Half-yearly Report

THE DIVERSE INCOME TRUST PLC HALF-YEARLY FINANCIAL REPORT FOR THE PERIOD ENDED 30 NOVEMBER 2012 The Directors present the Half-Yearly Financial Report of the Company for the six months to 30 November 2012. INVESTMENT OBJECTIVE AND POLICY Investment Objective The Company's investment objective is to provide shareholders with an attractive level of dividends coupled with capital growth over the long term. Investment Policy The Company invests primarily in quoted or traded UK companies with a wide range of market capitalisations but a long-term bias towards small and mid cap equities. The Company may also invest in large cap companies, including FTSE 100 constituents, where it is believed that this may increase shareholder value. The Manager adopts a stock specific approach in managing the Company's portfolio and therefore sector weightings are of secondary consideration. As a result of this approach, the Company's portfolio does not track any benchmark index. The Company may utilise derivative instruments including index-linked notes, contracts for differences, covered options and other equity-related derivative instruments for efficient portfolio management, gearing and investment purposes. Any use of derivatives for investment purposes will be made on the basis of the same principles of risk spreading and diversification that apply to the Company's direct investments, as described below. The Company will not enter into uncovered short positions. Risk diversification Portfolio risk will be mitigated by investing in a diversified spread of investments. Investments in any one company shall not, at the time of acquisition, exceed 15% of the value of the Company's investment portfolio. Typically it is expected that the Company will hold a portfolio of between 80 and 120 securities, most of which will represent no more than 1.5% of the value of the Company's investment portfolio as at the time of acquisition. The Company will not invest more than 10% of its gross assets, at the time of acquisition, in other listed closed-ended investment funds, whether managed by the Manager or not, except that this restriction shall not apply to investments in listed closed-ended investment funds which themselves have stated investment policies to invest no more than 15% of their gross assets in other listed closed-ended investment funds. In addition to this restriction, the Directors have further determined that no more than 15% of the Company's gross assets will, at the time of acquisition, be invested in other listed closed-ended investment funds (including investment trusts) notwithstanding whether or not such funds have stated policies to invest no more than 15% of their gross assets in other listed closed-ended investment funds. Unquoted investments The Company may invest in unquoted companies from time to time subject to prior Board approval. Investments in unquoted companies in aggregate will not exceed 5% of the value of the Company's investment portfolio as at the time of investment. Borrowing and gearing policy The Board considers that long-term capital growth can be enhanced by the use of gearing which may be through bank borrowings and the use of derivative instruments such as contracts for differences. The Company may borrow (through bank facilities and derivative instruments) up to 15% of net asset value ("NAV") (calculated at the time of borrowing). The Board will oversee the level of gearing in the Company, and will review the position with the Manager on a regular basis. In the event of a breach of the investment policy set out above and the investment and gearing restrictions set out therein, the Manager shall inform the Board upon becoming aware of the same and if the Board considers the breach to be material, notification will be made to a Regulatory Information Service. No material change will be made to the investment policy without the approval of shareholders by ordinary resolution. Investment Manager On 14 December 2012, Midas Capital Partners Limited changed its name to Miton Capital Partners Limited. FINANCIAL HIGHLIGHTS At 30 November At 31 May 2012 Change 2012 (audited) Total net assets £85.70m £47.83m 79.2% Number of ordinary shares in issue 156.51m 100.00m 56.5% Net asset value per ordinary share 54.76p 47.83p 14.5% Ordinary share price (mid) 57.25p 48.75p 17.4% Premium to net asset value 4.55% 1.92% Market capitalisation £89.60m £48.75m 83.8% Total return per ordinary share 8.34p 0.43p Total dividends per ordinary share* 0.80p 2.19p Ongoing charges 1.60% 1.90% * Dividend per ordinary share includes the first interim dividend paid and second interim dividend declared in respect of the year ending 31 May 2013 and