MITON GLOBAL OPPORTUNITIES PLC
(formerly Miton Worldwide Growth Investment Trust PLC)
Half-Yearly Report for the period ended 31 October 2015
Miton Global Opportunities plc (“the Companyâ€) has today released its Half-Yearly Report for the six months ended 31 October 2015.
Key Information:
The Half-Yearly Report and other information is available via www.mitongroup.com/migo.
Enquiries:
Miton Group plc
David Barron
DDI: +44 (0) 203 714 1474
Email: david.barron@mitongroup.com
Numis Securities Limited
Nathan Brown, Corporate Broking and Advisory
DDI: +44 (0) 20 7260 1426
Email: n.brown@numis.com
HALF-YEARLY REPORT
Miton Global Opportunities plc is an investment trust which was launched on 6 April 2004.
CAPITAL STRUCTURE
At a General Meeting of the Company held on 9 September 2015, shareholders approved proposals to remove the requirement for future continuation votes in the Company’s Articles of Association and instead include provisions enabling shareholders to elect, in 2018 and then at three year intervals, for the realisation of all or part of their shareholding. The Company’s share capital therefore comprises Ordinary shares of 1p each with one vote per share and Realisation shares of 1p each, when in issue, with one vote per share.
The rights of holders of Ordinary shares (being shares in respect of which no election for realisation has been made) and of Realisation shares (being shares in respect of which an election for realisation has been made), when in issue, will be as follows: the portfolio will be split into two separate and distinct pools, namely a continuation pool comprising assets attributable to the continuing Ordinary shares (the “Continuation Poolâ€) and a realisation pool comprising the assets attributable to the Realisation shares (the “Realisation Poolâ€). The assets in the Realisation Pool will be managed in accordance with an orderly realisation programme with the aim of making progressive returns of cash to holders of Realisation shares as soon as practicable. The precise mechanism for any return of cash to holders of Realisation shares will depend upon the relevant factors prevailing at the time and will be at the discretion of the Board.
As at 31 October 2015 and the date of this report, there were 25,279,985 Ordinary shares in issue, none of which were held in Treasury.
INVESTMENT OBJECTIVE
The objective of the Company is to outperform 3 month LIBOR plus 2% over the longer term, principally through exploiting inefficiencies in the pricing of closed-end funds. This objective is intended to reflect the Company’s aim of providing a better return to shareholders over the longer term than they would get by merely placing money on deposit.
The benchmark in the investment objective is a target only and should not be treated as a guarantee of performance of the Company or its portfolio.
INVESTMENT POLICY
The Company invests in closed-end investment funds traded on the London Stock Exchange’s Main Market, but has the flexibility to invest in investment funds listed or dealt on other recognised stock exchanges, in unlisted closed-end funds (including, but not limited to, funds traded on AIM) and in open-ended investment funds. The funds in which the Company invests may include all types of investment trusts, companies and funds established onshore or offshore. The Company has the flexibility to invest in any class of security issued by investment funds including, without limitation, equity, debt, warrants or other convertible securities. In addition, the Company may invest in other securities, such as non-investment fund debt, if deemed to be appropriate to produce the desired returns to shareholders.
The Company is unrestricted in the number of funds it holds. However, at the time of acquisition, no investment will have an aggregated value totalling more than 15% of the gross assets of the Company. Furthermore, the Company will not invest more than 10%, in aggregate, of the value of its gross assets at the time of acquisition in other listed closed-end investment funds, although this restriction does not apply to investments in any such funds which themselves have stated investment policies to invest no more than 15% of their gross assets in other listed closed-end investment funds. In addition, the Company will not invest more than 25%, in aggregate, of the value of its gross assets at the time of acquisition in open-ended funds.
There are no prescriptive limits on allocation of assets in terms of asset class or geography, save that no more than 80% of the Company’s gross assets can be held in any one geographical region.
There are no limits imposed on the size of hedging contracts, save that their aggregated value will not exceed 20% of the portfolio’s gross assets at the time they are entered into.
The Board permits borrowings of up to 20% of the Company’s net asset value (measured at the time new borrowings are incurred).
The Company’s investment objective may lead, on occasions, to a significant amount of cash or near cash being held.
REVIEW OF THE PERIOD
Over the period, the Company's net asset value decreased by 4.37% and the share price decreased by 2.76% (capital return).
During the period, the shares traded between a 6.01% and an 11.55% discount, ending the period on an 8.89% discount (source: Bloomberg).
As at 31 October 2015, the Company had short-term borrowings of £5,000,000.
