Correction : Half-yearly Report
This announcement replaces the previous release made on 22 May 2012.
In the "Financial Highlights" section the sentence which read
"Share price decreased by 15.3% to 160.8p" has been changed to
"Share price increased by 15.3% to 160.8p".
This is the only change to the previously released announcement.
Majedie Investments PLC
Half-Yearly Financial Report
31 March 2012
The Directors announce the unaudited half-yearly financial report for the six
months to 31 March 2012 as follows:-
Copies of the half yearly report can be obtained from the following website:
www.majedie.co.uk
Majedie Investments PLC is an investment trust with total portfolio assets
under management of over £148 million as at 31 March 2012.
Our Objective is to maximise total shareholder return whilst increasing
dividends by more than the rate of inflation over the long term.
Financial Highlights for the half year ended 31 March 2012
Net assets per share increased by 3.2% to 221.3p
Share price increased by 15.3% to 160.8p
Discount to net assets narrowed from 35.0% to 27.3%
Revenue Return per share increased by 7.7% to 2.8p
Interim dividend unchanged at 4.2p
Performance
Net asset value total return of 6.3%
Total shareholder return of 19.9%
Investment Objective and Policy Statement
Investment Objective
The Company's objective is to maximise total shareholder return whilst
increasing dividends by more than the rate of inflation over the long term.
Investment Policy
General
The Company invests principally in securities of publicly quoted companies
worldwide and in funds managed by Javelin Capital LLP, though it may invest in
unquoted securities up to levels set periodically by the Board, including its
investment in Majedie Asset Management Limited. Investments in unquoted
securities, other than those managed by Javelin Capital LLP, (measured by
reference to the Company's cost of investment) will not exceed 10 per cent. of
the Company's gross assets.
Risk diversification
Whilst the Company will at all times invest and manage its assets in a manner
that is consistent with spreading investment risk, there will be no rigid
industry, sector, region or country restrictions.
The overall approach is based on an analysis of global economies sector trends
with a focus on companies and sectors judged likely to deliver strong growth
over the long term. The number of investments held, together with the
geographic and sector diversity of the portfolio, enable the Company to spread
its risks with regard to liquidity, market volatility, currency movements and
revenue streams.
The Company will not invest in any holding that would, at the time of
investment, represent more than 15 per cent. of the value of its gross assets.
The Company may utilise derivative instruments including index-linked notes,
contracts for difference, covered options and other equity-related derivative
instruments for efficient portfolio management 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 above.
Asset allocation
The assets of the Company are split into four major groups. These are the Core
Portfolio, funds managed by Javelin Capital LLP, and the Company's investments
in Majedie Asset Management Limited and Javelin Capital LLP.
Benchmark
The Company does not have one overall benchmark, rather each distinct group of
assets is viewed independently. For the actively managed Core Portfolio the
benchmark comprises 70 per cent FTSE All-Share Index and 30 per cent FTSE World
ex-UK Index (Sterling) on a total return basis. Any investments made into
Javelin Capital LLP products are measured against the relevant fund benchmark
as contained in the fund's prospectus. It is important to note that in all
cases investment decisions and portfolio construction are made on an
independent basis. The Board however sets various specific portfolio limits for
stocks and sectors in order to restrict risk levels from time to time, which
remain subject to the investment restrictions set out in this section.
Gearing
The Company uses gearing currently via long term debentures. The Board has the
ability to borrow up to 100 per cent of adjusted capital and reserves. The
Board, also reviews the level of net gearing (borrowings less cash) on an
ongoing basis and sets a range at its discretion as appropriate. The Company's
current debenture borrowings are limited by covenant to 66 2/3 per cent , and
any additional indebtedness is not to exceed 20 per cent , of adjusted capital
and reserves.
Chairman's Statement
World equity markets rebounded in the six months to 31 March 2012 producing
strong positive returns but given the economic environment they remained
volatile and prone to retrenchment. The Company's investment portfolio produced
a steady return, as expected, given its defensive holdings including the
investment in the low volatility Javelin Capital funds.
The NAV and share price performance over the period returned 6.3% and 19.9%
respectively, both on a total return basis, with the latter reflecting a
narrowing of the share price discount to NAV over the period. As was the case
last year, I highlight below various aspects of performance for the period,
which is further detailed and explained in the Investment Manager's report on
pages below.
Results and Dividends
The Group results for the six months to 31 March 2012 include the consolidation
of the investment made in the Javelin Capital Emerging Markets Alpha Fund
(UCITS), in accordance with IFRS. This requirement, due to the Company's
current controlling interest in the UCITS fund, which is anticipated to be
short-term in nature, results in a new category of investments, being
"Investments Held for Sale" but has had no material effect on the results for
the period.
The Group's net revenue return before tax for the six months to 31 March 2012
was £1.5m compared to £1.4m for the prior year period. Group income for the
period was £2.7m which is marginally lower than the prior year period figure of
£2.8m. Income from Majedie Asset Management Limited (MAM) was £1.3m which
compares to £1.2m in the prior year period. This was offset by a reduction in
Core Portfolio income for the period primarily due to the anticipated lower
level of income from the £15m investment into the UCITS fund in January 2012.
Finally, essentially all income from Javelin Capital for the six months is in
fact derived from within the Group and is eliminated on consolidation.
Total group costs were £1.7m for the six months as compared to £2.2m in the
prior year period. This decrease reflects the impact of the cost reductions
achieved over the period across the Group. This includes a reduction in Company
costs to £0.8m for the period as compared to £0.9m for the prior period.
Notwithstanding the progress made to date, cost control remains a key focus of
the Board.
The Board has decided that the interim dividend is to be maintained at 4.2
pence per share, which is consistent with previous years. The interim dividend
will be paid on 27 June 2012 to shareholders on the register on 1 June 2012.
