Half-yearly Report

Strategic Equity Capital plc Half Yearly Report & Financial Statements for the six months to 31 December 2011 Investment objective The investment objective of the Company is to achieve absolute returns (i.e. growth in the value of investments) rather than relative returns (i.e. attempting to outperform selected indices) over a medium-term period, principally through capital growth. The Company's investment policy can be found below. Investment Manager's strategy The Investment Manager, SVG Investment Managers Limited ("SVGIM"), employs a strategy to invest in publicly quoted companies which will create value through strategic, operational and management change. SVGIM follows a practice of constructive corporate engagement and aims to work with management teams in order to enhance shareholder value. A more detailed explanation can be found in the Investment manager's report below. Shareholder information Financial calendar Company's year-end 30 June Annual results September announced Annual General Meeting November Company's half-year 31 December Half yearly results February announced Share price The Company's Ordinary shares are listed on the London Stock Exchange. The midmarket price is quoted daily in the Financial Times under `Investment Companies'. Share dealing Shares can be traded through your usual stockbroker. Share register enquires The register for the Ordinary shares is maintained by Computershare Investor Services plc ("Registrar").In the event of queries regarding your holding, please contact the Registrar on 0870 707 1285. Changes of name and/or address must be notified in writing to the Registrar whose address is shown below. NAV The Company's net asset value is announced weekly to the London Stock Exchange. Website Further information on the Company can be accessed via the Company's website www.strategicequitycapital.com Neither the contents of the Company's website nor the contents of any website accessible from hyperlinks on the Company's on the Company's website (or any other website) is incorporated into, or forms part of, this announcement. Capital structure Issued share capital 70,122,203 Ordinary shares of 10p each: £7,012,220. At 31 December 2011 the issued share capital of the Company was 70,122,203 Ordinary shares. All shares have equal voting rights. Financial summary 1 July 2011 to Year to 1 July 2010 to Period to date % 31 December 2011 30 June 2011 31 December 2010 Change Performance Total return¹ (9.06%) Capital return Net asset value per Ordinary share 93.55p 103.35p 90.45p (9.48%) Ordinary share price (mid-market) 74.25p 93.00p 68.25p (20.16%) Discount of Ordinary share price to net asset value 20.63% 10.01% 24.54% Total assets (£'000) 65,770 73,877 69,597 (10.97%) Equity shareholders' funds (£'000) 65,601 72,470 69,442 (9.48%) Total expense ratio (TER)² - annualised 1.01% 1.52% 1.80% Revenue return per Ordinary share 0.76p 0.40p (0.01)p Dividend yield 0.63% 0.44% 0.44% Proposed final dividend for year n/a 0.44p n/a n/a Ordinary shares in issue with voting rights (excluding shares held in treasury) 70,122,203 70,122,203 79,815,974 Ordinary shares - - 3,045,500 held in treasury Interim period's Highs/Lows High Low Net asset value per Ordinary share 104.63p 84.89p Ordinary share price 92.75p 69.00p Discount of Ordinary share price to net asset value 9.00% 22.62% Banking Facility £5.0m revolving credit facility with RBS which expires on 14 July 2012. ¹ Total return is the increase/(decrease) per share in net asset value plus dividends paid. ² Total expense ratio calculated as the total expenses divided by the average shareholders' equity. Investment policy The Company invests primarily in equity and equity-linked securities quoted on markets operated by the London Stock Exchange where the Investment Manager believes the securities are undervalued and could benefit from strategic, operational or management initiatives. The Company also has the flexibility to invest up to 20% of the Company's gross assets at the time of investment in securities quoted on other recognised exchanges. The Company may meet all calls on its undrawn loan commitment to Strategic Recovery Fund II ("SRF II") and to Vintage 1 Limited ("Vintage"). Subject thereto, until such time as all of the undrawn loan commitment to SRF II has been called or, if earlier, SRF II's investment period has expired, save for investments pursuant to its commitments to SRF II and Vintage, the Company will not make any further investments in unquoted securities. Thereafter, the Company may invest up to 20% of its gross assets at the time of investment in unquoted securities, provided that, for the purpose of calculating this limit, any undrawn commitment to Vintage which may still be called shall be deemed to be an unquoted security. The maximum investment in any single investee company will be no more than 15% of the Company's investments at the time of investment. The Company will not invest more than 10%, in aggregate, of the value of its total assets at the time the investment is made in other listed closed-end investment funds provided that this restriction does not apply to investments in any such funds which themselves have published investment policies to invest no more than 15% of their total assets in other listed closed-end investment funds. Other than as set out above, there are no specific restrictions on concentration and diversification. The Board does expect the portfolio to be relatively concentrated, with the majority of the value of investments typically concentrated in the securities of 10 to 15 issuers across a range of industries. There is also no specific restriction on the market capitalisation of issues into which the Company will invest, although it is expected that the majority of the investments by value will be invested in companies with a market