FINANCIAL HIGHLIGHTS
31 October 2015 | 30 April 2015 | |
Net asset value per Ordinary share (including revenue reserves) | 173.70p |
181.63p |
Net asset value per Ordinary share (excluding all revenue reserves) | 175.07p |
182.25p |
Share price | 158.25p | 162.75p |
Discount to net asset value | 8.89% | 10.40% |
Total net assets (after deduction of borrowings) | £43.91m |
£45.92m |
Total borrowings | £5.00m | £3.00m |
Ongoing charges | 1.32% | 1.16% |
TOTAL RETURN PERFORMANCE TO 31 OCTOBER 2015
6 months % |
1 year % |
Since launch % |
|
Net asset value* | (4.4) | 2.3 | 78.5 |
Share price ** | (2.8) | 4.8 | 58.3 |
MSCI World Index in Sterling** | (3.6) | 5.4 | 137.8 |
FTSE All-Share Index** | (5.7) | 3.0 | 132.7 |
Sterling 3 month LIBOR +2%*** | 1.3 | 2.6 | 68.3 |
Sources:
* Based on initial NAV of 97.33p (after launch expenses).
** Bloomberg. Net income reinvested GBP.
*** Miton Asset Management Limited (Sterling 3 month LIBOR +2% at the beginning of the accounting period).
ANNUAL GENERAL MEETING/GENERAL MEETING
In accordance with the Articles of Association, a continuation vote was put to shareholders at the Annual General Meeting of the Company held on 9 September 2015 and approved. Over 67% of shareholders voted on this resolution, with 99% voting in favour.
A General Meeting was held on the same date, at which proposals were approved to amend the Articles of Association. The changes removed the requirement for future continuation votes and instead shareholders will be offered the opportunity to elect to exit the Company at three year intervals, through the conversion of all or part of their holding of Ordinary shares into Realisation shares.
As a result of the changes to the Articles, the management and performance fees payable by the Company to the Manager have also been amended to reflect new fee arrangements that would apply in respect of the share reorganisation that would take place on the issue of Realisation shares. As this was a related party transaction, a resolution was put to, and approved by, shareholders at the General Meeting on 9 September 2015. Details of the fee changes are set out in Note 9 below.
CHANGE OF NAME
The Directors believe that the Company’s name should be simplified and more accurately reflect the investment approach. Accordingly, with effect from 5 January 2016, the name of the Company was changed from Miton Worldwide Growth Investment Trust PLC to Miton Global Opportunities plc. A change of name is permitted by the Company’s Articles of Association and does not require a shareholder vote. The Company’s ticker has changed to MIGO.
AIC SECTOR
With effect from January 2016, the AIC has introduced a new sector classification: Flexible Investment. The definition for this sector is “Companies whose policy allows them to invest in a range of asset typesâ€. Miton Global Opportunities is one of the companies that has been reclassified into this new sector.
INTERIM MANAGEMENT REPORT
for the period ended 31 October 2015
The period under review was a tough period for equity markets. During the summer, the major indices fell to levels around 15% below where they had reached in early April, most of the damage coming in August. The Company’s net asset value declined from 181.63p to 173.70p, a fall of 4.37%. This incorporates the costs associated with the changes to our capital structure which were approved by shareholders at our Annual General Meeting in September, which amounted to 0.46p per Ordinary share. In response, our discount narrowed modestly as our share price declined by 2.76%. During the corresponding period, the FTSE 100 Index fell 8.61% whilst the MSCI World (Sterling) Index drifted 4.78% lower.
The very high level of leverage which exists in many corners of the financial system leaves markets vulnerable to sudden sell offs. These will have no obvious cause other than a collective loss of nerve. This was certainly the case in August when the catalyst appeared to be a change of heart by the Federal Reserve over an expected increase in interest rates. Similar rapid declines are more than likely in the future. Therefore relatively little mainstream equity exposure is retained within our portfolio.
The market in smaller closed ended funds has suffered from a further decline in liquidity in recent months. This has been an unintended side effect of proposed regulatory change. Such an environment increases the potential for pricing inefficiencies to develop and provides a number of interesting opportunities for us to exploit. Despite maintaining a cautious view about the general direction of equity markets, we are fully invested.
Notwithstanding central banks retaining highly accommodative monetary policies, notably in Europe and Japan, the global economy continues to be sluggish and earnings growth remains unspectacular. Emerging markets were harshly treated as investors fretted over China’s slowdown and change of emphasis away from industry towards a service-based economy. Whilst there are real challenges for equity markets in countries such as Brazil, Turkey, Russia and of course China, there seemed to be no account taken of the significantly varying fundamentals which exist in countries labelled “Emergingâ€. These all sold off together. Our exposure to this area comes via The Establishment Investment Trust, which is largely an Asian focused fund, Pacific Horizon, which is a play on disruptive technologies within Asia, and India Capital Growth. Establishment’s share price fell nearly 10% during the summer but held up better than many of the local indices and its peer group. India Capital Growth actually made a modest gain, a sterling achievement in the circumstances. On the other hand, Pacific Horizon fell sharply in line with the global technology sector.