The investment in MAM is held at fair value in both the Company and Group
accounts and its valuation is reviewed by the Board regularly. The Board has
determined that the carrying price per share of our holding will remain
unchanged, resulting in a valuation as at 31 March 2012 of £38.7m, being after
£0.3m of share sales to the MAM Employee Benefit Trust as detailed in note 13.
Javelin Capital is consolidated in the Group accounts at net asset value as
required under IFRS but is held in the Company accounts as an investment at
cost in accordance with our policy for unquoted investments. The Board has
reviewed the valuation of Javelin Capital and has determined that as at 31
March 2012 the valuation of Javelin Capital will be kept at cost, being £7m, in
the Company accounts.
In respect of our investments in the two Javelin Capital funds, being the
Javelin Capital Global Equity Strategies Fund (QIF) and the UCITS, both are
effectively held at fair value, which were £19.1m and £14.7m respectively as at
31 March 2012. The investments in both funds include appropriate currency
hedging to ensure that their absolute return characteristics are not lost due
to currency movements.
Investment Portfolio
The Investment Manager's Report below provides the detailed commentary on the
Company's investment activity and performance in the period. However as in
previous periods, I would like to provide an overview of the key issues
affecting the outturn for the period.
Firstly, the Core Portfolio performed slightly below its benchmark. This is due
to its defensive positioning, which included underweighting financial stocks,
in the period, combined with unrealised losses on FTSE 100 put options that
were purchased in November 2011. In addition, we run this fund as an equity
income fund and measure it's performance not only as against the benchmark but
also against a peer group of top income funds. Here we have outperformed, but
overall income funds tend to underperform a market rising strongly and vice
versa.
Secondly, the funds managed by Javelin Capital LLP. The QIF produced a negative
return of -2.8%, in US Dollar terms, over the six month period. This is
disappointing, but given the absolute return characteristics of the fund is not
unexpected in current market conditions. Against its absolute return fund peers
the return is above median. In particular the fund exhibited low correlations
to underlying markets in the fourth quarter of 2011 when stock markets were
particularly stressed. The UCITS fund, which is part of the Goldman Sachs
International Serviced Platform in Luxembourg, was launched on 16 January 2012,
with a £15m investment from the Company. There has been considerable interest
in this fund and in April it received an initial significant investment.
Thirdly, I would simply comment that MAM continues to perform well financially
and to develop its portfolio of products and as such we have maintained our
valuation price per share at its previous level.
Javelin Capital
I would like to comment on developments at Javelin Capital in addition to the
performance of its funds, mentioned above. Although considerable cost savings
have been made to date, the business continues to explore options to reduce its
cost base without impacting on its ability to operate effectively and I expect
that further efficiencies can be made.
Notwithstanding the efforts made to date on cost control, the business
continues to focus on gaining assets under management on which its business
plan and future are predicated.
Review of Investment Trust Tax Rules
I last wrote on this subject this time last year and the relevant legislation
has now come into effect. The Company will apply for registration and approval
under the new regime with the effect, that, assuming approval, these new rules
will apply for the next financial year beginning on 1 October 2012.
One particular aspect of the new rules is the removal of the prohibition on
distributing capital gains to shareholders. This has also required a change in
the Companies Act and will additionally require a change to the Company's
articles. As you know the Company currently has significant revenue reserves
and hence would not need to take advantage of the change. However, in order to
provide flexibility for the future to manage all eventualities, we are
proposing to include a suitable resolution for approval at the 2013 Annual
General Meeting. As I mentioned in prior statements, these new rules represent
a good outcome for your Company.
Outlook
The global economic environment remains fragile with a variety of issues that
need to be resolved in due course and currently it is unclear politically if
appropriate measures will continue to be implemented. This will continue to
give rise to continued volatility with nascent recoveries very susceptible to
negative impacts of any news considered unfavourably by the markets.
Nonetheless I am optimistic that our positioning of the Core Portfolio to
defensive stocks and investments in the low volatility Javelin Capital funds
will enable the Company to produce a consistent measured performance throughout
these times.
Andrew J Adcock Chairman
21 May 2012
Investment Manager's Report
Market Background & Outlook
Markets enjoyed a strong start to 2012 as hopes rose that some of the problems
associated with the debt crisis were being addressed by central banks and
monetary authorities and signs emerged of renewed growth in the US domestic
economy. The Eurozone, by contrast, remained mired in debt related austerity as
a number of the economic problems experienced by Greece spread out by a degree
of contagion into the economies of Spain, Italy and Portugal. The UK economy
continued to flatline throughout the period although sterling retained the aura
of a relatively safe currency haven against both dollar and euro as the
economy's AAA debt rating was maintained. During March, however, doubts grew
about the resilience of the recovery both in the US and in China and markets
became noticeably more unsettled.
At a corporate level, though, results from a large number of global companies
provided a substantial degree of investor reassurance. Corporate balance sheets
have strengthened noticeably over the past year or two as a result of
substantial cost-cutting but there remains a hesitancy, given economic
uncertainty, to deploy cash for expansion; merger and acquisition activity
remains at a particularly low ebb for this stage in the investment cycle.
However, it appears unlikely that there will be any sustained rise in global
interest rates in the near future and against this background it is to be hoped
that the corporate sector will stir back into life later in 2012.
Inflationary pressures are still subdued despite the degree of monetary
expansion that has been undertaken by the developed economies but at some stage
it is likely that these will resurface to push interest rates higher in the US.
Equity markets need not necessarily fear this eventuality, however, as it is
likely that some shift of assets out of fixed interest securities into high
quality dividend paying defensive equities may well occur. The core portfolio
is well positioned to take advantage of this potential asset shift given its
orientation towards these types of global stocks.
Investment Report
The Company's assets are managed in four distinct groups; the Core Portfolio,
Javelin Capital funds and the Company's investments in Majedie Asset Management
and Javelin Capital LLP. The Board believes this provides the correct asset
allocation to achieve the Investment Objective of maximising total shareholder
return whilst increasing dividends by more than the rate of inflation over the
long term.
