2,730 9.79
Trust
RIT Capital Partners Investment 2,500 8.97
Trust
British Assets Trust Investment 2,029 7.28
Trust
Prudential Life Assurance 1,961 7.03
________ ________
St. James's Place Global Equity Unit Trust 1,852 6.64
Biotime Series A Convertible preferred Biotechnology 1,170 4.20
stock
BioTime Inc Biotechnology 1,151 4.13
Scottish American Investment Company Investment 1,020 3.66
Trust
Invesco Income Growth Trust Investment
Trust 842 3.02
________ ________
Alliance Trust Investment
Trust 780 2.80
F&C Asset Management - 6.75% FRN Sub. General
Bonds 2026 Financial 647 2.32
Earthport Software and
computer
services 571 2.05
Royal & Sun Alliance Insurance Group - Insurance -
7.375% Cum. irred. preference shares £1 Non-Life 524 1.88
Shires Income Investment
Trust 514 1.84
________ ________
Merchants Trust Investment 505 1.81
Trust
Rothschilds Cont. Finance - 9% Perp. Financial 490 1.76
Sub. Gtd. Loan Notes
Barclays - 9% PIB Capital Bonds Bank retail 273 0.98
Jupiter Income Trust Unit Trust 225 0.81
Barclays - 6% Non-cum. preference Bank retail 154 0.55
shares
________ ________
20 Largest investments 26,473 94.96
Other investments (number of holdings : 1,405 5.04
24)
________ ________
Total investments 27,878 100.00
________ ________
*21.04% held by the company and 2.40% held by subsidiaries. In addition the
Group holds net purchases of £408,000 of put options in Geron Corporation as
part of its hedging strategy.
Unaudited Interim Report
As at 30 June 2014
Registered number : 433137
Directors Registered office
J Anthony V Townsend (Chairman) Wessex House
Jonathan C Woolf (Managing Director) 1 Chesham Street
Dominic G Dreyfus (Non-executive) London SW1X 8ND
Ronald G Paterson (Non-executive) Telephone: 020 7201 3100
Website: www.baitgroup.co.uk
Chairman's Statement
I report our results for the 6 months to 30 June 2014.
Revenue
The profit on the revenue account before tax amounted to £0.3 million (30 June
2013: £1.4 million), a decrease of 77 percent. This reflects the lower level
of external dividends sought during the period and their replacement by gains
registered within the subsidiary companies which were paid up through the
group. Our group structure allows us to distribute gains made in subsidiary
companies to shareholders and we have made use of this ability as and when it
has been considered appropriate.
A loss of £2.9 million (30 June 2013: £0.9 million gain) was registered on the
capital account before capitalised expenses, incorporating a realised gain of £
0.3 million (30 June 2013: £1.0 million loss) and an unrealised loss of £3.2
million (30 June 2013: £1.9 million gain).
Revenue earnings per ordinary share were 0.6 pence on an undiluted basis (30
June 2013: 4.7 pence) and 0.9 pence on a fully diluted basis (30 June 2013: 3.9
pence).
Net Assets and performance
Group net assets were £25.8 million (£30.0 million, at 31 December 2013), a
decrease of 13.9 percent. Over the same six month period, the FTSE 100 index
decreased by 0.1 percent and the All Share index decreased by 0.3 percent. On
a total return basis, after adding back dividends paid during the period, group
net assets decreased by 9.1 percent compared to a total return on the FTSE 100
index of approximately 3.2 percent. The net asset value per £1 ordinary share
was 63 pence (prior charges deducted at par) and 74 pence on a fully diluted
basis.
The decrease in net assets during the period was largely due to the reversal in
the value of our principal investment, Geron Corporation, following a hold
imposed on its clinical trials by the US FDA in March, as noted in my report in
April. The clinical hold was partially lifted in June resulting in a partial
recovery in Geron's valuation, as discussed in more detail in the Managing
Director's report below.