will differ from the amounts disclosed in the Condensed Consolidated Statement of Changes in Equity. TOTAL RETURN PERFORMANCE 6 months to 12 months to From launch to 30 November 2012 30 November 2012 30 November 2012 Ordinary share price 20.3% 34.6% 18.2% Net asset value 15.3% 21.2% 10.9%* *After launch expenses. Total return assumes that dividends are reinvested. Source: Miton Capital Partners Limited. FINANCIAL CALENDAR January Announcement of Half-Yearly Financial Report February Payment of second interim dividend for period ending 31 May 2013 May Payment of third interim dividend for period ending 31 May 2013 August Payment of fourth interim dividend for period ending 31 May 2013 August/ Announcement of Annual Results September October Annual General Meeting November Payment of first interim dividend for period ending 31 May 2014 CHAIRMAN'S STATEMENT This is my second interim statement to shareholders for the Diverse Income Trust ("DIT" or the "Company"), and covers the six month period ended 30 November 2012. In July DIT concluded a first C share issue and the near fully invested portfolio was merged with the parent at the end of September. This inflow of new assets, along with appreciation of the portfolio, led to the total assets reaching £86m at the end of November. 2012 has not been an easy year for companies. Expectations for world economic growth have been progressively reduced over the year and this has been reflected in the downgrading of corporate profit forecasts. In addition, political risks remain elevated despite some progress within the Euro area. Many companies remain reluctant to make sizeable investments for the future given that an economic shock could be precipitated by disagreement over the US fiscal plans, an unfavourable change of Government in one of the key Euro countries or possible escalation of conflict in the Middle East or China Sea. With this in mind, equity markets have delivered surprisingly robust returns, with the FTSE All-Share Total Return Index up 12.8% in the period. However, an interesting trend was the increasingly discriminating nature of investors in the period. The share prices of resilient companies with good and growing cashflow tended to rise, whilst many of the share prices of more speculative investments have fallen back. This explains in large part the differential between two smallcap index returns. On a total return basis, the FTSE SmallCap Index (ex investment companies) rose 16.5% whereas the AIM All-Share Index rose only 0.7% in the six months. The Company's NAV total return has risen by 15.3% in the half year. The combination of smaller companies with stable, improving cash flows that will sustain income payments for investors, is proving an attractive place to be. The Company has declared two interim dividends relating to the six month period that amount to 0.8p per share. We anticipate that the third interim dividend will be slightly more modest than it was last year due to timing of receipts in a seasonal period when few companies pay significant dividends. We expect to compensate for this in the fourth quarter as corporate distributions are more plentiful in the March to May period. Consequently, the fourth dividend is expected to be the largest and will also include any annual dividend increase. The focus of the portfolio will remain on stable businesses that are well placed to grow their earnings as well as their dividends. These are collected together in a broad spread of holdings, each relatively small in the context of the overall portfolio. Although the share prices of many individual companies will move up and down with the market, it is greatly reassuring that in the short period of the Company's existence, the volatility of DIT's NAV has been well below other UK Growth and Income investment trusts. Subsequent to the half year end, DIT concluded a second C share offering which it is anticipated will take the Company decisively above a total market value of £100m. This will offer further improvements to the marketability of the shares and will further dilute the fixed costs over the enlarged capital base. It is important to keep in mind that the principal objective of DIT was to produce a 4% annualised yield on the initial 50p issue, with a dividend growing at an above average rate thereafter. It is believed that this objective will be well suited to sustain relatively attractive returns. It may also provide some stability through markets where volatility may take some time to stabilise whilst investors adjust to a world beyond the credit boom. Dividends paid in the year to date have matched last year, but income projections suggest the Company remains on track to grow