The Development of Net Asset Value section below shows the impact that each
investment group has made on the net assets performance during the year.
Core Portfolio
The Core Portfolio comprises holdings in large-cap UK and international stocks
and a small number of carefully selected mid-cap companies. The Portfolio is
managed under an equity income investment mandate, with a long term composite
benchmark of 70% FTSE All-Share, 30% FTSE World (ex-UK) on a total-return
basis. As at 31 March 2012, the value of the Core Portfolio was £69.1m,
representing 46.5% of the Company's Total Investments.
During the period the Core Portfolio Total Return was +14.6% which is some way
ahead of the performance of dedicated UK equity income funds, where the median
income fund returned 12.7% over this 6-month timeframe. Investment performance
was 1.2% behind that of the benchmark, which is understandable as the equity
income investment class tends to trail general indices when investors are
inclined to favour higher risk growth stocks over mature dividend paying
companies.
A key part of the investment mandate is to maintain a balance between companies
where a significant component of their total return comprises of dividend
payments and other companies more orientated towards capital growth. A major
feature of the period under review was that a number of financial stocks
rallied strongly whilst stalwart defensive stocks such as GlaxoSmithKline and
Royal Dutch Shell drifted out of investor favour. Attempting to gauge every
twist and turn of investor sentiment tends, over the medium term, to be a
fruitless task and generally involves considerable additional cost in terms of
dealing expense and so positions in such long term high quality dividend growth
stocks were generally maintained. However, new positions in high quality global
stocks such as 3M in the USA, Nestle in Switzerland and Smiths Industries were
introduced, helpfully financed in part by the proceeds of the bid for our
holding in Charter by Colfax of the US.
We also manage a small non-core realisation portfolio, consisting of early
stage investments that were initiated between 2005 and 2008. The objective of
this portfolio is to maximise the value and speed of capital return by seeking
to exit these positions, although by nature the positions are illiquid. As at
31 March 2012, the value of the non-core realisation portfolio was £3.4m. This
represents less than 2.3% of the Company's Total Investments and will reduce
over time as further liquidations are achieved.
Javelin Capital Funds
In late September 2010 a £20m seed capital investment was made into the first
flagship product to be launched by Javelin Capital LLP, the Javelin Capital
Global Equity Strategies Fund (QIF). A second UCITS fund, the Javelin Capital
Emerging Markets Alpha Fund, was launched in early 2012 with a seed investment
of £15m, on a platform of funds managed by Goldman Sachs International, who
assist in the distribution of the fund through their global network. Over the
period in question the funds have performed well against a peer group of
absolute return funds, particularly given the volatility of global markets over
the reporting period.
As at 31 March 2012, the combined value of the Javelin Capital funds holdings
was £33.7m, representing 22.7% of the Company's Total Investments.
Majedie Asset Management (MAM)
MAM was launched in 2002 using finance provided by the Company, which retains a
29.8% equity interest. It now manages approximately £6.5 billion, for over 90
institutional clients. The business continues to perform strongly and remains
extremely well financed and profitable. During the period we received £1.32m as
a final dividend for the year ended 30 September 2011 and sold £0.3m of shares
to the MAM Employee Benefit Trust.
The Board decided to maintain the valuation of this holding at its previous
carrying value, being £38.7m, representing 26.0% of the Company's Total
Investments.
Javelin Capital LLP
Javelin Capital LLP was launched in September 2010 and currently has two funds
in operation, both of which have performed well against their peers to date. As
has been mentioned in the Chairman's Statement significant progress has been
made in reducing costs and the business remains very focussed on gaining AUM on
which its business plan is predicated.
As at 31 March 2012 the net assets in Javelin Capital LLP have been included in
the Group accounts at £2.0m representing 1.3% of the Company's Total
Investments. This represents the investments made less start-up costs and
losses to date and is in accordance with consolidation accounting rules. In the
Company accounts the holding is carried at cost of £7.0m.
Development of Net Asset Value
In aggregate, the NAV has increased by £3.6m having generated an investment
return of £9.7m, incurred total costs of £2.8m and distributed £3.3m in
dividends. The Core Portfolio contributed £9.5m through a combination of
dividend income and capital appreciation, a £1.3m dividend was received from
MAM, Non-Core Realisation Portfolio made a limited impact whilst the Javelin
Capital funds combined lost £0.9m.
Total costs during the period were £2.8m of which Administration Costs were
£1.4m, which include Javelin Capital LLP, and Finance Costs were £1.4m. A final
dividend of £3.3m (6.3p per share) was paid in January 2012.
Nick Rundle Investment Director
Javelin Capital LLP
21 May 2012
Portfolio Information
at 31 March 2012
Fund Analysis
Market Value % of
£000 Fund
Oil & Gas 11,462 7.7
Basic Materials 7,433 5.0
Industrials 9,736 6.6
Consumer Goods 5,625 3.8
Health Care 5,372 3.6
Consumer Services 5,668 3.8
Telecommunications 5,835 3.9
Utilities 2,579 1.7
Financials 14,761 9.9
Technology 691 0.5
Javelin Capital Global Equity Strategies Fund 19,004 12.8
("QIF")
Javelin Capital Emerging Markets Alpha Fund 14,728 9.9
Unlisted (note 8) 41,928 28.2
Total Investments at Fair Value 144,822 97.4
Derivatives contracts 235 0.2
Cash 3,575 2.4
148,632 100.0
United Kingdom 87,862 59.1
North America 11,506 7.7
Europe (ex UK) 5,949 4.0
Rest of the World 5,773 3.9
Javelin Funds 33,732 22.7
Total Investments at Fair Value 144,822 97.4
Derivatives contracts 235 0.2
Cash 3,575 2.4
148,632 100.0
The Fund as used in the analysis above and further below totals £148,632,000
(being investments held at fair value,of £111,479,000; derivative instruments
held at fair value of £235,000; cash of £22,858,000 (including cash held in and
disclosed above as part of the QIF); non-current assets classified as held for
sale £14,817,000; financial liabilities at fair value (£439,000); liabilities
of non current asset held for sale (£89,000); outstanding trade settlements
(£84,000) other amounts on consolidation of the QIF including minority interest
(£145,000).