capitalisation of less than £300 million. The Company's Articles of Association permit the Board to take on borrowings of up to 25% of the net asset value at the time the borrowings are incurred for investment purposes. Chairman's report Introduction I am pleased to report that, despite challenging market conditions, the Company made reasonable progress in the six months to the end of December 2011 and was the only investment trust in the AIC UK Smaller Company sector to deliver NAV growth and share price appreciation, over the course of 2011. Performance As at 31 December the Company's net assets were £65.6m (93.6p per share). This represented a decrease of 9.5% since the year end, 30 June 2011. This was driven by the opposing impacts of strongly positive earnings growth across the portfolio offset by a sharp de-rating of smaller companies. The Company's NAV performance per share was considerably better than that of its benchmark and its peers. It outperformed the FTSE SmallCap ex Investment Companies Index by 8.4% over the period, the fifth consecutive half of outperformance. This strong performance means that it has now outperformed its benchmark by 77% over the last three years. Its next best competitor in the AIC sector has achieved a 55.4% outperformance. The simple average sector outperformance was 25.9% and the weighted average sector outperformance was 5.9%. This consistency of performance continues to strengthen the Board's confidence in the Company's investment strategy and Manager. Continuation Vote and Discount Management Shareholders currently have the opportunity to vote annually on the continuation of the Company as an investment trust. In addition, with effect from 2011, the Board introduced annual discount and performance tests, which are measured as at 30 June each year and require the Directors to bring forward proposals to allow shareholders to realise their investment in the Company if either test is failed. The Company passed both tests in 2011. However, the Company bought back approximately 8.7% of its issued share capital during the three months ended 30 June 2011 (being the measurement period for the discount test). Having reviewed the operation of the annual discount test and consulted investors representing a substantial majority of the Company's issued share capital, the Board is proposing to replace the existing annual tests with periodic tender offers which the Board believes should permit more orderly management of the Company's portfolio and ensure equality of treatment for all shareholders. Accordingly, the Board intends, subject to shareholder approval, to conduct periodic tender offers in May and November each year, with each tender offer being for up to 4% of the issued share capital at a price equivalent to a 10% discount to the net asset value (including current period revenue and the estimated tender offer costs) per share. The first tender offer is expected to be undertaken in May this year, and a circular containing further details of that tender offer and a notice convening a general meeting of the Company at which the requisite shareholder approval will be sought is expected to be posted to shareholders in March. Shareholders will continue to have the opportunity, at each annual general meeting, to vote on the continuation of the Company. Apart from shares bought back pursuant to the periodic tender offers, the Directors anticipate that, in future, the Company will only buy back shares for investment, rather than discount management, reasons. Outlook The Board believes that the prospects for the Company over the medium term continue to be good. John Hodson 28 February 2012 Investment manager's report Investment strategy Our strategy is to invest in publicly quoted companies which will increase in value through strategic, operational or management change. Our typical investee company has a market capitalisation of under £150 million at the time of initial investment. We believe that smaller companies provide the greatest opportunity for our investment style as they are relatively under-researched, often have more limited resources and frequently can be more attractively valued. We are long-term investors; we typically aim to hold companies for the duration of three-year investment plans that include an entry and exit strategy and a clearly identified route to value creation. The duration of these plans can be shortened by transactional activity or lengthened by adverse economic conditions. Before investing we undertake an extensive private equity style due diligence process focused on fundamental company analysis as well assessing market conditions, management and stakeholders. Our investments are underpinned by valuations, which we derive using private equity-based techniques. These include a focus on cash flows, the potential value of the company to trade or financial buyers and the capital structure. We follow a practice of constructive corporate engagement and aim to work with management teams in order to enhance shareholder value. We aim to build a consensus with other stakeholders, and prefer to work alongside like-minded co-investors as leaders, followers or supporters. We try to avoid confrontation with investee companies as we believe that there is strong evidence that overtly hostile activism generally generates poor returns for investors. We believe that this approach, if properly executed, will generate favourable risk-adjusted returns for shareholders over the long term. Market commentary The period saw significant volatility and falls in the prices of risk assets as the spectre of sovereign default and slowing global growth expectations weighed on markets. In the third quarter, there was indiscriminate selling, with large, mid and smaller company indices experiencing drops of c.15%. In the fourth quarter risk appetite returned a