Interim Results

INVESCO Perpetual UK Smaller Companies Investment Trust plc Unaudited Preliminary Announcement of Interim Results Chairman's Statement In my first statement as Chairman, it is my pleasure to note a continuing marked improvement in the net asset value ('NAV') of your Company. In the six months ended 31 July 2005, the basic NAV per share increased by 9.6%, and by 10.8% on a total return basis. This compares favourably with a rise in our benchmark index, the Extended Hoare Govett Smaller Companies Index (excluding investment trusts), of 6.1%. Over the same period, the share price rose by 7.7%, slightly widening the discount to net assets at which your Company's shares traded - from 15.4% at 31 January 2005 to 16.9% as at 31 July 2005. Since then, the discount has moved to 13.8% at 23 September 2005. While this is broadly in line with the sector average, your Board is very conscious of the desirability of keeping any discount level as narrow as possible and has therefore authorised an increased marketing resource to seek to capitalise on the Manager's current strong absolute and relative performance. The Manager's report, which follows, gives a more detailed analysis of the period, together with some comments about the future outlook. Your Company has had a good first half-year and the Board remains cautiously optimistic about the months ahead. Your Manager continues to run a balanced and well-diversified portfolio, which is capable of producing positive returns in a volatile market. During the period under review, your Company bought back and cancelled a total of 110,000 shares at an average price of 617p and an average discount to net asset value in excess of 15%. Since 31 July 2005, a further 60,000 shares have been purchased for cancellation at an average price of 684p and a discount of over 15%. The combined effect has been to buy-in 1.2% of the issued share capital and to enhance NAV by approximately 0.2%. Your Board has reviewed the allocation of expenses between revenue and capital. With the exception of any performance-related fee payable to the Investment Manager, which will remain wholly chargeable against capital profits, all other costs and expenses of running your Company have historically been charged to revenue. As both the base investment management fee and any interest expense arise primarily from efforts to enhance the capital value of your Company's investments, the Board has decided to allocate their cost between capital and revenue more in accordance with the expected long term split of returns as between capital gains and income. Consequently, with effect from 1 February 2005 the base investment management fee, which includes within it a substantial element of administrative cost, is being allocated 50% to revenue and 50% to capital, while the interest cost of any borrowing (which is undertaken for the almost exclusive purpose of achieving capital appreciation), is being allocated 80% to capital and 20% to revenue. The interim figures have been prepared under UK GAAP, incorporating new Financial Reporting Standards. Accordingly, investments are now shown at fair value (bid price). Prior period balance sheet adjustments have also been made to implement the new accounting treatment of proposed dividends. Further details can be found in the notes. At the Annual General Meeting in May 2005, Jamie Berry retired from the Board as Chairman and Director of the Company. The Board thanks him for his significant contribution to the development of the Company during the past 18 years and we wish him very well for the future. Ian Barby Chairman 28 September 2005 Manager's Report Investment Review The six months under review has been a volatile period for the UK stockmarket. The market experienced a modest setback through to the end of April, but has since risen over 10%. This reversal in fortunes appears to reflect strength in resource shares, a more benign outlook for UK interest rates and renewed optimism towards the US economy, in spite of rising interest rates there. Smaller companies have largely followed the main market. The Extended Hoare Govett Smaller Companies Index (excluding investment trusts) rose 6.1% and it is noteworthy that, at the end of July 2005, this index had reached an all-time high. Smaller companies have indeed enjoyed a period of significant outperformance since the lows of early 2003. The junior AIM market had a more pronounced setback, probably reflecting an excess of new issues, and has yet to fully recover the 19% decline that took place between March and May 2005. Against this background, your Company has had a good first half, with a rise of 9.6% in the basic net asset value per share. Many of the portfolio companies experienced good growth in profits and their share prices have responded accordingly. The Company has also been a beneficiary of corporate activity with a number of companies having received takeover bids. While the timing of such events