Twenty Largest UK Investments
at 31 March 2011
Company Market % of Company Market % of
Value Fund Value Fund
£000 £000
Majedie Asset Management
(unlisted) 38,690 26.0 Barclays 1,412 0.9
Royal Dutch Shell `B' 4,399 3.0 Antofagasta 1,325 0.9
HSBC 3,884 2.6 Aviva 1,243 0.8
BP 3,469 2.3 Legal & General 1,176 0.8
Vodafone 3,315 2.2 BG Group 1,158 0.8
GlaxoSmithKline 2,793 1.9 BAE Systems 1,110 0.7
BHP Billiton 2,098 1.4 Sainsbury (J) 1,090 0.7
Rio Tinto 2,068 1.4 Unilever 1,032 0.7
Vostok Energy (unlisted) 1,878 1.3 Balfour Beatty 999 0.7
Centrica 1,582 1.1 SSE 997 0.7
Ten Largest Overseas Investments
at 31 March 2012
Company Market % of Company Market % of
Value Fund Value Fund
£000 £000
Javelin Capital Global 19,004 12.8 Altria (USA) 869 0.6
Equities Strategies
(Ireland)
Javelin Capital Emerging Coca-Cola (USA) 857 0.6
Markets Alpha (Lux) 14,728 9.9 Du Pont (USA) 827 0.6
Wells Fargo (USA) 897 0.6 AT&T (USA) 821 0.6
Roche (Europe) 870 0.6 Exxon Mobil (USA) 814 0.5
JP Morgan Chase 805 0.5
(USA)
Interim Management Report
The important events that have occurred during the period under review, the key
factors influencing the financial statements and the principal uncertainties
for the remaining six months of the financial year are set out in the
Chairman's Statement and Investment Manager's Report above.
The principal risks facing the Company are substantially unchanged since the
date of the Annual Report for the year ended 30 September 2011 and continue to
be as set out in that report. Risks faced by the Company include, but are not
limited to, market risk, discount volatility, regulatory risk, financial risk,
risks associated with banking and hedging and non-compliance with Section 1158
of the Corporation Tax Act 2010.
Responsibility Statement of the Directors in respect of the Half-Yearly
Financial Report
In accordance with the Disclosure and Transparency Rules 4.2.7R and 4.2.8R, we
confirm that to the best of our knowledge:
(a) 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, as required by the Disclosure and
Transparency Rule 4.2.4R, and gives a true and fair view of the assets,
liabilities and financial position of the Company;
(b) The Chairman's Statement and Investment Manager's Report includes a fair
review of the information required to be disclosed under the Disclosure and
Transparency Rule 4.2.7R, interim management report. This includes (i) 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 presented in the Half-Yearly Financial Report and (ii) a description
of the principal risks and uncertainties for the remaining six months of the
financial year; and
(c) There were no changes in the transactions or arrangements with related
parties as described in the Group's Annual Report for the year ended 30
September 2011 that would have had a material effect on the financial position
or performance of the Group in the first six months of the current financial
year.
Andrew J Adcock
Chairman
For and on behalf of the Board
21 May 2012
Independent Review Report to Majedie Investments PLC
Introduction
We have been engaged by the Company to review the condensed set of financial
statements in the Half-Yearly Financial Report for the six months ended 31
March 2012 which comprises the Condensed Consolidated Statement of
Comprehensive Income, Condensed Consolidated Statement of Changes in Equity,
Condensed Consolidated Balance Sheet, Condensed Consolidated Cash Flow
Statement and related notes 1 to 14.
We have read the other information contained in the Half-Yearly Financial
Report 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 in accordance with guidance contained
in International Standard on Review Engagements 2410 (UK and Ireland) "Review
of Interim Financial Information Performed by the Independent Auditor of the
Entity" issued by the Auditing Practices Board. To the fullest extent permitted
by law, we do not accept or assume responsibility to anyone other than the
Company, for our work, for this report, or for the conclusions 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 Services Authority.
As disclosed in note 1, the annual financial statements of the Group are
prepared in accordance with IFRSs 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 2410 (UK and Ireland), "Review of Interim Financial Information
Performed by the Independent Auditor of the Entity" issued by the Auditing
Practices Board for use in the United Kingdom. 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 31 March 2012 is not prepared, in all
material respects, in accordance with International Accounting Standard 34 as
adopted by the European Union and the Disclosure and Transparency Rules of the
United Kingdom's Financial Services Authority.