The UK stock market finished the period almost unchanged having traded within a
tight range of less than 5 percent throughout. Despite growing levels of
global political and financial uncertainty during the period, arising out of
the worsening situation between Russia and Ukraine and the expectation of a
reduction in monetary stimulus in the USA, volatility levels in leading
financial markets have remained consistently and unusually low. As a result,
equity markets have remained steady, consolidating the gains experienced in
2012 and 2013 as global economies started to emerge from recession.
Since the period end, however, this state of relative calm has changed and the
UK and US equity markets have shown greater levels of volatility moving up and
down by 5 percent in a matter of weeks as these concerns have finally begun to
weigh on investors. The economic and investment themes of the period are set
out in more detail in the Managing Director's report below.
As at 26 August, group net assets were £24.7 million, a decrease of 4.3 percent
since 30 June. This compares with an increase of 1.2 percent in the FTSE 100
index and an increase of 1.2 percent in the All Share index over the same
period, and is equivalent to 59 pence per share (prior charges deducted at par)
and 71 pence per share on a fully diluted basis.
Dividend
We intend to pay an interim dividend of 2.7 pence per ordinary share on 6
November 2014 to shareholders on the register at 10 October 2014. This
represents an unchanged dividend from last year's interim dividend. A
preference dividend of 1.75 pence will be paid to preference shareholders on
the same date.
Outlook
As noted above, the outlook for financial markets has worsened since June as
investors have focused more closely on uncertainties stemming from global
political instabilities and rising expectations that interest rates in the US
and UK will shortly be increased after an unprecedentedly long period of
stability. Again, the precise timing of this remains a conundrum for the
markets, and recent evidence of slowing growth globally has weighed against an
earlier rather than later change. Nevertheless, it is widely accepted that in
the absence of a major shock, 2015 will see the first rise in rates in both the
UK and USA. Both the US Federal Reserve and the Bank of England have been
anxious to state that future rises in rates will only be gradual and the
eventual equilibrium rate will be likely to be lower than those which have
prevailed in the past in order not to deter continued investment in their still
relatively fragile economies.
In the UK there is also the additional uncertainty of two important elections,
the Scottish independence vote in September of this year and the general
election in May 2015. The outcomes of these elections could have a significant
effect on the UK's ongoing and longer term economic policies and this
uncertainty is likely to have a depressing effect on financial markets and
investment during this period.
Against this background, therefore, we intend to measure any new investment
decisions against the shorter term risks the uncertainties noted above present.
Anthony Townsend
28 August 2014
Managing Director's Report
In the first six months of 2014, most leading economies, including the UK,
finally returned to their pre-recession levels. This had been the longest
recession in almost a century. Nevertheless, central banks have continued to
supply emergency-type levels of liquidity to markets through unprecedented low
interest rates and, in the case of the USA, its continuing - if tapering -
asset purchase programme. This reflects ongoing concerns that the levels of
growth post the recession have not been as strong as expected and the effect on
employment while positive has not been as strong or consistent as expected and
has certainly not shown any evidence of incipient labour market tightening or
wage inflation.
Markets have reacted accordingly, being buoyed by the continuing supply of
liquidity, and shaking off concerns at the mounting evidence of political
instability in areas such as Eastern Europe, the Middle East, sub-Saharan
Africa and the South China Sea. As has been the case for some time now, it has
been the prospect and timing of a change in monetary stance by the US Federal
Reserve and interest rate rises which has been the focus for markets to gauge
their direction and appetite. Consequently, as noted above, equity markets
have consolidated the gains made over the last two years displaying a
remarkably low level of volatility despite uncertainties building up on a
number of fronts, whether political or economic. As a result, investors have
continued to seek yield, widening their risk tolerance and rotating out of the
safe haven instruments which had found favour in the prior years of financial
turmoil.