cannot be predicted, this validates the stock selection process used to manage the Company's portfolio such that it identifies many companies that are also attractive to competitor companies and to private equity. The portfolio has been largely ungeared throughout the period under review. Investment and Portfolio Strategy We have been, and remain, of the view that there will be a gradual slowdown in the UK economy. Consumer spending is now clearly decelerating, with a fall in housing transactions and a flattening of retail volumes, not helped by the impact on London of the recent terrorist attacks. The rise in personal bankruptcies is testimony to the over-indebtedness of many consumers, who are now faced with rising utility and petrol costs and higher local taxes. Consumers in general need to save more and spend less but any adjustment is likely to be gradual and protracted while unemployment remains low and wages are rising faster than prices. After years of significant growth, government spending is also likely to decelerate, particularly as the General Election has taken place. With the Chancellor redrawing his own fiscal rules to increase his flexibility to delay the inevitable tax increases, the budget deficit is likely to remain in excess of 3% of GDP, putting pressure on government to restrain spending. With the consumer and government spending accounting for about 90% of GDP, it seems inevitable that the overall economy will slow. This will lead to some strain on corporate profits, not least because it will happen at a time of rising cost pressures for such items as energy, raw materials and pensions. We accept that this 'stuttering' economy may not be all that negative for the UK stockmarket which, in any case, has performed strongly of late. We attribute this to a number of factors. Firstly, for many, particularly leading UK companies (e.g. resource and pharmaceutical companies), the international economy, where prospects seem brighter than in the UK, is a more important factor than the domestic economy. Secondly, stockmarket valuations still seem reasonable in a historical context and dividend yields are competitive with other savings vehicles. Thirdly, corporate profits are high, balance sheets are strong and yet companies seem reluctant to spend on capital equipment. The immediate benefit from this is that there is ample scope to increase dividends and to fund share repurchases. Finally, private equity has raised substantial new funds recently, so that takeover activity looks to remain high. These positive factors seem likely to persist for the time being, but the potential slowdown in the UK economy and the rise in US interest rates prevent an entirely bullish stance towards markets. We therefore feel it is appropriate to be fully invested but ungeared. However, we believe portfolio composition will be more important than the level of investment in the coming months. Our natural caution dictates that, in the main, we stick with quality companies with robust balance sheets. The other theme is to continue to emphasise companies that are less dependent on the UK economy and the UK consumer in particular. As a result, the portfolio is currently overweight in aerospace and defence which is benefiting from a recovery in commercial aircraft sales, in healthcare which continues to receive increased government funding, in support services which includes many outsourcing companies with long term contracts and in water utilities where the current regulatory regime will allow above average dividend yields to grow faster than inflation. At the same time, the portfolio is underweight in retail, housebuilders and in specialty finance because of exposure to the UK consumer and in resources and biotechnology due to the speculative, exploration-based nature of the companies available. Also, given the relative attractions of the underlying companies, it is underweight in telecommunications, but overweight in information technology. Outlook While we remain wary in view of the outlook for the UK economy, we still believe that modest positive returns are possible in the second half of the Company's financial year. This reflects not only the favourable supply/demand balance within the stockmarket, but also the wide variety of companies available within the smaller companies sector. Richard Smith Investment Manager - Smaller Companies Team INVESCO Asset Management Limited 28 September 2005 Statement of Total Return (Incorporating the Revenue Account) Six months to 31 July 2005 (Unaudited) Revenue Capital Total £'000 £'000 £'000 Gains on investments - 10,164 10,164 Income UK dividends 1,275 - 1,275 Interest and underwriting commisson 14 - 14 Gross return 1,289 10,164 11,453 Investment management fee - note 5 (194) (194) (388) Performance fee - note 6 - (510) (510) Other expenses (119) - (119) Net return before finance costs and taxation 976 9,460 10,436 Interest payable and similar charges (3) (13) (16) Return on