Ernst & Young LLP
London
21 May 2012
Condensed Consolidated Income Statement
for the half year ended 31 March 2012
Half year ended Half year ended Year ended
31 March 2012 31 March 2011 30 September 2011
Note Revenue Capital Total Revenue Capital Total Revenue Capital Total
return return £000 return return £000 return return £000
£000 £000 £000 £000 £000 £000
Investments
Gains on 7,794 7,794 6,470 6,470 2,233 2.233
investments at
fair value
through profit
or loss
Net investment 7,794 7,794 6,470 6,470 2,233 2.233
result
Income
Income from 2 2,639 2,639 2,745 2,745 5,434 5,434
investments
Other income 2 27 27 25 25 106 106
Total income 2,666 2,666 2,770 2,770 5,540 5,540
Expenses
Administration (804) (887) (1,691) (972) (1,206) (2,178) (2,195) (2,633) (4,828)
expenses
Return/ 1,862 6,907 8,769 1,798 5,264 7,062 3,345 (400) 2,945
(deficit)
before finance
costs and
taxation
Finance costs (353) (1,061) (1,414) (362) (1,086) (1,448) (721) (2,165) (2,886)
Net return/ 1,509 5,846 7,355 1,436 4,178 5,614 2,624 (2,565) 59
(deficit)
before taxation
Taxation 3 (53) (53) (73) (73) (200) (200)
Net return/ 1,456 5,846 7,302 1,363 4,178 5,541 2,424 (2,565) (141)
(deficit) after
taxation for
the period
Other
comprehensive
income -
exchange
differences on
translation of
foreign
operations
Attributable
to:
Equity holders (492) (492) (613) (613) (37) (37)
of the company
Non-controlling (7) (7)
interest
Total 1,456 5,347 6,803 1,363 3,565 4,928 2,424 (2,602) (178)
comprehensive
income for the
period
Net return/
(deficit) after
taxation
attributable
to:
Equity holders 1,457 5,852 7,309 1,364 4,176 5,540 2,427 (2,568) (141)
of the Company
Non-controlling (1) (6) (7) (1) 2 1 (3) 3
interest
1,456 5,846 7,302 1,363 4,178 5,541 2,424 (2,565) (141)
Return/ pence pence pence pence pence pence pence pence pence
(deficit) per
ordinary share:
Basic and 4 2.8 11.2 14.0 2.6 8.0 10.6 4.6 (4.9) (0.3)
diluted
The total column of this statement is the Consolidated Statement of
Comprehensive Income of the Group, prepared in accordance with International
Financial Reporting Standards (IFRS). The supplementary revenue return and
capital return columns are prepared under guidance published by the Association
of Investment Companies. All items in the above statement relate to continuing
operations. See notes 1 to 14.
Condensed Consolidated Statement of Changes in Equity
for the half year ended 31 March 2012
Notes Share Share Capital Share Capital Revenue Own Currency Non- Total
capital premium redemption options reserve reserve shares translation Controlling £000
£000 £000 reserve reserve £000 £000 reserve reserve interest
£000 £000 £000 £'000 £'000
Half year ended
31 March 2012
30 September 5,253 785 56 (178) 84,377 23,006 (1,628) (37) 248 111,882
2011
Net return 5,852 1,457 (7) 7,302
after tax for
the period
Other (492) (7) (499)
comprehensive
income
Share options 5 15 15
expense
Dividends 7 (3,279) (3,279)
declared and
paid in period
31 March 2012 5,253 785 56 (163) 90,229 21,184 (1,628) (529) 234 115,421
Half year ended
31 March 2011
30 September 5,253 785 56 (220) 86,945 26,042 (1,702) 117,159
2010
Net return 4,176 1,364 1 5,541
after tax for
the period
Other (613) (613)
comprehensive
income
Share options 5 30 30
expense
Dividends 7 (3,277) (3,277)
declared and
paid in period
Introduction of 5 86 91
Non-controlling
interest
In the QIF
Own shares (19) 19
(sold)/
purchased by
Employee
Incentive Trust
(EIT)
31 March 2011 5,253 785 56 (209) 91,121 24,129 (1,683) (608) 87 118,931
Year ended 30
September 2011
30 September 5,253 785 56 (220) 86,945 26,042 (1,702) 117,159
2010
Net loss for (2,568) 2,427 (141)
the year
Other (37) (37)
comprehensive
income
Share options 5 116 116
expense
Dividends 7 (5,463) (5.463)
declared and
paid in year
Introduction on 248 248
Non-controlling
interest
In the QIF
Own shares (74) 74
(sold)/
purchased by
Employee
Incentive Trust
(EIT)
30 September 5,253 785 56 (178) 84,377 23,006 (1,628) (37) 248 111,882
2011
Condensed Consolidated Balance Sheet
at 31 March 2012
Notes 31 March 31 March 30 September
2012 2011 2011
£000 £000 £000
Non-current assets
Property and equipment 331 494 410
Investments at fair value through 8 111,479 133,172 112,822
profit or loss
111,810 133,666 113,232
Current assets
Derivative instruments 235 136
Trade and other receivables 1,437 20,240 5,817
Cash and cash equivalents 22,858 19,857 37,553
24,530 40,097 43,506
Non-current asset classified as 8 14,817
held for sale
Total current assets 39,347 40,097 43,506
Total assets 151,157 173,763 156,738
Current liabilities
Trade and other payables (1,396) (21,042) (7,645)
Financial liabilities at fair (439) (3,311)
value through profit or loss
Derivative instruments (99)
(1,835) (21,042) (11,055)
Liabilities of non-current asset 8 (89)
classified as held for sale
Total current liabilities (1,924) (21,042) (11,055)
Total assets less current 149,233 152,721 145,683
liabilities
Non-current liabilities
Debentures (33,812) (33,790) (33,801)
Total liabilities (35,736) (54,832) (44,856)
Net assets 115,421 118,931 111,882
Represented by:
Ordinary share capital 5,253 5,253 5,253
Share premium 785 785 785
Capital redemption reserve 56 56 56
Share options reserve (163) (209) (178)
Capital reserve 90,229 91,121 84,377
Revenue reserve 21,184 24,129 23,006
Own shares reserve (1,628) (1,683) (1,628)
Currency translation reserve (529) (608) (37)
Equity Shareholders' Funds 115,187 118,844 111,634
Non-controlling interest 234 87 248
Total equity 115,421 118,931 111,882
Net asset value per share pence pence pence
Basic and fully diluted 10 221.3 228.4 214.5
Condensed Consolidated Cash Flow Statement
for the half year ended 31 March 2012
Notes Half year ended Half year ended Year ended
31 March 31 March 30 September
2012 2011 2011
£000 £000 £000
Net cash (outflow)/ 11 (10,010) 19,119 40,431
inflow from operating
activities
Investing activities
Purchases of tangible (2) (85) (87)
assets
Net cash outflow from (2) (85) (87)
investing activities
Financing activities
Interest paid (1,404) (1,438) (2,866)
Dividends paid (3,279) (3,277) (5,463)
Net cash outflow from (4,683) (4,715) (8,329)
financing activities
(Decrease)/ increase in 12 (14,695) 14,319 32,015
cash and cash
equivalents for period
Cash and cash 37,553 5,538 5,538
equivalents at start of
period
Cash and cash 22,858 19,857 37,553
equivalents at end of
period
Notes to the Condensed Consolidated Financial Statements
as at 31 March 2012
1. Accounting Policies
The Condensed Consolidated Financial Statements above comprise the unaudited
results of the Company and subsidiaries for the six months to 31 March 2012 and
are presented in pounds sterling, as this is the functional currency of the
Group.