revenue for the year. Michael Wrobel Chairman 31 January 2013 MANAGER'S REPORT Background The Company's strategy is to deliver a good and growing level of income by investing on a multi-cap basis in companies predominately in the UK. The fund managers continue to see more opportunity in small and mid-sized companies and this has been reflected in the majority of the portfolio being invested outside the FTSE 350 since launch. The managers look to mitigate risk and manage volatility by holding a widely diverse portfolio of investments and the focus is currently on companies with strong balance sheets. The Company has no benchmark. Markets DIT was launched at a period of high volatility and global imbalances have continued to cause uncertainties to the current time. These problems appear deep rooted given they have built up during the preceding 20 years of credit boom. The solution will take time to work through but the outlook for sustained macro growth absent stimulus looks subdued. We continue to believe that this environment will prove challenging for many large market cap companies which could struggle to deliver revenue growth and may experience margin pressure. By comparison, smaller companies can often continue to grow regardless of the macro environment through exploiting niche opportunities and management actions. Performance Equity market returns continue to be heavily influenced by macro events. Between 1 June 2012 and 30 November 2012 the FTSE All-Share Total Return Index rose 12.8%. The indices covering the smaller companies were mixed, with the FTSE SmallCap Index (excluding investment companies) gaining 16.5% and the AIM All-Share Index rising only 0.7%. The average UK Growth and Income investment trusts rose 14.3% during the period, slightly above the FTSE All-Share Index. However, it is a perennial feature that the share prices of companies that sustain higher yields tend to be less volatile than the market overall. In the period the total return for the Company was 15.3%, rather more than comparatives. Despite the choppy market conditions, it is reassuring to note that the volatility of the Company's NAV has been markedly better than most other funds in the sector. Also, in the period DIT completed its first follow-on fundraising of £30m. A second fundraising was announced in October, which was successfully completed after the period end, raising a further £31m. The fundraisings were responding to investor demand for the strategy and benefited existing shareholders by lowering the expense ratio of the Company. Dividend Income The Company is expected to pay dividends on a quarterly basis. Dividends of 0.3p for the August quarter and 0.5p for the November quarter have been paid/ announced. In total, the Company paid a dividend of 2.02p in its first year on an annualised basis. Going forward, the intention is to grow the Company's annual dividend in pence per share terms using the first year as a starting point. There will continue to be a degree of seasonality in quarterly dividend payments as many quoted companies have December or March year ends and tend to pay larger final dividends in the first half of the calendar year. Portfolio There are two major factors that contrast this Company with most others with a similar objective. These factors have remained unchanged since launch: 1. The Company was established without a formal benchmark. Index weightings do not carry influence when the managers select investments. Therefore the portfolio is made up of quoted companies with a full range of market capitalisations ranging from some microcap holdings through to some of the largest quoted companies. This strategy is anticipated to offer shareholders an investment portfolio with more attractive risk/reward ratios. For example, we can avoid many of the well-researched stocks with large benchmark weightings held by most other funds and invest more in under-researched stocks where valuations can be more sizeably out of line with the overall market. Also, the managers have a wider range of industry sectors to consider, thereby giving more scope to select investments in those with the greatest growth potential. The portfolio is invested across a broad range of sectors, but there has been a particular focus on the providers of regular everyday products and services such as insurance, telecoms and food. Finally, given the current expectation of challenging trading conditions, the wider universe of potential investments means that those with the strongest balance sheets can be prioritised. Not only are these better placed to sustain dividend payments, but also they would have considerable advantage over competitors that may be short of capital should economic conditions deteriorate further. 