Our portfolio, however, experienced significantly higher levels of volatility
over the period, due to its exposure to Geron Corporation. As previously
reported, this stock had appreciated considerably at the end of 2013 allowing
us to out-perform substantially following extremely favourable clinical trial
results in blood cancer from its proprietary drug, Imetelstat. However, this
performance was reversed in March 2014 when the trials were put on clinical
hold by the US FDA. This hold was partially released in June 2014 and Geron's
stock price also partially recovered but did not regain the levels seen at the
end of 2013. Further information is awaited on the situation, but over the
past six months the share price has risen and fallen by over 50 percent. This
volatility was the primary cause of our portfolio's under-performance over the
period, which was further exacerbated by the strong rise in Sterling against
the US dollar by over 6 percent.
Since 30 June, Geron has completed the distribution to its shareholders of its
regenerative medicine business which is now owned by a new company Asterias
Biotherapeutics. We therefore have received our entitlement to a share in this
business which we believe, as noted in prior reports, has significant potential
and value as the medical intervention of the future. Asterias and its parent
company, Biotime Inc, in which we also hold investments has a comprehensive
catalogue of patents and intellectual property covering the entire field of
regenerative medicine.
As noted in the Chairman's statement above, in view of the current
deterioration in the investment climate and the growing number of potentially
negative developments around the world and in the UK, we will moderate any new
investment activity in the short term while managing our portfolio to deliver a
balance of income and growth.
Jonathan C Woolf
28 August 2014
CONSOLIDATED INCOME STATEMENT
Six months ended
30 June 2014
Unaudited Unaudited Audited
6 months to 30 June 6 months to 30 June Year ended 31 December
2014 2013 2013
Note Revenue Capital Revenue Capital Revenue Capital
return return Total return return Total return return Total
£'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
Investment 2
income 475 - 475 1,546 - 1,546 3,294 - 3,294
Holding
(losses)/
gains on
investments
at fair
value
through
profit or
loss - (3,208) (3,208) - 1,908 1,908 - 9,745 9,745
Gains/
(losses) on
disposal of
investments
at fair
value
through
profit or
loss - 271 271 - (959) (959) - (3,545) (3,545)
Expenses (145) (103) (248) (191) (97) (288) (349) (209) (558)
_____ _____ _____ _____ _____ _____ _____ _____ _____
(Loss)/
profit
before
finance
costs and
tax 330 (3,040) (2,710) 1,355 852 2,207 2,945 5,991 8,936
Finance
costs (17) - (17) - - - (5) - (5)
_____ _____ _____ _____ _____ _____ _____ _____ _____
(Loss)/
profit
before tax 313 (3,040) (2,727) 1,355 852 2,207 2,940 5,991 8,931
Taxation - - - - - - (2) - (2)
_____ _____ _____ _____ _____ _____ _____ _____ _____
(Loss)/
profit for
the period 313 (3,040) (2,727) 1,355 852 2,207 2,938 5,991 8,929
_____ _____ _____ _____ _____ _____ _____ _____ _____
Earnings 4
per
ordinary
share
Basic 0.55p (12.16) (11.61) 4.72p 3.41p 8.13p 10.35p 23.96p 34.31p
p p
Diluted 0.89p (8.68)p (7.79)p 3.87p 2.44p 6.31p 8.40p 17.12p 25.52p
The group does not have any income or expense that is not included in the
consolidated income statement for the period and all items derive from
continuing operations. Accordingly, the '(Loss)/profit for the period' is also
the 'Total Comprehensive Income for the period' as defined in IAS 1(revised)
and no separate Statement of Comprehensive Income has been presented.
The total column of this statement is the Group's Income Statement, prepared in
accordance with IFRS. The supplementary revenue return and capital return
columns are both prepared under guidelines published by the Association of
Investment Companies.
All profit and total comprehensive income is attributable to the equity holders
of the parent company. There are no non-controlling interests.