The Condensed Consolidated Financial Statements have been prepared in
accordance with International Accounting Standard IAS 34 "Interim Financial
Reporting". They do not include all financial information required for full
annual financial statements. The Condensed Consolidated Financial Statements
have been prepared using the accounting policies adopted in the audited
financial statements for the year ended 30 September 2011 except for that
disclosed below:
Non-current assets classified as held-for-sale
Investments in funds in which the Company has a controlling interest and which
meet the requirements of IFRS 5 are designated as non-current assets as held
for sale and are measured at fair value through profit or loss in accordance
with IFRS 9. Declassification occurs either if the Company's interest becomes
non-controlling or if the investment no longer meets the requirements of IFRS
5.
2. Income
Notes Half year ended Half year ended Year ended
31 March 31 March 30 September
2012 2011 2011
£'000 £'000 £'000
Income from
investments
Franked investment 2,256 2,275 4,153
income*
UK unfranked (14) 138
investment income
Overseas dividends 369 464 1,105
Fixed interest and 14 20 38
convertible bonds
2,639 2,745 5,434
Other income
Deposit interest 25 3 68
Other interest 19
Sundry income 2 22 19
27 25 106
Total income 2,666 2,770 5,540
Total income
comprises:
Dividends 2,625 2,725 5,396
Interest 39 23 125
Other income 2 22 19
2,666 2,770 5,540
Income from
investments
Listed UK 934 1,097 2,377
Listed overseas 369 464 1,143
Unlisted* 1,336 1,184 1,914
2,639 2,745 5,434
* Includes MAM dividend income of £1,322,000 (31 March 2011 & 30 September
2011: £1,164,000).
3. Taxation
The charge for the half year to 31 March 2012 is £53,000 (half year to 31 March
2011: £73,000; year ended 30 September 2011: £200,000). These amounts represent
irrecoverable withholding tax paid on overseas investment income.
The Company has an effective corporation tax rate of 0%. As investment gains
are exempt from tax owing to the Company's status as an Investment Trust and
there is expected to be an excess of management expenses over taxable income
there is no charge for corporation tax.
4. Calculation of Returns per Ordinary Share
Basic returns per ordinary share in each period are based on the return on
ordinary activities after taxation attributable to equity shareholders. Basic
return per ordinary share for the period is based on 52,044,613 (half year
ended 31 March 2011: 52,022,541; year ended 30 September 2011: 52,029,833)
shares, being the weighted average number of shares in issue after adjustment
for the shares held by the Employee Incentive Trust.
There is no dilution to the basic return per ordinary share since share
options, if exercised, would be satisfied by shares already held by the
Employee Incentive Trust.
5. Share-based payments
The Group currently operates one share-based payment scheme being the 2006 Long
Term Incentive Plan which in turn has two sections relating to TSR-based Awards
and Matching Awards. With the introduction of Javelin Capital LLP and the
resultant employee transfers from the Company no further awards will be made
under the LTIP. Javelin Capital does not operate any share-based payment
schemes.
The number of outstanding options granted by the Company are summarised in the
table
below:
31 March 31 March 30 September
2012 2011 2011
Number of outstanding options
LTIP: TSR-based Awards 185,232 307,389 178,319
LTIP: Matching Awards 10,842 13,097 10,437
196,074 320,486 188,756
During the half year ended 31 March 2012 the number of options outstanding
under the LTIP TSR-based Awards showed an increase of 6,913. This was as a
result of the 2011 6.3p final dividend which is in accordance with the LTIP
rules. Additionally the number of options outstanding under LTIP Matching
Awards showed a increase of 405. This reflects an increase in options in
respect of the 2011 6.3p final dividend in accordance with the LTIP rules.
During the half year to 31 March 2012 the Group recognised a total expense for
share based payment transactions of £15,000 (half year ended 31 March 2011:
£30,000; year ended 30 September 2011: £116,000).
The total shareholding of Majedie Investments PLC Incentive Trust is 483,387
(31 March 2011: 499,789; 30 September 2011: 483,387) ordinary shares. The
shares will be held by the trust until the relevant options are exercised or
until they lapse. The cost of the shares is presented in the Condensed
Consolidated Balance Sheet under the heading `Own shares reserve', as a
deduction from shareholders' funds in accordance with IFRS 2: Share-based
Payments.
6. Segment reporting
As detailed in the Company's Annual Report for the year ended 30 September
2011, geographical segments are considered to be the Group's primary reporting
segment and business segments the secondary reporting segment. The Group has
two business segments: its activity as an Investment Trust, which is the
business of the parent company, and the business of the subsidiary, Javelin
Capital LLP, which provides management services within the United Kingdom only.
Investing activities
The Company's Investment Objective is to maximise total shareholder return
whilst increasing dividends by more than the rate of inflation over the long
term.
The Company operates as an investment trust company and its portfolio contains
investments in companies listed in a number of countries. Geographical
information about the portfolio is provided above.
Investment management services
To complement this investment objective and create income and capital for the
Group, Javelin Capital LLP has been launched to market a range of funds to
third party investors and provide investment management and advisory services.