“Alternatives†is a term which encompasses a wide range of asset classes from solar farms to infrastructure projects and distressed debt. These markets are far less liquid than equities and managers of these assets require the protection from inflows and outflows that is provided by the closed ended structure. It is likely that as time progresses “Alternatives†will represent a much greater proportion of the sector. This creates an opportunity given that valuing these assets is not as straightforward as in the case of a traditional equity investment trust. This creates scope for anomalies to develop between the stated net asset value and what we believe the portfolio could be sold for in the open market. Within our portfolio, there are three areas where we believe disposable values are greater than stated ones. These are: private equity, residential property in Berlin and second-hand traded life policies. In the case of private equity, the industry has raised substantial sums which now need to find a home. A mature portfolio owned by a private equity investment trust is in the sweet spot of a sellers’ market. Our two Berlin specialist funds are in the process of splitting up the apartment blocks within their portfolio and selling individual flats as leasehold. The rental market in Germany is highly regulated, which depresses the value of tenanted property. Once “privatisedâ€, these flats command around double the value they previously justified as a rented property. The stated net asset value of these funds is arrived at by valuing assets as for rental occupation rather than privately owned.
Five holdings accounted for the bulk of the difference between the general decline in mainstream indices and the move in the value of our portfolio. These were Rights and Issues Investment Trust, Real Estate Investors, Aurora Investment Trust, Reconstruction Capital and Terra Catalyst Fund. In most cases, the trigger for such a strong move was the belated recognition of embedded value which had existed for some time. Conversely, Aurora Investment Trust announced proposals to move the management contract, which was welcomed by investors and was followed by a narrowing of the discount.
A number of other positions withstood the general decline and posted gains. These included Better Capital PCC, Aseana Properties, Boussard & Gavaudan, Chelverton Growth Trust, F&C Private Equity, Phoenix Spree Deutschland, Taliesin Property Fund and Prospect Japan Fund.
Our modest exposure to mining continued to represent a drag on performance as it again proved to be a sector that nobody wanted to own at any price and our holdings typically declined by a third. Juridica Investments, a financier of civil legal cases in the United States, had a bad day in court and the shares subsequently fell sharply. Macau Property Opportunity Fund’s shares suffered from rapid deterioration in sentiment towards the former Portuguese colony. In view of the Chinese anti-corruption drive, no mainland officials wish to be seen in Macau. This has led to a drop in turnover in the region of a quarter, however the development of a new betting strip destined to coincide with the completion of a bridge from Hong Kong will create the need for around 40,000 new staff. This will have a significant effect on Macau where the total population is currently only 650,000. This will create intense demand for accommodation.
Japan also proved a drag on performance as investors questioned whether Abenomics was running out of steam. We take the view that the change of corporate attitudes in Japan is slow moving but irreversible. Since the Second World War, shareholders have found themselves a long way down the pecking order when it has come to sharing profits, often well behind stakeholders such as the local community, suppliers, management and staff. Our call on the Tokyo market relies on shareholders accessing a greater proportion of embedded profits rather than a robust recovery in the Japanese economy.
Looking forward, the closed ended sector accounts for around a fifth of all listings on the London Stock Exchange, yet these represent less than 4% of the market’s total assets under management. Some very large trusts such as Scottish Mortgage and Alliance Trust, which individually have market capitalisations well into the billions, make up a significant proportion of the total assets under management. Therefore, it is not surprising that so many funds fall below the radar and languish at deep discounts to the fundamental value of their portfolios. In view of our own closed ended status, we are well positioned to exploit such opportunities.
Nick Greenwood
Miton Asset Management Limited
7 January 2016
RISK MANAGEMENT
The principal risks facing the Company are substantially unchanged since the date of the Annual Report for the year ended 30 April 2015 and continue to be as set out in that report.
Risks faced by the Company include, but are not limited to, investment activity and strategy risk (including discount risk and liquidity), financial risk (including gearing), discount volatility and compliance with section 1158 of the Corporation Tax Act 2010.