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Six months ended 30 June 2014
Unaudited
Six months ended 30 June 2014
Share Capital Retained Total
capital reserve earnings
£'000 £'000 £'000 £'000
Balance at 31 December 2013 35,000 (6,909) 1,933 30,024
(Loss)/profit for the period - (3,040) 313 (2,727)
Ordinary dividend paid - - (1,275) (1,275)
Preference dividend paid - - (175) (175)
________ ________ ________ ________
Balance at 30 June 2014 35,000 (9,949) 796 25,847
________ ________ ________ ________
Unaudited
Six months ended 30 June 2013
Share Capital Retained Total
capital reserve earnings
£'000 £'000 £'000 £'000
Balance at 31 December 2012 35,000 (12,900) 1,245 23,345
Profit for the period - 852 1,355 2,207
Ordinary dividend paid - - (1,225) (1,225)
Preference dividend paid - - (175) (175)
________ ________ ________ ________
Balance at 30 June 2013 35,000 (12,048) 1,200 24,152
________ ________ ________ ________
Audited
Year ended 31 December 2013
Share Capital Retained Total
capital reserve earnings
£'000 £'000 £'000 £'000
Balance at 31 December 2012 35,000 (12,900) 1,245 23,345
Profit for the period - 5,991 2,938 8,929
Ordinary dividend paid - - (1,900) (1,900)
Preference dividend paid - - (350) (350)
________ ________ ________ ________
Balance at 31 December 2013 35,000 (6,909) 1,933 30,024
________ ________ ________ ________
CONSOLIDATED BALANCE SHEET
As at 30 June 2014
Audited
Unaudited Unaudited 31
30 June 30 June December
2014 2013 2013
£'000 £'000 £'000
Non-current assets
Investments - fair value through profit or
loss (note 1) 27,878 22,681 31,057
_________ _________ _________
Current assets
Receivables 200 1,684 195
Derivatives - fair value through profit or
loss 845 3,249 459
Cash and cash equivalents 1,050 691 317
_________ _________ _________
2,095 5,624 971
_________ _________ _________
Total assets 29,973 28,305 32,028
_________ _________ _________
Current liabilities
Trade and other payables (1,101) (2,538) (287)
Bank loan (2,588) - (1,448)
Derivatives - fair value through profit or
loss (437) (1,615) (269)
_________ _________ _________
(4,126) (4,153) (2,004)
_________ _________ _________
Total assets less current liabilities 25,847 24,152 30,024
_________ _________ _________
Net assets 25,847 24,152 30,024
_________ _________ _________
Equity attributable to equity holders
Ordinary share capital 25,000 25,000 25,000
Convertible preference share capital 10,000 10,000 10,000
Capital reserve (9,949) (12,048) (6,909)
Retained revenue earnings 796 1,200 1,933
_________ _________ _________
Total equity 25,847 24,152 30,024
_________ _________ _________
Net assets per ordinary share - basic £0.63 £0.57 £0.80
_________ _________ _________
Net assets per ordinary share - diluted £0.74 £0.69 £0.86
_________ _________ _________
CONSOLIDATED CASHFLOW STATEMENT
Six months ended 30 June 2014
Unaudited Unaudited Audited
6 months 6 months Year ended
to to 31
30 June 30 June December
2014 2013 2013
£'000 £'000 £'000
Cash flow from operating activities
(Loss)/profit before tax (2,727) 2,207 8,931
Adjustment for:
Losses/(profits) on investments 2,937 (949) (6,200)
Scrip dividends (33) (3) (9)
Income tax deducted at source - - (85)
Proceeds on disposal of investments at fair
value
through profit or loss 5,802 14,696 29,769
Purchases of investments at fair value
through profit or loss (5,319) (13,008) (31,077)
Interest paid 17 - 5
________ ________ ________
Operating cash flows before movements
in working capital 677 2,943 1,334
Increase in receivables (1,185) (3,518) (2,472)
Increase in payables 1,393 1,751 1,347
________ ________ ________
Net cash from operating activities
before interest 885 1,176 209
Interest paid (17) - (5)
________ ________ ________
Net cash from operating activities
after interest 868 1,176 204
Net cash from operating activities
before income taxes 868 1,176 204
________ ________ ________
Net cash flows from operating activities 868 1,176 204
________ ________ ________
Cash flow from financing activities
Dividends paid on ordinary shares (1,275) (1,225) (1,900)
Dividends paid on preference shares - - (175)
Bank loan 1,140 - 1,448
________ ________ ________
Net cash used in financing activities (135) (1,225) (627)
________ ________ ________
Net increase/(decrease) in cash and cash
equivalents 733 (49) (423)
Cash and cash equivalents at beginning of
period 317 740 740
________ ________ ________
Cash and cash equivalents at end of period 1,050 691 317
________ ________ ________
NOTES TO THE gROUP RESULTS
Accounting policies
Basis of preparation
This interim report is prepared in accordance with IAS 34 'Interim Financial
Reporting' and on the basis of the accounting policies set out in the group's
annual Report and financial statements at 31 December 2013.