2. The second major differential is the reduced stock specific risk of each investment. This is achieved through typically investing between 0.5% and 1.5% of the portfolio at purchase. So whilst DIT does hold some larger quoted companies such as TalkTalk and TUI Travel, these stocks have no greater weightings than other lesser researched stocks such as Zotefoams and Randall & Quilter. Following investment, with differential share price movements some holdings do grow and can exceed 2%, but overall most are around the 1% level. At the end of November, under 10% of the portfolio was invested in FTSE 100 stocks, around 25% in mid-sized FTSE 250 stocks, and the remaining 65% or so in smaller companies quoted on the Main Market and AIM Market. In particular, companies with intrinsic value have been preferred as it is anticipated that these have the best prospects to pay good and growing dividend income. The managers believe that these factors together should offer enhanced prospects for growing the Company's dividend together with a portfolio where the capital price is less volatile than most other comparative funds. Typically, many of the best performing holdings have been amongst those with smaller market capitalisations and have appreciated to become the largest portfolio holdings. However, we believe the overall portfolio remains relatively defensive and well diversified. Outlook At the time of writing, the outlook is heavily overshadowed by on-going European and US concerns counterbalanced to some degree by co-ordinated actions on behalf of policy makers. The Company's investment strategy has been put together to maximise shareholders' returns through such a challenging period. The portfolio is largely made up of simple businesses that have the prospect of sustaining an increase in demand for their products even if the world economy was not expanding. Indeed, it is the belief of the managers that many other fund managers will grow to appreciate the investment advantages of stock picking, and that this trend may cause stocks within the portfolio to outperform for a number of years. Gervais Williams and Martin Turner Miton Capital Partners Limited 31 January 2013 PORTFOLIO INFORMATION as at 30 November 2012 Portfolio of investments Valuation % of net Yield Rank Company Sector £'000 assets %¹ 1 Quindell Portfolio Software & Computer 2,429 2.8 2.8 Services 2 CML Microsystems Technology Hardware & 1,836 2.1 1.1 Equipment 3 Bioventix² Pharmaceuticals & 1,715 2.0 5.1 Biotechnology 4 Greencore Food Producers 1,684 2.0 3.8 5 Fairpoint² General Financial 1,614 1.9 5.8 6 Zotefoams Chemicals 1,532 1.8 2.6 7 St Ives Support Services 1,460 1.7 5.5 8 Charles Taylor Consulting General Financial 1,346 1.6 6.0 9 UK Mail Industrial 1,329 1.6 6.1 Transportation 10 Abbey Protection² Non Life Insurance 1,321 1.5 4.7 Top ten investments 16,266 19.0 11 Consort Medical Health Care Equipment & 1,271 1.5 2.5 Services 12 888 Holdings Travel & Leisure 1,269 1.5 1.4 13 Synthomer Chemicals 1,263 1.5 2.5 14 4imprint Media 1,242 1.5 4.4 15 TUI Travel Travel & Leisure 1,241 1.4 4.2 16 Randall & Quilter Non Life Insurance 1,211 1.4 7.8 Investment Holdings² 17 Wilmington Media 1,210 1.4 4.9 18 Beazley Non Life Insurance 1,166 1.4 4.6 19 TalkTalk Telecom Fixed Line 1,148 1.3 4.5 Telecommunications 20 Personal Group² Non Life Insurance 1,130 1.3 5.4 Top twenty investments 28,417 33.2 21 McBride Household Goods 1,123 1.3 3.8 22 ECO Animal Health² Pharmaceuticals & 1,088 1.3 1.5 Biotechnology 23 Brightside Non Life Insurance 1,072 1.3 1.8 24 Brown(N) Group General Retailers 1,069 1.2 3.7 25 Secure Trust Bank² Banks 1,058 1.2 3.7 26 Catlin Non Life Insurance 1,050 1.2 5.9 27 Chamberlin² Industrial Engineering 1,048 1.2 2.0 28 Playtech² Travel & Leisure 1,044 1.2 3.2 29 Silverdell² Support Services 1,044 1.2 1.5 30 BT Fixed Line 1,040 1.2 3.7 Telecommunications Top thirty investments 39,053 45.5 31 Smith DS General Industrial 1,040 1.2 3.1 32 Amlin Non Life Insurance 1,033 1.2 6.0 33 Office2Office Support Services 1,023 1.2 9.6 34 Belvoir Lettings² Real Estate 1,020 1.2 5.0 35 Interserve Support Services 1,019 1.2 5.3 36 Novae Group Non Life Insurance 1,019 1.2 5.1 37 RSA Insurance Non Life Insurance 1,018 1.2 7.9 38 Dairy Crest Food Producers 1,011 1.2 5.5 39 Numis² General Financial 1,010 1.2 6.3 40 KCOM Fixed Line 982 1.1 6.1 Telecommunications Top forty investments 49,228 57.4 Balance held in 63 equity investments 35,830 41.8 Total equity investments 85,058 99.2 Fixed interest investments 1,174 1.4 Total investments 86,232 100.6 Cash and net liabilities (532) (0.6) Net assets 85,700 100.0 ¹ Source: Interactive Data; Manager's