RESPONSIBILITY STATEMENT
The Directors confirm that to the best of their knowledge:
Anthony Townsend
Chairman
7 January 2016
CONDENSED INCOME STATEMENT (unaudited)
for the period ended 31 October 2015
Six months to 31 October 2015 | Six months to 31 October 2014 |
Year ended 30 April 2015 (audited) |
||||||||
Note |
Revenue £’000 |
Capital £’000 |
Total £’000 |
Revenue £’000 |
Capital £’000 |
Total £’000 |
Revenue £’000 |
Capital £’000 |
Total £’000 |
|
Losses/(gains) on investments at fair value through profit or loss | - |
(1,814) |
(1,814) |
- |
565 |
565 |
- |
3,509 |
3,509 |
|
Income | 4 | 264 | - | 264 | 328 | - | 328 | 681 | - | 681 |
Management fee | (108) | - | (108) | (97) | - | (97) | (197) | - | (197) | |
Exchange losses on capital items | - |
(2) |
(2) |
- |
(4) |
(4) |
- |
(22) |
(22) |
|
Other expenses | (301) | - | (301) | (158) | - | (158) | (320) | - | (320) | |
Return on ordinary activities before finance costs and taxation | (145) |
(1,816) |
(1,961) |
73 |
561 |
634 |
164 |
3,487 |
3,651 |
|
Finance costs | ||||||||||
Interest payable | (44) | - | (44) | (30) | - | (30) | (60) | - | (60) | |
Return on ordinary activities before and after taxation | (189) |
(1,816) |
(2,005) |
43 |
561 |
604 |
104 |
3,487 |
3,591 |
|
Return per Ordinary share | pence |
pence |
pence |
pence |
pence |
pence |
pence |
pence |
pence |
|
Basic and diluted | (0.75) | (7.18) | (7.93) | 0.17 | 2.22 | 2.39 | 0.41 | 13.79 | 14.20 |
The revenue and capital returns per Ordinary share are based on 25,279,985 shares, being the weighted average number of Ordinary shares in issue in the six months to 31 October 2015 (six months to 31 October 2014: 25,279,985 shares; year ended 30 April 2015: 25,279,985 shares).
The total column of this statement is the profit and loss account of the Company. The supplementary revenue and capital columns are prepared under guidance issued by the Association of Investment Companies’ Statement of Recommended Practice.
All revenue and capital items in the above statement derive from continuing operations. No operations were acquired or discontinued in the period.
There are no recognised gains or losses other than those passing through the Income Statement and as a consequence no Statement of Total Recognised Gains and Losses has been presented.
The notes form an integral part of these financial statements.
RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS’ FUNDS (unaudited)
For the period ended 31 October 2015
Share capital £’000 |
Capital redemption reserve £’000 |
Share premium account £’000 |
Special reserve £’000 |
Capital reserve £’000 |
Revenue reserve £’000 |
Total £’000 |
|
Six months to 31 October 2015 | |||||||
At 30 April 2015 | 252 | 60 | 16,727 | 10,008 | 19,027 | (157) | 45,917 |
Net return for the period | - | - | - | - | (1,816) | (189) | (2,005) |
Balance at 31 October 2015 | 252 | 60 | 16,727 | 10,008 | 17,211 | (346) | 43,912 |
Six months to 31 October 2014 | |||||||
At 30 April 2014 | 252 | 60 | 16,727 | 10,008 | 15,540 | (261) | 42,326 |
Net return for the period | - | - | - | - | 561 | 43 | 604 |
Balance at 31 October 2014 | 252 | 60 | 16,727 | 10,008 | 16,101 | (218) | 42,930 |
Year ended 30 April 2015 (audited) | |||||||
Balance at 30 April 2014 | 252 | 60 | 16,727 | 10,008 | 15,540 | (261) | 42,326 |
Net return for the year | - | - | - | - | 3,487 | 104 | 3,591 |
Balance at 30 April 2015 | 252 | 60 | 16,727 | 10,008 | 19,027 | (157) | 45,917 |
The notes form an integral part of these financial statements.
BALANCE SHEET (unaudited)
As at 31 October 2015
As at 31 October 2015 £’000 |
As at 31 October 2014 £’000 |
As at 30 April 2015 (audited) £’000 |
|
Fixed assets | |||
Investments held at fair value through profit or loss |
47,763 |
44,091 |
46,940 |
Current assets | |||
Debtors and prepayments | 131 | 30 | 411 |
Cash and short-term deposits | 1,107 | 2,908 | 1,868 |
1,238 | 2,938 | 2,279 | |
Creditors: amounts falling due within one year |
|||
Bank loan | (5,000) | (3,000) | (3,000) |
Other creditors | (89) | (1,099) | (302) |
(5,089) | (4,099) | (3,302) | |
Net current assets | (3,851) | (1,161) | (1,023) |
Net assets | 43,912 | 42,930 | 45,917 |
Share capital and reserves | |||
Share capital | 252 | 252 | 252 |
Capital redemption reserve | 60 | 60 | 60 |
Share premium account | 16,727 | 16,727 | 16,727 |
Special reserve | 10,008 | 10,008 | 10,008 |
Capital reserve | 17,211 | 16,101 | 19,027 |
Revenue reserve | (346) | (218) | (157) |
Equity shareholders’ funds | 43,912 | 42,930 | 45,917 |
pence | pence | pence | |
Net asset value per Ordinary share | 173.70 | 169.82 | 181.63 |
Number of Ordinary shares used for the calculation of the net asset value | 25,279,985 |
25,279,985 |
25,279,985 |
The notes form an integral part of these financial statements.