The annual financial statements of the group are prepared in accordance with
International Financial Reporting standards as adopted by the European Union.
Basis of consolidation
These consolidated condensed financial statements incorporate the financial
statements of the company and its subsidiary undertakings made up to 30 June
2014. The directors have considered the requirements of IFRS10 as applied to
investment entities which is applicable for the first time this accounting
period. The directors have assessed the nature of and substance of the
activities undertaken by the subsidiary companies and judge that they do not
fulfil the requirements to be treated as investment entities themselves and
they undertake investment related activities in support of the parent company's
purpose. Accordingly it is judged appropriate to continue to consolidate the
group subsidiary companies and not measure them at fair value through profit or
loss as the subsidiary companies.
Significant accounting policies
In order to better to reflect the activities of an investment trust company and
in accordance with guidance issued by the Association of Investment Companies
(AIC), supplementary information which analyses the income statement between
items of a revenue and capital nature has been presented alongside the income
statement.
As the entity's business is investing in financial assets with a view to
profiting from their total return in the form of interest, dividends or
increases in fair value, listed equities and fixed income securities are
designated as fair value through profit or loss on initial recognition. The
group manages and evaluates the performance of these investments on a fair
value basis in accordance with its investment strategy, and information about
the group is provided internally on this basis to the entity's key management
personnel.
Investments held at fair value through profit or loss, including derivatives
held for trading, are initially recognised at fair value.
All purchases and sales of investments are recognised on the trade date.
After initial recognition, investments, which are designated as at fair value
through profit or loss, are measured at fair value. Gains or losses on
investments designated as at fair value through profit or loss are included in
net profit or loss as a capital item, and material transaction costs on
acquisition and disposal of investments are expensed and included in the
capital column of the income statement. For investments that are actively
traded in organised financial markets, fair value is determined by reference to
Stock Exchange quoted market bid prices or last traded prices, depending upon
the convention of the exchange on which the investment is quoted at the close
of business on the balance sheet date. Investments in units of unit trusts or
shares in OEICs are valued at the closing price released by the relevant
investment manager.
In respect of unquoted investments, or where the market for a financial
instrument is not active, fair value is established by using an appropriate
valuation technique.
Dividend income from investments is recognised as income when the shareholders'
rights to receive payment has been established, normally the ex-dividend date.
Interest income on fixed interest securities is recognised on a time
apportionment basis so as to reflect the effective interest rate of the
security.
Property EZT income is recognised on the date the distribution is receivable.
Film royalty income is recognised on receipt of royalty statements covering
periods ending in the financial period.
When special dividends are received, the underlying circumstances are reviewed
on a case by case basis in determining whether the amount is capital or income
in nature. Amounts recognised as income will form part of the company's
distribution. Any tax thereon will follow the accounting treatment of the
principal amount.
All expenses are accounted for on an accruals basis. Expenses are charged as
revenue items in the income statement except as follows:
- transaction costs which are incurred on the purchase or sale of an investment
designated as fair value through profit or loss are expensed and included in
the capital column of the income statement;
- expenses are split and presented partly as capital items where a connection
with the maintenance or enhancement of the value of the investments held can be
demonstrated, and accordingly investment management and related costs have been
allocated 50% (2013 - 50%) to revenue and 50% (2013 -50%) to capital, in order
to reflect the directors' long-term view of the nature of the expected
investment returns of the company.