estimate where no historic data. ² AIM/ISDX listed. Portfolio exposure by sector Consumer Services 16.3% Insurance & Insurance Services 15.7% General Financial 12.3% Support Services 11.1% Consumer Goods 9.5% Industrials 8.8% Technology 7.7% Telecommunications 5.7% Basic Materials 4.8% Health Care 4.7% Oil & Gas 1.5% Utilities 1.1% Cash and Fixed Interest 0.8% Portfolio by asset allocation FTSE 100 7.2% FTSE 250 25.2% FTSE SmallCap 25.2% FTSE Fledgling 6.9% AIM/ISDX 34.7% Cash and Fixed Interest 0.8% Portfolio by spread of investment income to 30 November 2012 FTSE 100 12.2% FTSE 250 26.3% FTSE SmallCap 33.3% FTSE Fledgling 4.0% AIM/ISDX 23.7% International 0.5% Estimated annual income by sector¹ Insurance & Insurance Services 20.0% Consumer Services 15.9% General Financial 13.7% Support Services 12.1% Industrials 8.3% Telecommunications 7.4% Consumer Goods 6.9% Basic Materials 3.8% Health Care 3.8% Technology 2.8% Oil & Gas 2.1% Fixed Interest 2.0% Utilities 1.2% ¹ Projected income based on portfolio as at 30 November 2012. Source: Miton Capital Partners Limited. INTERIM MANAGEMENT REPORT AND DIRECTORS' RESPONSIBILITY STATEMENT Interim Management Report The important events that have occurred during the period under review, the key factors influencing the financial statements and the principal risks and uncertainties for the remaining six months of the financial year are set out in the Chairman's Statement and the Manager's Report above. The principal risks facing the Group are substantially unchanged since the date of the Annual Report for the period ended 31 May 2012 and continue to be as set out in that report. Risks faced by the Group include, but are not limited to, investment and strategy, smaller companies, sectoral diversification, unquoted companies, use of derivative instruments, dividends, share price volatility and liquidity/ marketability risk, gearing, key man risk, C shares, redemption facility, taxation, compliance with laws or regulation and engagement of third party advisers. Responsibility Statement The Directors confirm that to the best of their knowledge: ● the condensed set of financial statements has been prepared in accordance with International Accounting Standard ("IAS") 34, Interim Financial Reporting, as adopted by the European Union; and gives a true and fair view of the assets, liabilities and financial position of the Company; and ● this Half-Yearly Financial report includes a fair review of the information required by: a) DTR 4.2.7R of the Disclosure and Transparency Rules, being an indication of important events that have occurred during the first six months of the financial year and their impact on the condensed set of financial statements; and a description of the principal risks and uncertainties for the remaining six months of the year; and b) DTR 4.2.8R of the Disclosure and Transparency Rules, being related party transactions that have taken place in the first six months of the current financial year and that have materially affected the financial position or performance of the Company during that period; and any changes in the related party transactions that could do so. This Half-Yearly Financial Report was approved by the Board of Directors on 31 January 2013 and the above responsibility statement was signed on its behalf by Michael Wrobel, Chairman. CONDENSED CONSOLIDATED INCOME STATEMENT for the period to 30 November 2012 Period to Period to Period to 30 November 2012 30 November 2011 31 May 2012* Revenue Capital Revenue Capital Revenue Capital return return Total return return Total return return Total Note £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 Gains/ (losses) on investments held at fair value through - 8,766 8,766 - (3,862) (3,862) - (1,494) (1,494) profit or loss loss Income 2 1,644 - 1,644 1,377 - 1,377 2,897 - 2,897 Net dealing gains of subsidiary 92 - 92 - - - 57 - 57 Investment management fee (95) (284) (379) (72) (217) (289) (132) (397) (529) Other (242) - (242) (269) - (269) (494) - (494) expenses Return before finance costs and 1,399 8,482 9,881 1,036 (4,079) (3,043) 2,328 (1,891) 437 taxation Finance - (1) (1) - - - - - - costs Return 1,399 8,481 9,880 1,036 (4,079) (3,043) 2,328 (1,891) 437 before taxation Taxation - overseas withholding (1) - (1) (2) - (2) (9) – (9) tax Return for 1,398 8,481 9,879 1,034 (4,079) (3,045) 2,319 (1,891) 428 the period pence pence pence pence pence pence pence pence pence Basic and diluted return per ordinary share 3 1.18 7.16 8.34 1.03 (4.08) (3.05) 2.32 (1.89) 0.43 * Audited. The Group does not have any income or expense that is not included in the "return for the period". Accordingly the "return for the period" is also the Total