Half year ended Half year ended Year ended
31 March 31 March 30 September
2012 2011 2011
Investing Investment Investing Investment Investing Investment
activities management activities management activities management
£'000 and £'000 and £'000 and
advisory advisory advisory
services services services
£'000 £'000 £'000
Revenue from 2,664* 2 2,769* 1 5,537* 3
external
customers
Carrying amount 113,403 2,018 117,648 1,283 109,985 1,897
of assets
* The investment and other income of the parent company and the Javelin Capital
Global Equity Strategies and Emerging Markets Alpha funds
7. Dividends
In accordance with International Accounting Standard 10: Events After the
Balance Sheet Date, interim dividends are not accounted for until paid. The
following table summarises the amounts recognised as distributions to equity
holders in the relevant period:
Half year ended Half year ended Year ended
31 March 31 March 30 September
2012 2011 2011
£000 £000 £000
2011 Final dividend of 6.30p 3,279
paid on 25 January 2012
2011 Interim dividend of 2,186
4.20p paid on 29 June 2011
2010 Final dividend of 6.30p 3,277 3,277
paid on 26 January 2011
3,279 3,277 5,463
The directors propose an interim dividend for 2012 of 4.2p per share, to be
paid on 27 June 2012.
8. Investments
All investments are designated upon initial recognition as held at fair value
through profit or loss, and are measured at subsequent reporting dates at fair
value, which is either the bid price or the last traded price, depending on the
convention of the exchange on which the investment is quoted. Investments in
unit trusts or open ended investment companies are valued at the closing price,
the bid price or the single price as appropriate, released by the relevant
investment manager.
Unlisted investments are formally valued on a semi-annual basis by the Board of
Directors taking into account relevant information as appropriate including
market prices, latest dealings, accounting information, professional advice and
the guidelines issued by the International Private Equity and Venture Capital
Association. In between the formal valuations the Directors review these
investments for any significant changes and incorporate such changes as they
consider necessary.
Unlisted investments disclosed in the Portfolio Information above total
£41,928,000 of which £3,238,000 is invested in 16 companies and £38,690,000 is
the carrying value of our investment in MAM as detailed in note 9 below.
Assets classified as held-for-sale
On 16 January 2012, the Company invested £15m, being a controlling interest,
into the Javelin Capital Emerging Markets Alpha Fund (UCITS), and in accordance
with IFRS 5 this holding has been classified as a non-current asset held-for-sale.
The UCITS fund is being actively marketed to third party investors and it is
currently anticipated that within the timeframes stipulated by IFRS 5, the fund
will be of sufficient size such that the Company will no longer have a
controlling interest. At such time it will be reclassified to investments held
at fair value through profit or loss.
During the period ended 31 March 2012, an unrealised loss of £262,000 was
recorded in respect of this holding.
9. Majedie Asset Management Limited (MAM)
Majedie Investments PLC owns a 29.8% equity shareholding in MAM, which provides
investment management and advisory services relating primarily to UK equities.
The carrying value of our investment in MAM is included in the Condensed
Consolidated Balance Sheet as part of investments at fair value through profit
or loss:
31 March 31 March 30 September
2012 2011 2011
£000 £000 £000
Deemed cost of investment 1,197 1,207 1,207
Holding gains 37,493 28,793 37,793
Fair value at period end 38,690 30,000 39,000
During the period, the Company disposed of a small part of its equity holding
to the MAM Employee Benefit Trust as disclosed in note 13.
The carrying value of MAM in the 31 March 2012 Condensed Consolidated Financial
Statements is its fair value as assessed at 31 March 2012. The Board regularly
monitors the investment in MAM to ensure that the carrying value remains
appropriate.
10. Net Asset Value
The net asset value per share has been calculated based on equity Shareholders
funds and on 52,044,613 (31 March 2011: 52,028,211; 30 September 2011:
52,044,613) ordinary shares, being the shares in issue at the period end having
deducted the number of shares held by the Employee Incentive Trust.
11. Reconciliation of Operating Profit to Operating Cash Flow
Half year ended Half year ended Year ended
31 March 31 March 30 September
2012 2011 2011
£000 £000 £000
Consolidated net return before 7,355 5,614 59
taxation
Adjustments for:
Gains on investments (7,794) (6,470) (2,233)
Exchange Movements (499) (613) (109)
Dividends reinvested (5) (5)
Share based remuneration 15 30 116
Depreciation 81 122 208
Purchase of investments* (221,250) (609,010) (1,300,122)
Sales of investments* 210,672 628,877 1,319,735
Adjustment to non-current asset 20,000
investments on consolidation
Proceeds from derivative 322 483
contracts
Movement in non-controlling 87 248
interest
(11,098) 18,632 38,380
Finance costs 1,415 1,448 2,886
Operating cash flows before (9,683) 20,080 41,266
movements in working capital
(Decrease)/increase in trade (592) (213) 139
and other payables
(Decrease)/Increase in trade 316 (685) (758)
and other receivables
Net cash (outflow)/inflow from (9,959) 19,182 40,647
operating activities before tax
Tax recovered 11 28 29
Tax on unfranked income (62) (91) (245)
Net cash (outflow)/inflow from (10,010) 19,119 40,431
operating activities
* Reflects the high turnover investment strategy in the QIF in line with its
investment approach and industry peers. Values have reduced in the current
period due to the increased use of derivative instruments.
12. Reconciliation of Net Cash Flow to Movement in Net Debt
Half year ended Half year ended Year ended
31 March 31 March 30 September
2012 2011 2011
£000 £000 £000
(Decrease)/increase in cash (14,695) 14,319 32,015
Non cash items (11) (9) (20)
Change in net (debt)/funds (14,706) 14,310 31,995
Net funds/(debt) beginning of 3,752 (28,243) (28,243)
period
Net (debt)/funds at end of (10,954) (13,933) 3,752
period
13. Related Party Transactions
Javelin Capital
Javelin Capital LLP (Javelin Capital) is the Investment Manager and general
administrator to the Company and is also the parent entity of Javelin Capital
Fund Management Limited (JCFM) and Javelin Capital Services Limited (JCS) all
of which are consolidated in the Group accounts.