The 3.5% cumulative convertible non-redeemable preference shares issued by the
company are classified as equity instruments in accordance with IAS 32
'Financial Instruments - Presentation' and as the company has no contractual
obligation to redeem the preference shares for cash or pay preference dividends
unless similar dividends are declared to ordinary shareholders.
Segmental reporting
The directors are of the opinion that the Group is engaged in a single segment
of business, that is investment business, and therefore no segmental reporting
is provided.
2. Investment income
Unaudited Unaudited Audited
6 months 6 months Year ended
to 30 June to 30 June 31 December
2014 2013 2013
£'000 £'000 £'000
Income from investments 475 1,546 3,191
Other income - - 103
___________ ___________ ___________
475 1,546 3,294
_________ _________ _________
3. Proposed dividends
Unaudited Unaudited Audited
6 months to 6 months to Year ended
30 June 2014 30 June 2013 31 December 2013
Interim Interim Final
Pence per Pence per Pence per
share £'000 share £'000 share £'000
Ordinary 2.7 675 2.7 675 5.1 1,275
shares
Preference
shares -
1.75 175 1.75 175 1.75 175
fixed
_________ _________ _________
850 850 1,450
_______ _______ _______
The directors have declared an interim dividend of 2.7p (2013 - 2.7p) per
ordinary share, payable on
6 November 2014 to shareholders registered on 10 October 2014. The shares will
be quoted ex-dividend on 9 October 2014.
The dividends on ordinary shares are based on 25,000,000 ordinary £1 shares.
Dividends on preference shares are based on 10,000,000 non-voting 3.5%
convertible preference shares of £1.
The holders of the 3.5% convertible preference shares will be paid a dividend
of £175,000 being 1.75p per share. The payment will be made on the same date as
the dividend to the ordinary shareholders.
Amounts recognised as distributions to ordinary shareholders in the period:
Unaudited Unaudited Audited
6 months to 6 months to Year ended
30 June 2014 30 June 2013 31 December 2013
Pence per Pence per Pence per
share £'000 share £'000 share £'000
Ordinary
shares -
final 5.1 1,275 4.9 1,225 4.9 1,225
Ordinary
shares -
interim - - - - 2.7 675
Preference
shares -
fixed 1.75 175 1.75 175 3.5 350
_________ _________ _________
1,450 1,400 2,250
_______ _______ _______
4. Earnings per ordinary share
Unaudited Unaudited Audited
6 months 6 months Year ended
to 30 June to 30 31
2014 June December
£'000 2013 2013
£'000 £'000
Basic earnings per share
Calculated on the basis of:
Net revenue profit after preference 138 1,180 2,588
dividends
Net capital (loss)/profit 852 5,991
(3,040)
_________ _________ _________
Net total earnings after preference (2,902) 2,032 8,579
dividends
_______ _______ _______
Ordinary shares in issue 25,000 25,000 25,000
_______ _______ _______
Diluted earnings per share
Calculated on the basis of:
Net revenue profit 313 1,355 2,938
Net capital (loss)/profit 852 5,991
(3,040)
_________ _________ _________
Profit after taxation 2,207 8,929
(2,727)
_______ _______ _______
Ordinary and preference shares in issue 35,000 35,000 35,000
_______ _______ _______
Diluted earnings per share is calculated taking into account the preference
shares which are convertible to ordinary shares on a one for one basis, under
certain conditions, at any time during the period 1 January 2006 to 31 December
2025 (both dates inclusive).