Comprehensive Income for the period as defined in International Accounting Standard 1 (revised), and consequently no separate Statement of Comprehensive Income has been presented. The total column of this statement is the Income Statement of the Group prepared in accordance with International Financial Reporting Standards ("IFRS"), as adopted by the European Union. The supplementary revenue return and capital return columns are presented in accordance with the Statement of Recommended Practice issued by the Association of Investment Companies ("AIC SORP"). All revenue and capital items in the above statement derive from continuing operations. No operations were acquired or discontinued during the period. CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY for the period to 30 November 2012 Share Share premium Special Capital Revenue capital account reserve reserve reserve Total Note £'000 £'000 £'000 £'000 £'000 £'000 As at 31 May 2012* 100 - 48,558 (1,891) 1,059 47,826 Total comprehensive income: Net return for the - - - 8,481 1,398 9,879 period Transactions with shareholders recorded directly to equity: Issue of ordinary 5 57 29,176 - - - 29,233 shares Expenses of share - (8) - - - (8) issue Equity dividends paid 4 - - - - (1,230) (1,230) As at 30 November 157 29,168 48,558 6,590 1,227 85,700 2012 As at 30 March 2011 - - - - - - Total comprehensive income: Net return for the - - - (4,079) 1,034 (3,045) period Transactions with shareholders recorded directly to equity: Issue of ordinary 100 49,900 - - - 50,000 shares Expenses of share - (1,322) - - - (1,322) issue Equity dividends paid 4 - - - - (300) (300) As at 30 November 100 48,578 - (4,079) 734 45,333 2011 As at 30 March 2011 - - - - - - Total comprehensive income: Net return for the - - - (1,891) 2,319 428 period Transactions with shareholders recorded directly to equity: Issue of ordinary 100 49,900 - - - 50,000 shares Expenses of share - (1,322) - - - (1,322) issue Equity dividends paid 4 - - - - (1,260) (1,260) Transfer upon cancellation of share premium account - (48,578) 48,578 - - - Share premium - - (20) - - (20) cancellation expenses As at 31 May 2012* 100 - 48,558 (1,891) 1,059 47,826 * Audited. CONDENSED CONSOLIDATED BALANCE SHEET as at 30 November 2012 30 November 30 November 31 May 2012 2011 2012* Note £'000 £'000 £'000 Investments held at fair value through profit or loss 86,232 39,497 46,488 Current assets: Investments held by subsidiary for trading 170 - 151 Other receivables 324 653 1,220 Cash and cash equivalents 1,034 6,370 767 1,528 7,023 2,138 Current liabilities: Other payables (2,060) (1,187) (800) Net current (liabilities)/assets (532) 5,836 1,338 Total net assets 85,700 45,333 47,826 Capital and reserves: Share capital 5 157 100 100 Special reserve 48,558 - 48,558 Share premium account 29,168 48,578 - Capital reserve 6,590 (4,079) (1,891) Revenue reserve 1,227 734 1,059 Shareholders' funds 85,700 45,333 47,826 pence pence pence Net asset value per ordinary share 6 54.76 45.33 47.83 * Audited. CONDENSED CONSOLIDATED CASH FLOW STATEMENT for the period to 30 November 2012 Period to Period to Period to 30 November 30 November 31 May 2012 2011 2012* Note £'000 £'000 £'000 Operating activities: Net return before finance costs and taxation 9,881 (3,043) 437 Increase in investments (39,763) (39,497) (46,639) Decrease/(increase) in other receivables 896 (653) (1,220) Increase in other payables 1,260 1,187 800 (27,726) (42,006) (46,622) Finance costs paid (1) - - Withholding tax paid (1) (2) (9) Net cash outflows from operating activities (27,728) (42,008) (46,631) Financing: Cash inflow from placing and offer for subscription 30,000 50,000 50,000 Cash outflow from expenses of placing and offer for subscription (775) (1,322) (1,322) Equity dividends paid (1,230) (300) (1,260) Expenses incurred on share premium account cancellation - - (20) Net cash inflow from financing 27,995 48,378 47,398 Increase in cash and cash equivalents 267 6,370 767 Reconciliation of net cash flow to movements in net funds: Cash and cash equivalents at the start of the period 767 - - Net cash inflow from cash and cash equivalents 267 6,370 767 Cash and cash equivalents at the end of the period 1,034 6,370 767 * Audited. NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 1 General Information The consolidated financial statements, which comprise the unaudited results of the Company and its wholly owned subsidiary, DIT Income Services Limited, together referred to as the "Group", for the half year to 30 November 2012, have been prepared in accordance with International Financial Reporting Standards ("IFRS"), as adopted by the European Union, and with the AIC SORP dated January 2009, where the