Javelin Capital Strategies plc is an Irish Stock Exchange listed Qualifying
Investment Fund (QIF). It currently has one sub-fund called the Javelin Capital
Global Equity Strategies Fund, which due to the relative size of the Company's
investment in the sub-fund is also consolidated into the group accounts.
Javelin Capital and JCFM act as investment manager and manager for the QIF
respectively and are entitled to receive management and performance fees,
including from the Company.
The Javelin Capital Emerging Markets Alpha Fund (UCITS) is a sub-fund of the
SICAV platform in Luxembourg established by Goldman Sachs International and
Javelin Capital receives management and performance fees from the fund in
accordance with the relevant agreements, again including from the Company.
In addition to any fees received from the QIF, Javelin Capital is also entitled
to receive management, performance and administration fees as from the Company
itself in accordance with the relevant agreements. These agreements take
account of any fees charged at the fund level so that no double charging
occurs.
JCS provides administrative services to the group. In performing these services
it incurs expenses which are recovered by way of recharges and management fees.
The Company allows Javelin Capital group entities use of various assets to
perform their respective functions for which it receives a lease fee. However
this can be waived by the Company at its discretion.
The Company has a £20m investment in the Javelin Capital Global Equity
Strategies Fund. This investment is subject to management and performance fees
in accordance with the fund's prospectus and supplement. The Company also has a
£15m investment in the Javelin Capital Emerging Markets Alpha Fund. This
investment is subject to management and performance fees in accordance with the
fund's prospectus and supplement.
Javelin Capital as Investment Manager is required to, or chooses to do so;
under certain circumstances make payments to the QIF or UCITS in order
reimburse the fund for expense rebates or compensation payments.
The Company pays certain costs on behalf of Majedie Portfolio Management
Limited (MPM) in connection with the Majedie Investments PLC Share Plan and
additionally is charged a management fee by MPM. Any such costs paid by the
Company are recharged to MPM net of any management fees due.
The table below discloses the transactions and balances between those entities:
Half year ended Half year ended Year ended
31 March 31 March 30 September
2012 2011 2011
£'000 £'000 £'000
QIF fee revenue due to JCFM 125 165 284
QIF fee revenue due to Javelin 104 134 206
Capital
UCITS fee revenue due to the 39
investment manager
Company management fee revenue 286 358 692
due to Javelin Capital
Company administration fee 132 132 265
revenue due to Javelin Capital
Company lease charge to JCS 23
JCS management fee income from 1,030 1,462 3,033
Javelin Capital
Javelin Capital payments to 5
the QIF
MPM costs recharged by the 18 16 34
Company
MPM management fees charged to 17 16 33
the company
Balances outstanding at the
end of the period:
Between JCS and the Company 369 322 348
Between JCS and Javelin 34 363 133
Capital
Between JCS and JCFM 2 15 10
Between the Company and MPM 94 93 93
Between JCFM and Javelin 33 137 55
Capital
Between the QIF and Javelin 5
Capital
Between JCFM and the QIF 20 68 48
Transactions between group companies during the period were made on terms
equivalent to those that occur in arm's length transactions.
Majedie Asset Management (MAM)
MAM is accounted for as an investment in both the Company and Group accounts
and is valued at fair value through profit or loss. During the period the
Company sold 1,021 shares to the MAM Employee Benefit Trust for consideration
of £324,000 and a realised gain of £314,000 none of which was outstanding at
the period end (no transactions in prior periods). Additionally the Company
received dividends from MAM of £1,322,000 of which none was outstanding at year
end (half year ended 31 March 2011: £1,164,000 and nil; year ended 30 September
2011: £1,914,000 and nil). The Company has no investments in any MAM funds.
14. Financial Information
The financial information contained in this Half-Yearly Financial Report does
not constitute full statutory accounts as defined in Section 434 of the
Companies Act 2006. The financial information for the six months ended 31 March
2012 and 31 March 2011 have not been audited, but have been reviewed by the
Company's auditors and their report is above.
The information for the year ended 30 September 2011 has been extracted from
the latest published audited accounts. Those accounts have been filed with the
Registrar of Companies and included the report of the auditors which was
unqualified and did not contain a statement under Section 498(2) or (3) of the
Companies Act 2006. Those statutory accounts were prepared in accordance with
International Financial Reporting Standards, as adopted by the European Union.
Company Information
Board of Directors Investment Manager
A J Adcock, Chairman Javelin Capital LLP
H V Reid, Deputy Chairman Tower 42
J W M Barlow 25 Old Broad Street
P D Gadd London EC2N 1HQ
R D C Henderson
All Directors are non-executive except Telephone: 020 7382 8170
for J W M Barlow.
Fax: 020 7382 4854
E-mail: info@javelincapital.com
Registered Office
Tower 42 Registrars
25 Old Broad Street Computershare Investor Services PLC
London EC2N 1HQ The Pavilions
Bridgwater Road
Telephone: 020 7626 1243 Bristol BS99 6ZZ
E-mail: majedie@majedie.co.uk Telephone: 0870 707 1159
Registered number: 109305 England
Auditors
Company Secretary Ernst & Young LLP
Capita Sinclair Henderson Limited 1 More London Place
(trading as Capita Financial Group - London SE1 2AF
Specialist Fund Services)
Beaufort House
51 New North Road Stockbrokers
Exeter Cenkos Securities plc
EX4 4EP 6.7.8 Tokenhouse Yard
London EC2R 7AS
Telephone: 01392 412122
Facsimile: 01392 253282 Website
www.majedie.co.uk
National Storage Mechanism
A copy of the Half-Yearly Report will be submitted shortly to the National
Storage Mechanism ("NSM") and will be available for inspection at the NSM,
which is situated at: www.hemscott.com/nsm.do.
Neither the contents of the Company's website nor the contents of any website
accessible from hyperlinks on this announcement (or any other website) is
incorporated into, or forms part of, this announcement.
END