5. Net asset value attributable to each share
Basic net asset value attributable to each share has been calculated by
reference to 25,000,000 ordinary shares, and group net assets attributable to
shareholders as follows:
Unaudited Unaudited Audited
30 June 30 June 31 December
2014 2013 2013
£'000 £'000 £'000
Total net assets 25,847 24,152 30,024
Less convertible preference (10,000) (10,000) (10,000)
shares
____________ ____________ ____________
Net assets attributable to 15,847 14,152 20,024
ordinary shareholders
_________ _________ _________
Diluted net asset value is calculated on the total net assets in the table
above and on 35,000,000 shares, taking into account the preference shares which
are convertible to ordinary shares on a one for one basis, under certain
conditions, at any time during the period 1 January 2006 to 31 December 2025
(both dates inclusive).
Basic net assets and earnings per share are calculated using a value of par for
the preference shares.
Consequently, when the net asset value attributed to ordinary shares remains
below par the diluted net asset value will show a higher value than the basic
net asset value.
6. Retained earnings
The table below shows the movement in the retained earnings analysed between
revenue and capital items.
Capital Retained
reserve earnings
£'000
£'000
1 January 2014 (6,909) 1,933
Allocation of (loss)/profit for the (3,040) 313
period
Ordinary and preference dividends paid - (1,450)
____________ ____________
At 30 June 2014 (9,949) 796
_________ _________
The capital reserve includes £6,047,000 of investment holding gains (30 June
2013 - £1,213,000,
31 December 2013 - £9,548,000 gain).
7. Financial instruments
Financial instruments carried at fair value
All investments are carried at fair value. Other financial assets and
liabilities of the group are held at amounts that approximate to fair value.
The book value of cash at bank and bank loans included in these financial
statements approximate to fair value because of their short-term maturity.
Fair value hierarchy
The table below analyses recurring fair value measurements for financial assets
and financial liabilities.
These fair value measurements are categorised into different levels in the fair
value hierarchy based on the inputs to valuation techniques used. The different
levels are defined as follows:
Level 1: Quoted prices (unadjusted) in active markets for identical assets or
liabilities that the company can access at the measurement date.
Level 2: Inputs other than quoted prices included within Level 1 that are
observable for the asset or liability, either directly or indirectly.
Level 3: Unobservable inputs for the asset or liability.
Financial assets and financial Level 1 Level 2 Level 3 Total
liabilities at fair value through
profit or loss at 30 June 2014 £'000 £'000 £'000 £'000
Investments including derivatives:
Investments held at fair value through
profit or loss 26,459 - - 26,459
Derivatives 408 - - 408
Unquoted investments - 1,419
- 1,419
_________ _________ _________ _________
Total financial assets and liabilities
carried at fair value 26,867 - 1,419 28,286
_________ _________ _________ _________
There were no level 2 investments during the 6 months to 30 June 2014.
There have been no transfers between levels of the fair value hierarchy during
the period. Transfers between levels of fair value hierarchy are deemed to have
occurred at the date of the event or change in circumstances that caused the
transfer.
Categorisation within the hierarchy has been determined on the basis of the
lowest level input that is significant to the fair value measurement of the
relevant asset as follows:
Level 1: investments and derivatives are measured by reference to quoted prices
(unadjusted) in active markets for identical assets or liabilities.
Level 3: investments inputs are not based on observable market data
(unobservable inputs).
The valuation techniques used by the company are explained in the accounting
policies in the year end accounts.
Fair Value Assets in Level 3
The following table shows the reconciliation from the opening balances to the
closing balances for fair value measurement in level 3 of the fair value
hierarchy.
Level 3
£'000
Opening fair value at 1
January 2014 248
Purchases 1,199
Sales proceeds (65)
Gains on sales 65
Increase in investment
holding losses (28)
____________
Closing fair value at 30 1,419
June 2014
_________
DIRECTORS' STATEMENT
Principal risks and uncertainties
The principal risks and uncertainties faced by the company continue to be as
described in the previous annual accounts. Further information on each of these
areas, together with the risks associated with the company's financial
instruments are shown in the Directors' Report and notes to the financial
statements within the Annual Report and Accounts for the year ended 31 December
2013.