CASH FLOW STATEMENT (unaudited)
for the period ended 31 October 2015
Note |
Six months to 31 October 2015 £’000 |
Six months to 31 October 2014 £’000 |
Year ended 30 April 2015 (audited) £’000 |
|||
Net cash (outflow)/inflow from operating activities | (180) |
54 |
169 |
|||
Servicing of finance | ||||||
Interest paid | (46) | (30) | (60) | |||
Capital expenditure and financial investment | ||||||
Purchases of investments | (8,290) | (7,262) | (18,652) | |||
Sales of investments | 5,757 | 6,055 | 16,325 | |||
Exchange losses on settlement | (4) | (3) | (9) | |||
Net cash outflow from capital expenditure and financial investment | (2,537) |
(1,210) |
(2,336) |
|||
Net cash outflow before financing | (2,763) |
(1,186) |
(2,227) |
|||
Financing | ||||||
Revolving credit facility drawn down | 2,000 |
- |
- |
|||
Net cash inflow from financing | 2,000 |
- |
- |
|||
Decrease in cash | 8 | (763) | (1,186) | (2,227) |
The notes form an integral part of these financial statements.
NOTES
1. Accounting policies
The financial statements are prepared in accordance with UK applicable accounting standards and the Statement of Recommended Practice regarding the Financial Statements of Investment Trust Companies and Venture Capital Trusts (“SORPâ€) issued by the Association of Investment Companies in November 2014.
The Company has also adopted FRS 104, which applies to interim periods commencing on or after 1 January 2015. The transition to FRS 104 has had no impact on the previous reported financial position and financial performance. With the exception of this, the financial statements have been prepared in accordance with the accounting policies set out in the Annual Report and Financial Statements of the Company for the year ended 30 April 2015.
2. Financial information
The above financial information does not constitute full statutory financial statements as defined in Section 434 of the Companies Act 2006. The financial information for the six months ended 31 October 2015 and 31 October 2014 has not been audited or reviewed.
The information for the year ended 30 April 2015 has been extracted from the latest published audited financial statements. Those statutory financial statements 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 Sections 498(2) or (3) of the Companies Act 2006.
3. Going concern
After making enquiries, and having reviewed the portfolio, Balance Sheet and projected income and expenditure for the next 12 months, the Directors have a reasonable expectation that the Company has adequate resources to continue in operation for the foreseeable future. The Directors have therefore adopted the going concern basis in preparing these financial statements.
4. Income
Six months to 31 October 2015 £’000 |
Six months to 31 October 2014 £’000 |
Year ended 30 April 2015 £’000 |
|
Income from investments | |||
UK dividend income | 158 | 244 | 374 |
Unfranked dividend income | 98 | 76 | 290 |
Fixed interest income | 8 | 8 | 16 |
264 | 328 | 680 | |
Other income | |||
Bank interest receivable | - | - | 1 |
Total income | 264 | 328 | 681 |
5. (Losses)/gains on investments
Six months to 31 October 2015 £’000 |
Six months to 31 October 2014 £’000 |
Year ended 30 April 2015 £’000 |
|
(Losses)/gains on sales of investments | (187) |
1,080 |
2,618 |
Movement in investment holding gains | (1,627) |
(515) |
891 |
(1,814) | 565 | 3,509 | |
6. Tax credit/charge on ordinary activities
The tax charge for the half year is £nil (31 October 2014: £nil; 30 April 2015: £nil) based on an estimated effective tax rate of 0% for the year ending 30 April 2016. The estimated effective tax rate is 0% as investment gains are exempt from capital gains tax owing to the Company’s status as an investment trust. As stated in the audited statutory financial statements, at 30 April 2015 the Company had surplus excess management expenses of £5,607,000 that are available to offset future taxable revenue and therefore there is no liability to corporation tax during the six months to 31 October 2015 (31 October 2014: £nil; 30 April 2015: £nil).