little, leading to a rebound of 8.4% in the valuations of larger companies. The FTSE Small Cap (ex Investment Companies) Index continued falling, significantly underperforming the FTSE All Share and ultimately delivering a negative 17.4% return for the six month period. The return to bear market conditions triggered a sudden, if long expected, consolidation in the stockbroking and corporate finance sectors. Two long established firms shut their doors for good, and a further three were acquired by their rivals. We believe that downwards pressure on commissions, lower trading volumes on traditional markets and a structural shift to order matching pools means further consolidation is highly likely. What the long term impact on the Smaller Companies market is of this consolidation is unclear; in the short term it is likely to lead to a continued decline in the quality of research available to the investment community and corporate broking advice to corporate clients. This should benefit the Company, increasing the number of mispriced investment opportunities and the value of our engagement to smaller quoted companies. Another major development was a flurry of private equity related bid activity among smaller technology companies. There were two standalone take privates and two further bids launched by private equity portfolio companies. Group NBT was acquired by HgCapital, and Workplace Systems by Lloyds Development Capital. Better Capital succeeded in a hostile bid for Clarity Commerce, which it is likely to combine with its portfolio company DigiPoS. Ion Trading, a TA Associates portfolio company, launched a bid for PATSystems. Given the low absolute valuations of many niche software companies quoted on AIM and the LSE, we believe there is a binary outcome between either re-rating or being subject to M&A over the medium term. Performance report As at 31 December the Company's net assets were £65.6m (93.6p per share). This represented a decrease of 9.5% since the year end. This was driven by the opposing impacts of strongly positive earnings growth across the portfolio offset by a sharp de-rating of smaller companies. Allocate Software was the largest positive contributor to performance, with the shares gaining 7% over the period. Since we helped to finance its acquisition of Timecare AB in late 2009, the company has delivered significant organic growth, matched by strong cash flows. These have been used to make three further complementary acquisitions to broaden the product set and geographical exposure. We took advantage of the August market sell off to materially increase the holding at a depressed level. The final results were released in early September, with the company exceeding expectations and upgrading forecasts. The shares rallied c.20% on the news. Despite the recent strong relative performance, we continue to believe that the company is significantly undervalued. Vintage 1, a highly diversified private equity fund of funds vehicle, was a positive contributor to performance, with the NAV rising by 4% over the period. This continues to be a highly successful investment for the Company. The holding was acquired in March 2007 at the top of the market with an initial cash drawdown of £566k and further undrawn commitment of £1.30m. There have been no further draw downs, and we have been advised by the manager that no further draw-downs are envisaged. £983k has been returned in cash and the unrealised value is £1.96m. The cash multiple and IRR are 5.2x and 53.5% to date respectively. Mecom was another significant positive contributor to performance. We have long believed that the valuation of the company has failed to reflect its cash flow generation or its realisable value to trade or private equity buyers. There were three key catalysts during the period. The sale of its Polish national titles was announced in September for c.7x EBITDA, roughly twice the rating of the parent company. The sale of the Norwegian assets was announced in December for c.7x EBITDA. In addition, the strong degearing over the past two years allowed the company to pay a maiden dividend in October. We believe that further disposals are likely and that profits should benefit from further operational improvement. RPC and Lupus were also material outperformers over the period, returning +2% and -1% respectively. RPC's strong trading and operational performance continues and the investment community is starting to rate the business more highly. With its exposure to the US housing industry, Lupus was sold off heavily in the summer, but rallied at the year-end following improving macroeconomic news from North America. Lupus also made a small bolt on acquisition of a supplier to its US building products clients. The market interpreted this as a positive signal on the Board's outlook for the business and its balance sheet strength. Top 5 contributors to performance Company Cost Valuation Period attribution Allocate Software 3,094 4,015 +0.56 RPC Group 2,793 5,011 +0.37 Vintage 1 318 1,955 +0.16 Mecom Group 7,135 5,335 +0.12 Lupus Capital 5,652 7,127 +0.04 Bottom 5 contributors to performance Company Cost Valuation Period attribution 4imprint 4,885 4,484 -0.80 Kewill 3,084 2,416 -1.08 Lavendon 3,991 4,973 -1.68 Strategic Recovery Fund II 4,695 10,818 -1.72 E2V Technologies 6,086 6,436 -1.96 Given the adverse market conditions, it was not surprising that the value of some holdings fell over the period. However, it was pleasing to note that the share price of only six out of the nineteen holdings fell more than FTSE Smaller Companies Index over the period. The largest negative attribution was driven by the 19.3% fall in E2V, one of the fund's major holdings. This followed a very strong performance in the previous six months when E2V's share price rose by c.50%. News flow from the company continued to be positive. The