The Chairman's Statement and Managing Director's report include commentary on
the main factors affecting the investment portfolio during the period and the
outlook for the remainder of the year.
Directors' Responsibilities Statement
The Directors are responsible for preparing the half-yearly report in
accordance with applicable law and regulations. The Directors confirm that to
the best of their knowledge the interim financial statements, within the
half-yearly report, have been prepared in accordance with IAS 34 'Interim
Financial Reporting'. The Directors are required to prepare the financial
statements on the going concern basis unless it is inappropriate to presume
that the group will continue in business. The Directors further confirm that
the Chairman's Statement and Managing Director's Report includes a fair review
of the information required by 4.2.7R and 4.2.8R of the FCA's Disclosure and
Transparency Rules.
The Directors of the company are listed in the section preceding the Chairman's
Statement.
The half-yearly report was approved by the Board on 28 August 2014 and the
above responsibility statement was signed on its behalf by:
Jonathan C Woolf
INDEPENDENT REVIEW REPORT TO THE MEMBERS OF
BRITISH & AMERICAN INVESTMENT TRUST PLC
Introduction
We have reviewed the condensed set of consolidated financial statements in the
half-yearly financial report of British & American Investment Trust PLC for the
six months ended 30 June 2014 which comprises the Consolidated Income
Statement, the Consolidated Statement of Changes in Equity, the Consolidated
Balance Sheet, the Consolidated Cashflow Statement and the related Notes to the
Group Results. We have read the other information contained in the half yearly
financial report being the Group Financial Highlights, the Chairman's
Statement, the Managing Director's Report, the Group Investment Portfolio and
the Directors responsibilities statement,and considered whether it contains any
apparent misstatements or material inconsistencies with the information in the
condensed set of financial statements.
This report is made solely to the company's members, as a body, in accordance
with International Standard on Review Engagements (UK and Ireland) 2410,
'Review of Interim Financial Information performed by the Independent Auditor
of the Entity'. Our review work has been undertaken so that we might state to
the company's members those matters we are required to state to them in an
independent review report and for no other purpose. To the fullest extent
permitted by law, we do not accept or assume responsibility to anyone other
than the company and the company's members as a body, for our review work, for
this report, or for the conclusion we have formed.
Directors' responsibilities
The half-yearly financial report is the responsibility of, and has been
approved by, the directors. The directors are responsible for preparing the
half-yearly financial report in accordance with the Disclosure and Transparency
Rules of the United Kingdom's Financial Conduct Authority.
As disclosed in note 1, the annual financial statements of the group are
prepared in accordance with International Financial Reporting Standards as
adopted by the European Union. The condensed set of financial statements
included in this half-yearly financial report has been prepared in accordance
with International Accounting Standard 34, 'Interim Financial Reporting', as
adopted by the European Union.
Our responsibility
Our responsibility is to express to the company a conclusion on the condensed
set of financial statements in the half-yearly financial report based on our
review.
Scope of review
We conducted our review in accordance with International Standard on Review
Engagements (UK and Ireland) 2410, 'Review of Interim Financial Information
Performed by the Independent Auditor of the Entity'. A review of interim
financial information consists of making enquiries, primarily of persons
responsible for financial and accounting matters, and applying analytical and
other review procedures. A review is substantially less in scope than an audit
conducted in accordance with International Standards on Auditing (UK and
Ireland) and consequently does not enable us to obtain assurance that we would
become aware of all significant matters that might be identified in an audit.
Accordingly, we do not express an audit opinion.
Conclusion
Based on our review, nothing has come to our attention that causes us to
believe that the condensed set of financial statements in the half-yearly
financial report for the six months ended 30 June 2014 is not prepared, in all
material respects, in accordance with International Accounting Standard 34,
'Interim Financial Reporting', as adopted by the European Union and the
Disclosure and Transparency Rules of the United Kingdom's Financial Conduct
Authority.
GRANT THORNTON UK LLP
AUDITOR
London
28 August 2014