ordinary activities before and after taxation 973 9,447 10,420 Transfer to reserves 973 9,447 10,420 Basic return per ordinary share - note 7 7.0p 68.1p 75.1p The revenue column of this statement is the profit and loss account of the Company. All revenue and capital items in the above statement derive from continuing operations. No operations were acquired or discontinued in the period. Statement of Total Return (Incorporating the Revenue Account) Year to 31 January Six months to 31 July 2004 2005 (Unaudited (Audited & & Restated)* Restated)* Revenue Capital Total Total £'000 £'000 £'000 £'000 Gains on investments - 1,484 1,484 19,440 Income UK dividends 1,336 - 1,336 2,377 Interest and underwriting commission 1 - 1 13 Gross return 1,337 1,484 2,821 21,830 Investment management fee - note 5 (453) - (453) (809) Performance fee - note 6 - - - (1,001) Other expenses (133) - (133) (275) Net return before finance costs and 751 1,484 2,235 19,745 taxation Interest payable and similar charges (73) - (73) (156) Return on ordinary activities before and after taxation 678 1,484 2,162 19,589 Transfer to reserves 678 1,484 2,162 19,589 Basic return per ordinary share - note 4.9p 10.6p 15.5p 140.6p 7 * Details of the restatement are shown in notes 1 and 2. Balance Sheet At At At 31 July 31 January 31 July 2005 2005 2004 (Audited & (Unaudited & (Unaudited) Restated)* Restated)* £'000 £'000 £'000 Fixed Assets Investments 108,267 101,836 84,625 Current assets Amounts due from brokers 733 347 192 Prepayments and accrued income 256 136 282 Cash 74 - - 1,063 483 474 Creditors: amounts falling due within one year Bank overdraft and short-term loans - (1,829) (3,173) Amounts due to brokers (888) (266) (139) Accruals and deferred income (135) (1,126) (116) Proposed dividends - - - (1,023) (3,221) (3,428) Net current liabilities 40 (2,738) (2,954) Total assets less current liabilities 108,307 99,098 81,671 Provisions for liabilities - note 6 (510) - - Net assets 107,797 99,098 81,671 Capital and reserves Called up share capital 13,823 13,933 13,933 Share premium account 21,244 21,244 21,244 Capital redemption reserve 205 95 95 Other reserves: Capital reserve - realised 37,790 31,780 29,561 Capital reserve - unrealised 32,303 29,549 14,813 Revenue reserve 2,432 2,497 2,025 Equity Shareholders' funds 107,797 99,098 81,671 Net asset value per ordinary share - note 8 Basic 779.8p 711.2p 586.2p Cash Flow Statement Six Months Year to Six Months to 31 July 31 January to 31 July 2005 2005 2004 (Audited (Unaudited) (Unaudited) & Restated)* & Restated)* £'000 £'000 £'000 Cash inflow from operating activities (322) 1,261 546 Returns on investments and servicing of (23) (165) (76) finance Capital expenditure and financial investment Purchase of investments (17,036) (26,782) (13,581) Sale of investments 21,005 28,924 15,005 Equity dividends paid (1,038) (836) (836) Increase in cash before financing 2,586 2,402 1,058 Financing Buyback of shares (683) - - Net debt at beginning of the period (1,829) (4,231) (4,231) Net funds/(debt) at end of period 74 (1,829) (3,173) * Details of the restatement are shown in notes 1 and 2. Notes to the Interim Accounts 1. The accounts have been prepared under the historical cost convention modified to include the revaluation of fixed assets and in accordance with applicable UK Accounting Standards and with the Statement of Recommended Practice 'Financial Statements of Investment Trust Companies'. The same accounting policies used for the year ended 31 January 2005 have been applied, with the following exceptions: (a) Investments - Following the introduction of FRS 26 'Financial Instruments: Recognition and Measurement', listed investments are now valued at fair value deemed to be bid market prices, with effect from 1 January 2005. Prior to this the investments were valued at middle market prices. Comparatives have been restated to reflect this change as per note 2 below. Where investments are held at fair value through profit or loss, FRS 26 also requires that the transaction costs, included in gains and losses on investments, should be disclosed. The transaction costs included within gains and losses on investments, amount to £ 81,000 (31 January 2005 (restated): £106,000; 31 July 2004 (restated) £54,000. (b) Dividends - Following the introduction of FRS 21 'Events After the Balance Sheet Date', dividends are not accrued in the accounts unless they have been declared prior to the balance sheet date. Proposed final dividends are thus recognised in the period in which they are declared. As a result, the accounts for the year ended 31 January 2005 and the period ended 31July 2004 have been restated as per note 2 below. 