7. Reconciliation of net return before finance costs and taxation to net cash outflow from operating activities
Six months to 31 October 2015 £’000 |
Six months to 31 October 2014 £’000 |
Year ended 30 April 2015 £’000 |
|
Net return before finance costs and taxation | (1,961) |
634 |
3,651 |
Losses/(gains) on investments | 1,814 | (565) | (3,509) |
Exchange losses on capital items | 2 |
4 |
22 |
Decrease in creditors and accruals | (22) |
(34) |
(7) |
(Increase)/decrease in debtors and accrued income | (13) |
15 |
12 |
Net cash (outflow)/inflow from operating activities | (180) |
54 |
169 |
8. Reconciliation of net cash flow to net funds
Six months to 31 October 2015 £’000 |
Six months to 31 October 2014 £’000 |
Year ended 30 April 2015 £’000 |
|
Opening net funds | (1,132) | 1,095 | 1,095 |
Decrease in cash in period | (763) | (1,186) | (2,227) |
Revolving credit facility drawdown | (2,000) |
- |
- |
Exchange gains/(losses) | 2 | (1) | - |
Closing net funds | (3,893) | (92) | (1,132) |
At 30 April 2015 £’000 |
Cash flows £’000 |
Foreign exchange movement £’000 |
At 31 October 2015 £’000 |
|
Net funds are comprised as follows: | ||||
Cash and short-term deposits | 1,868 | (763) | 2 | 1,107 |
Debt due within one year | (3,000) | (2,000) | - | (5,000) |
(1,132) | (2,763) | 2 | (3,893) | |
9. Transactions with the Manager
Under the Listing Rules, the Manager is regarded as a related party of the Company. Under the AIC SORP issued in January 2009, the Investment Manager is not considered to be a related party of the Company. The amounts paid to the Manager are shown in the Income Statement.
At the General Meeting held on 9 September 2015, shareholders approved changes to the management fees and the performance fees payable by the Company to the Manager to reflect new fee arrangements in respect of any share reorganisation arising on the election by shareholders for the conversion of their Ordinary shares into Realisation shares.
With effect from 9 September 2015, the management fee relating to the Ordinary shares was amended so that it is calculated at the annual rate of 0.65% of the adjusted market capitalisation of the Ordinary shares on the last business day of each calendar month. The management fee relating to Realisation shares, when these are in existence, will be calculated at an annual rate of 0.5% of the adjusted market capitalisation of the Realisation shares on the last business day of each calendar month.
A performance fee will be payable in respect of the realisation of assets in the Realisation Pool, at a rate of 15% of all cash realised and returned to holders of Realisation shares from the realisation of assets in the Realisation Pool in excess of the hurdle.* The performance fee will become payable once the aggregate net asset value of undistributed assets (including cash) remaining in the Realisation Pool is less than 5% of the aggregate net asset value of the assets in the Realisation Pool.
Where the Company as a whole moves onto a realisation basis, the performance fee will be 15% of all cash realised from the realisation process in excess of the hurdle* and will become payable once the aggregate net asset value of undistributed assets (including cash) is less than 5% of the aggregate net asset value of the Company on the relevant Reorganisation Date.
There will be no annual cap on the performance fees.
* the hurdle shall be an amount per share equivalent to interest at a rate equal to 3 month sterling LIBOR on the Reorganisation Date plus 5% per annum, measured from 9 September 2015 and calculated by reference to the net asset value per Ordinary share as at that date, until the date when the aggregate net asset value of undistributed assets (including cash) remaining in the relevant pool is:
(a) where the Company operates a Continuation Pool and a Realisation Pool, less than 5% of the aggregate net asset value of the assets in the Realisation Pool on the relevant Reorganisation Date; or
(b) where the Company as a whole has moved onto realisation basis, less than 5% of the aggregate net asset value of the Company on the relevant Reorganisation Date.
10. Bank loan
The bank loan with The Royal Bank of Scotland is a £7,000,000 revolving credit facility and bears interest at the rate of 1.35% over LIBOR on any drawn down balance and 0.6% on any undrawn balance. The facility may be drawn down in Sterling or other ‘optional’ currencies as approved by the lender.
The bank loan facility contains covenants which require that net borrowings will not at any time exceed 25% of the adjusted net asset value, which shall at all times be equal to or greater than £20,000,000. If the Company breaches either covenant, then it is required to notify the Bank of any default and the steps being taken to remedy it.
At 31 October 2015, the Company had drawn down £5,000,000 under the facility. The facility will mature on 31 January 2016.
11. Fair value hierarchy
All investments are initially recognised and subsequently measured at fair value. Changes in fair value are recognised in the Income Statement.
The methods of fair value measurement are classified into a hierarchy based on reliability of the information used to determine the valuation.
Level a | - Fair value is measured based on quoted prices in an active market. |
Level b | - Fair value is measured based on directly observable current market prices or indirectly being derived from market prices. |
Level c | - i) Fair value is measured using a valuation technique that is based on data from an observable market; or |
- ii) Fair value is measured using a valuation technique that is not based on data from an observable market. |
The table below sets out the Company’s fair value hierarchy investments as at 31 October 2015.