SORP is consistent with the requirements of IFRS. These financial statements cover the six month period to 30 November 2012. The comparatives cover the eight month period from incorporation on 30 March 2011 to 30 November 2011 and for the fourteen month period from 30 March 2011 to 31 May 2012. The financial statements have been prepared on the basis of the accounting policies set out in the Annual Report and Financial Statements for the period ended 31 May 2012. The Income Statement is only presented in consolidated form, as provided by Section 408 of the Companies Act 2006. The financial information contained in this report does not constitute full statutory accounts as defined in Section 434 of the Companies Act 2006. The financial statements for the six months to 30 November 2012 have not been either audited or reviewed by the Company's Auditors. The information for the period to 30 November 2011 was not for a financial year and was not audited but was reviewed by the Company's Auditors. The information for the period ended 31 May 2012 has been extracted from the latest published Annual Report and Financial Statements, which have been filed with the Registrar of Companies. The Report of the Auditors on those financial statements contained no qualification or statement under Section 498(2) or (3) of the Companies Act 2006. The Directors consider that it is appropriate to adopt the going concern basis in preparing the financial statements. Cash flow projections have been reviewed and show that the Company has sufficient funds to meet both its contracted expenditure and its discretionary cash outflows in the form of the dividend policy. After making enquiries, and bearing in mind the nature of the Company's business and assets, the Directors consider that the Company has adequate resources to continue in operational existence for the foreseeable future. In arriving at this conclusion the Directors have considered the liquidity of the portfolio and the Company's ability to meet obligations as they fall due. 2 Income Period to Period to Period to 30 November 30 November 31 May 2012 2011 2012 £'000 £'000 £'000 Income from investments: UK dividends 1,370 1,242 2,475 Unfranked dividend income 266 127 414 UK fixed interest 5 - - 1,641 1,369 2,889 Other income: Deposit interest 1 4 4 Underwriting income 2 4 4 3 8 8 Total income 1,644 1,377 2,897 3 Return per Ordinary Share Period to Period to Period to 30 November 30 November 31 May 2012 2011 2012 pence pence pence Revenue return 1.18 1.03 2.32 Capital return 7.16 (4.08) (1.89) Total return 8.34 (3.05) 0.43 Weighted average number of ordinary shares 118,527,206 100,000,000 100,000,000 Return per share is based on the weighted average number of ordinary shares in issue during the period. The figures above are based on the following: Period to Period to Period to 30 November 30 November 31 May 2012 2011 2012 £'000 £'000 £'000 Revenue return 1,398 1,034 2,319 Capital return 8,481 (4,079) (1,891) Total return 9,879 (3,045) 428 Normal and diluted return per share are the same as there are no dilutive elements on share capital. 4 Dividends per Ordinary Share Amounts recognised as distributions to equity holders in the period. Period to Period to Period to 30 November 30 November 31 May 2012 2011 2012 £'000 pence £'000 pence £'000 pence In respect of the previous period: Fourth interim dividend 930 0.93 - - - - In respect of the period under review: First interim dividend 300 0.30 300 0.30 300 0.30 Second interim dividend - - - - 500 0.50 Third interim dividend - - - - 460 0.46 1,230 300 1,260 The Board has declared a second interim dividend of 0.50p per ordinary share, payable on 28 February 2013 to shareholders registered at the close of business on 28 December 2012. In accordance with IFRS this dividend has not been included as a liability in these financial statements. 5 Called up Share Capital On 27 June 2012, the Company published a prospectus in relation to proposals to raise up to £50 million (before expenses) by way of a placing and offer for subscription of C shares. Applications were received under the placing for 53,905,400 C shares and under the offer for subscription for 6,094,600 C shares, raising an aggregate of £30 million of gross proceeds for the Company and resulting in the issue of 60,000,000 C shares. On 1 October 2012, the C shares were converted into ordinary shares in the ratio of 0.9418 ordinary shares for every C share, resulting in the issue of 56,507,978 new ordinary shares. Following the conversion and at 30 November 2012 there were 156,507,978 ordinary shares in issue. On 20 November 2012, the Company published a prospectus setting out details of a target issue of in excess