2. Prior Period Restatement - Changes in UK Accounting Standards Year Ended Six Months 31 January Ended 31 July 2005 2004 £'000 £'000 Effect on Statement of Total Return Increase in unrealised gain on investments 22 44 Recognition of final dividend for 2004/2003 (836) (836) De-recognition of proposed final dividend for 1,045 n/a 2005 Effect on Balance Sheet Decrease in fixed assets - move to fair value (665) (643) (bid) basis De-recognition of proposed final dividend for 1,045 n/a 2005 Increase/(decrease) in equity Shareholders' 380 (643) funds 3. Statement of Changes in Equity Shareholders' Funds: Capital Capital Capital Share Share Redemption Reserve- Reserve- Revenue Capital Premium Reserve Realised unrealised Reserve Total £'000 £'000 £'000 £'000 £'000 £'000 £'000 At 31 January 2004 13,933 21,244 95 25,391 18,186 1,347 80,196 (as previously stated) Revaluation of - - - - (687) - (687) investments to fair value Add final dividend - - - - - 836 836 2004 declared in 2005 At 31 January 2004 13,933 21,244 95 25,391 17,499 2,183 80,345 (restated) Final dividend for - - - - - (836) (836) 2004 paid in 2005 Net return from - - - 6,389 12,050 1,150 19,589 ordinary activities At 31 January 2005 13,933 21,244 95 31,780 29,549 2,497 99,098 (restated) Final dividend for - - - - - (1,045) (1,045) 2005 declared and paid Adjustment to final dividend due to shares bought back for - - - - - 7 7 cancellation Net return from - - - 6,693 2,754 973 10,420 ordinary activities Shares bought back (110) - 110 (683) - - (683) and cancelled At 31 July 2005 13,823 21,244 205 37,790 32,303 2,432 107,797 4. Dividends on Ordinary Shares Six Months Year Ended Six Months Ended 31 July 31 January Ended 31 July 2005 2005 2004 £'000 £'000 £'000 Final dividend for 2004 - 836 836 Final dividend for 2005 1,045 - - Adjustment to final dividend (7) - - 1,038 836 836 5. With effect from 1 February 2005, the investment management fee is allocated 50% to revenue and 50% to capital and interest payable and similar charges are allocated 20% to revenue and 80% to capital (previously these expenses were allocated 100% to revenue). 6. Performance fee provision of £510,000 (31 July 2004: £nil; 31 January 2005: £1,001,000 included within accruals and deferred income, as the fee became due on that date). 7. The revenue return per ordinary share is based on the net revenue return on ordinary activities after taxation and on 13,878,178 (31 July 2004: 13,933,206, 31 January 2005: 13,933,206) ordinary shares, being the weighted average number of ordinary shares in issue in the period. The capital return per ordinary share is based on the net capital return on ordinary activities after taxation and on 13,878,178 (31 July 2004: 13,933,206, 31 January 2005: 13,933,206) ordinary shares, being the weighted average number of ordinary shares in issue in the period. 8. The basic net asset value per ordinary share of 100p is calculated on net assets of £107,797,000; (31 July 2004 (Restated): £81,671,000, 31 January 2005 (restated): £99,098,000) and on 13,823,206 (31 July 2004: 13,933,206, 31 January 2005: 13,933,206) shares in issue. 9. In the period the Company repurchased 110,000 ordinary shares of 100p each for cancellation, as follows: Date Number of Shares Price 21 March 2005 20,000 614p 22 March 2005 20,000 610p 15 April 2005 45,000 607p 22 July 2005 25,000 643p Since 31 July 2005, the Company has repurchased a further 60,000 ordinary shares of 100p each for cancellation, as follows: Date Number of shares Price 05 September 2005 10,000 674p 14 September 2005 50,000 686p 10. Reconciliation of Published NAV(1) per share to Reported NAV(2): 31 July 31 January 31 July 2005 2005 2004 £'000 £'000 £'000 Published NAV 107,661 99,614 81,636 Adjustments: Transfer to reserves for period 766 105 678 Proposal final dividend - 1,045 - Performance fee - (1,001) - Accounting for investments at (635) (665) (643) fair value Minor period-end accounting 5 - - differences Reported Interim or Final Accounts 107,797 99,098 81,671 NAV pence pence pence per share per share per share Published NAV 778.9 714.9 585.9 Adjustments: Transfer to reserves for period 5.5 0.8 4.9 Accounting for investments at (4.6) (4.8) (4.6) fair value Minor period-end accounting - 0.3 - differences Reported Interim or Final Accounts 779.8 711.2 586.2 NAV 1. Published NAV means the NAV as announced by the Company to the Stock Exchange each week and to the AITC at the end of each month. 2. Reported NAV means the NAV disclosed in the interim or final report and accounts, restated for changes in the UK accounting standards if applicable. 11. It is the intention of the Directors to conduct the affairs of the Company so that it satisfies the conditions for aproval as an investment trust company set out in section 842 of the Income and Corporation Taxes Act 1988. 12. Except as detailed in notes 1 and 2, the foregoing information at 31 January 2005 is an abridged version of the Company's full Accounts which carry an unqualified Auditor's report and did not contain statements under s.237 (2) and (3) of the Companies Act 1985 and have been filed with the Registrar of Companies. By order of the Board INVESCO Asset Management Limited Secretaries 28 September 2005
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