Level a | Level b | Level c (i) | Level c (ii) | Total | |
Opening book cost | 41,192 | 558 | 376 | 3,116 | 45,242 |
Opening unrealised appreciation | 3,830 |
77 |
(207) |
(2,002) |
1,698 |
Opening valuation | 45,022 | 635 | 169 | 1,114 | 46,940 |
Movements in the period: | |||||
Purchase at cost | 7,957 | 144 | - | - | 8,101 |
Sales - proceeds | (5,445) | - | - | (19) | (5,464) |
Sales - realised (losses)/gains on sales | (206) |
- |
- |
19 |
(187) |
Transfer from level b to Level a | 37 |
(37) |
- |
- |
- |
Transfer from level c (i) to Level a | 65 |
- |
(65) |
- |
- |
Transfer from level c (i) to Level c (ii) | - |
- |
(311) |
311 |
- |
Transfer in unrealised appreciation | 21 |
- |
207 |
(228) |
- |
(Decrease)/increase in unrealised appreciation | (1,666) |
(28) |
- |
67 |
(1,627) |
Closing valuation | 45,785 | 714 | - | 1,264 | 47,763 |
Closing book cost | 43,600 | 665 | - | 3,427 | 47,692 |
Closing unrealised appreciation | 2,185 |
49 |
- |
(2,163) |
71 |
Closing valuation | 45,785 | 714 | - | 1,264 | 47,763 |
PORTFOLIO VALUATION AS AT 31 OCTOBER 2015
Type of security |
Fair value valuation £’000 |
% of portfolio |
|
India Capital Growth Fund* | Ordinary shares | 2,717 | 5.69 |
Taliesin Property Fund* | Ordinary shares | 2,504 | 5.24 |
Establishment Investment Trust (The) | Ordinary shares | 2,317 | 4.85 |
Alternative Asset Opportunities†| Preference shares | 2,257 | 4.73 |
Pantheon International | Redeemable shares | 2,239 | 4.69 |
Real Estate Investors* | Ordinary shares | 2,003 | 4.19 |
JPMorgan Japanese Smaller Companies Investment Trust | Ordinary shares | 1,975 | 4.14 |
Better Capital PCC†| Ordinary shares | 1,906 | 3.99 |
Rights & Issues Investment Trust | Capital shares | 1,691 | 3.54 |
Alpha Real Trust | Ordinary shares | 1,645 | 3.44 |
New Star Investment Trust | Ordinary shares | 1,642 | 3.44 |
Marwyn Value Investors†| Ordinary shares | 1,541 | 3.23 |
Aurora Investment Trust†| Ordinary shares | 1,523 | 3.19 |
Prospect Japan Fund | Ordinary shares | 1,496 | 3.13 |
Macau Property Opportunities Fund†| Ordinary shares | 1,487 | 3.11 |
Phoenix Spree Deutschland | Ordinary shares | 1,372 | 2.87 |
Phaunos Timber Fund (The) | Ordinary shares | 1,360 | 2.85 |
Monks Investment Trust | Ordinary shares | 1,165 | 2.44 |
EPE Special Opportunities* | Ordinary shares | 1,105 | 2.31 |
Japan Residential Investment Company* | Ordinary shares | 1,004 | 2.10 |
F&C Private Equity | Ordinary shares | 944 | 1.98 |
Henderson Alternative Strategies Trust | Ordinary shares | 877 | 1.84 |
Pacific Horizon Investment Trust | Ordinary shares | 774 | 1.62 |
Artemis Alpha Trust | Ordinary shares | 773 | 1.62 |
Atlantis Japan Growth Fund | Ordinary shares | 750 | 1.57 |
Invesco Perpetual Japan Fund | Open Ended Fund | 714 | 1.50 |
Geiger Counter | Ordinary shares | 694 | 1.45 |
Aseana Properties†| Ordinary shares | 682 | 1.43 |
RENN Universal Growth Investment Trust†| Ordinary shares | 677 | 1.42 |
Terra Catalyst Fund†| Ordinary shares | 622 | 1.30 |
Eredene Capital†| Ordinary shares | 556 | 1.16 |
Private Equity Investor†| Ordinary shares | 555 | 1.16 |
Sanditon Investment Trust | Ordinary shares | 542 | 1.14 |
Boussard & Gavaudan | Ordinary shares | 518 | 1.09 |
Juridica Investments* | Ordinary shares | 455 | 0.95 |
Chelverton Growth Trust | Ordinary shares | 353 | 0.74 |
Middlefield Canadian Income PCC | Preference shares | 326 | 0.68 |
Baker Steel Resources Trust | Ordinary shares | 322 | 0.67 |
Global Fixed Income Realisation†| Ordinary shares | 299 | 0.63 |
New City Energy | Ordinary shares | 273 | 0.57 |
EPE Special Opportunities 7.5% 31/12/15* | Convertible Loan Notes | 202 | 0.42 |
Reconstruction Capital II* | Ordinary shares | 188 | 0.39 |
St Peter Port Capital*†| Ordinary shares | 143 | 0.30 |
Camper & Nicholsons Marina Investments* | Ordinary shares | 132 | 0.28 |
Miton UK MicroCap Trust | Ordinary shares | 105 | 0.22 |
India Capital Growth Fund* | Subscription shares | 69 | 0.14 |
Duke Royalty (previously Praetorian Resources)* | Ordinary shares | 64 | 0.13 |
Auctus Growth | Ordinary shares | 62 | 0.13 |
Origo Partners*†| Ordinary shares | 48 | 0.10 |
Aurora Russia* | Ordinary shares | 40 | 0.08 |
BlackRock Absolute Return Strategies | Ordinary shares | 31 | 0.07 |
Global Resources Investment Trust | Ordinary shares | 13 | 0.03 |
Tau Capital*†| Ordinary shares | 11 | 0.02 |
Absolute Return Trust†| Preference shares | - | - |
Dexion Absolute†| Ordinary shares | - | - |
Douglasbay Capital*†| Ordinary shares | - | - |
International Oil and Gas Technology†| Preference shares | - | - |
Jupiter Second Split Trust†| Ordinary shares | - | - |
PSource Structured Debt†| Ordinary shares | - | - |
Sofia Property Fund*†| Ordinary shares | - | - |
Thames River Multi-Hedge†| Preference shares | - | - |
Total | 47,763 | 100.00 |
* AIM/ISDX listed.