of 40 million C shares at 50 pence per C share by way of an open offer, placing and offer for subscription. Applications were received under the open offer for 5,675,768 C shares, under the placing for 52,940,182 C shares and under the offer for subscription for 3,384,050 C shares, raising an aggregate of £31 million of gross proceeds for the Company and resulting in the issue of 62,000,000 C shares. The C shares were admitted to listing on the Official List of the UK Listing Authority and to trading on the London Stock Exchange on 17 December 2012. Redemption of ordinary shares The Company has a redemption facility through which shareholders are entitled to request the redemption of all or part of their holding of ordinary shares annually on 31 May. The Board may, at its absolute discretion, elect not to operate the annual redemption facility in whole or in part. 6 Net Asset Value per Ordinary Share The net asset value per ordinary share and the net asset values attributable at the period end were as follows: 30 November 2012 30 November 2011 31 May 2011 Net asset Net asset Net asset value Net assets value Net assets value Net assets per share attributable per share attributable per share attributable pence £'000 pence £'000 pence £'000 Ordinary shares - Basic and 54.76 85,700 45.33 45,333 47.83 47,826 diluted Net asset value per ordinary share is based on net assets at the period end and 156,507,978 ordinary shares, being the number of ordinary shares in issue at the period end (31 May 2012 and 30 November 2011: 100,000,000 ordinary shares). 7 Transaction Costs During the period, expenses were incurred in acquiring or disposing of investments classified as fair value through profit or loss. These have been expensed through capital and are included within gains on investments in the Income Statement. The total costs were as follows: Period to Period to Period to 30 November 30 November 31 May 2012 2011 2012 £'000 £'000 £'000 Purchases 245 428 570 Sales 18 37 74 263 465 644 8 Management Fee Under the terms of an agreement dated 7 April 2011, the Company has appointed Miton Capital Partners Limited (name changed from Midas Capital Partners Limited on 14 December 2012) to be the Manager. The basis investment management fee is calculated at the rate of one-twelfth of 1.0% of the average market capitalisation of the Company on the last business day of each calendar month. The basic management fee accrues daily and is payable in arrears in respect of each calendar month. For the purpose of calculating the basic fee, the 'adjusted market capitalisation' of the Company is defined as the average daily mid-market price for an ordinary share, multiplied by the number of ordinary shares in issue, excluding those held by the Company in treasury, on the last business day of the relevant month. At 30 November 2012, an amount of £147,000 was outstanding and due to Miton Capital Partners Limited in respect of management fees (30 November 2011 and 31 May 2012: £38,000 and £41,000 respectively). DIRECTORS AND ADVISERS Directors (all non-executive) Solicitors Stephenson Harwood LLP Michael Wrobel 1 Finsbury Circus Paul Craig London, EC2M 7SH Lucinda Riches Jane Tufnell Stockbroker Cenkos Securities plc Secretary and Registered Office 6.7.8 Tokenhouse Yard Capita Sinclair Henderson Limited London EC2R 7AS (trading as Capita Financial Group - Specialist Fund Services) Bankers and Custodians Beaufort House HSBC Bank plc 51 New North Road 8 Canada Square Exeter Ex4 4EP London E14 5HQ Telephone: 01392 412122 Registrar and Transfer Office Investment Manager Capita Registrars Miton Capital Partners Limited Shareholder Service Department 10 - 14 Duke Street The Registry Reading RG1 4RU 34 Beckenham Road Beckenham Telephone: 0118 952 8900 Kent BR3 4TU Website: www.mitongroup.com Telephone: 0871 664 0300 Company website (calls will cost 10p per minute plus www.mitongroup.com/dit network charges) Auditor Fax: 020 639 2342 Ernst & Young LLP Email: ssd@capitaregistrars.com 1 More London Place Website: www.capitaregistrars.com London SE1 2AF An investment company as defined under Section 833 of the Companies Act 2006. Registered in England No. 7584303. A member of the Association of Investment Companies. The Half-Yearly Financial Report will be posted to shareholders shortly. The Report will also be available for download from the following website: www.mitongroup.com/dit or on request from the Company Secretary. Neither the contents of the Company's website nor the contents of any website accessible from hyperlinks on the Company's website (or any other website) is incorporated into, or forms part of this announcement.
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