†In liquidation, in a process of realisation or has a fixed life.
SHAREHOLDER INFORMATION
Share dealing
Shares can be traded through a stockbroker or other authorised intermediary. The Company’s Ordinary shares are traded on the London Stock Exchange. The Company’s shares are fully qualifying investments for Individual Savings Accounts (“ISAsâ€).
Share register enquires
The register for the Ordinary shares is maintained by Capita Asset Services. In the event of queries regarding your holding, please contact the Registrar on 0871 664 0300 (calls cost 12p per minute plus network extras; lines are open 9.00am to 5.30pm, Monday to Friday) (from outside the UK: +44 (0) 208 639 3399) or email:shareholderenquiries@capita.co.uk. Changes of name and/or address must be notified in writing to the Registrar: Shareholder Services, Capita Asset Services, The Registry, 34 Beckenham Road, Beckenham, Kent BR3 4TU, or via the shareholder portal at www.capitashareportal.com.
Share capital and net asset value information
Ordinary 1p shares | 25,279,985 |
SEDOL number | 3436594 |
ISIN number | GB0034365949 |
Bloomberg symbol | MIGO |
The Company releases its net asset value per Ordinary share to the London Stock Exchange on a daily basis.
Website: www.mitongroup.com/migo
Share prices
The mid-market prices are quoted daily in theFinancial Times under ‘Investment Companies’.
Annual and Half-Yearly Reports
Copies of the Annual and Half-Yearly Reports are available from the Company Secretary and are available on the Company’s website.
Investment Manager: Miton Asset Management Limited
The Company’s Investment Manager is Miton Asset Management Limited, a wholly owned subsidiary of Miton Group plc. Miton Group is listed on the AIM market for smaller and growing companies.
As at 31 August 2015, the Group had £2.4 billion of assets under management.
Investor updates in the form of monthly factsheets are available from the Company’s website, www.mitongroup.com/migo.
Association of Investment Companies
The Company is a member of the Association of Investment Companies.
DIRECTORS AND ADVISERS
Directors (all non-executive) | Registrar and Transfer Office | |
Anthony Townsend (Chairman) James Fox Michael Phillips Hugh van Cutsem All of: Beaufort House 51 New North Road Exeter EX4 4EP |
Capita Asset Services The Registry 34 Beckenham Road Beckenham Kent BR3 4TU Tel: 0871 664 0300 (calls will cost 12p per minute plus network charges) Fax: 020 8639 2342 Email: shareholderenquiries@capita.co.uk Website: www.capitaregistrars.com |
|
Company Secretary and Registered Office | Stockbroker and Financial Adviser | |
Capita Sinclair Henderson Limited trading as, Capita Asset Services – Fund Solutions Beaufort House 51 New North Road Exeter EX4 4EP Tel: 01392 477 500 |
Numis Securities Limited The London Stock Exchange Building 10 Paternoster Square London EC4M 7LT |
|
Alternative Investment Fund Manager | Banker and Custodian | |
Miton Trust Managers Limited Paternoster House 65 St Paul’s Churchyard London EC4M 8AB |
Bank of New York Mellon One Canada Square London E14 5AL |
|
Investment Manager | Depositary | |
Miton Asset Management Limited Paternoster House 65 St Paul’s Churchyard London EC4M 8AB Website: www.mitongroup.com Tel: 020 3714 1525 |
BNY Mellon Trust & Depositary (UK) Limited 160 Queen Victoria Street London EC4V 4LA |
|
Independent Auditor | ||
Grant Thornton UK LLP 30 Finsbury Square London EC2P 2YU |
||
Miton Global Opportunities plc An investment company as defined under Section 833 of the Companies Act 2006 Registered in England and Wales No.5020752 |
END
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.