interim results in November were ahead of expectations with organic sales growth of 16%. Over the past year, there have been three relevant M&A transactions involving direct peers including CPI Industries, Dalsa and Fairchild Imaging, which suggest fair value lies significant in excess of the current share price. Trading momentum and cash generation remains strong, and the balance sheet is now largely de-geared. The Strategic Recovery Fund II fell by 8.4% over the period, largely mirroring the fall in the Company's NAV. Lavendon's share price fell in line with the market, despite continued progress being made. Don Kenny, the former MD of Carillion Support Services Division, was appointed CEO during the period. We believe he will drive through further operational improvements across the group. Lavendon released an in line trading update in November, which showed its highly profitable Middle East unit returning to growth. Momentum appears to be improving and we believe that the current all-time low EV/Sales and EV/EBITDA ratings are unsustainable. Kewill's share price was weak over the period, falling by 21.9% and underperforming the market fall. A trading update in October and the interim results in November indicated that lumpy licence sales were taking longer to sign, driven by the macro uncertainty over the period. Short term earnings risk does exist, but the valuation is discounting a very bleak picture and the company has a substantial net cash balance sheet. 4imprint fell by 11.9% over the period, largely as it is perceived as a cyclical business. However, the company released positive interim results and a third quarter trading statement, showing continued mid-teens organic growth in the dominant US division. Portfolio review The portfolio remained highly focused, with a total of 19 holdings and with the top 10 holdings accounting for 85% of the portfolio at the end of the financial period. The portfolio remains predominantly invested in quoted equities. The average market capitalisation remains below £200m, consistent with the focus on smaller companies. The percentage of the portfolio invested in unlisted securities (including SRFII) increased by 0.2% to 19.5% at the end of the period largely due to the strong relative performance of Vintage 1. 2.4% of the portfolio was invested in cash at the period end, a marginal increase, as we attempted to rebuild cash to a normal level following the share buy-back programme in the second quarter of 2011. Portfolio as at 31 December 2011 - Sector split Sector Percentage Technology 23.3 Unquoted investments 19.5 Manufacturing 19.0 Support services 15.5 Media 10.2 Telecoms 7.8 Net cash 2.4 Retail 2.3 Portfolio as at 31 December 2011 - Size split (by market capitalisation) Size Percentage £100m - £300m 36.4 <£100m 26.3 Unquoted investments 19.5 £300m - £500m 7.8 >£500m 7.6 Net cash 2.4 The level of portfolio activity was extremely low over the period, driven by a mix of limited cash availability, our conviction in the existing portfolio and limited market liquidity. Secondary fundraisings, historically an important source of new investments, were rare and largely unattractive. £3.8 million of disposals in the period represented around 12% of the weighted average NAV. £3.7 millon of purchases were executed including a re-investment in Gooch & Housego during December. The investment was made at a materially lower valuation compared to the level at which the Company exited the first investment just over twelve months beforehand, and at an absolute valuation not befitting such a niche global market leader in a growth market. Opportunistic top ups were made in Mecom, Allocate, Lupus and Kewill. These investments followed disproportionate or irrational downwards moves in the company share prices. Purchases were typically funded through the top slicing of large mature holdings, which have performed well, proceeds from the sale of the stub holding of Pinewood and the continued sell down of investments which have either disappointed or which we believe will generate less attractive risk adjusted returns. Our investment focus remains unchanged. Among smaller quoted companies, we continue to seek out highly cash generative, niche market leaders, with global earnings and growth prospects. These companies should be valued at a discount to fair value, as measured by long term stock market ratings, but most importantly precedent M&A in their respective niches. Operationally the portfolio has continued to perform well. This led to the valuation characteristics of the portfolio becoming more attractive given the decline in the NAV over the period. The low absolute valuation of the portfolio, along with its expected earnings and dividend growth, makes us optimistic about the potential for further NAV uplift in the medium term. We believe that the majority of portfolio holdings continue to trade at significant discounts to comparable trade multiples. Portfolio characteristics Strategic Equity Capital Strategic Equity Capital Consensus median portfolio characteristics (weighted median) (weighted average) Smaller Companies Price/Earnings ratio (FY1) 9.1x 11.6x 9.1x Dividend yield (FY1) 3.6% 3.6% 3.5% Price/ Book ratio (FY1) 2.0x 1.9x 0.7x Price/ Sales ratio 0.6x 0.7x 0.3x SVG cash flow yield 15.0% 16.3% n/a Forecast earnings growth (FY1) 7.9% 10.2% 14.9% Forecast debt to equity 28.9x 46.8x n/a Source: Factset Portfolio Analysis System, Investec. We continue to view the existing portfolio as a collection of highly attractive assets, typically enjoying market leadership, high levels of overseas earnings, with good growth prospects, trading on undemanding earnings and cashflow multiples. There is a balance of structural growth and cyclical recovery. Gearing levels remain low at 0.9x net debt/EBITDA and this is forecast to fall further during 2012. The 16.3% SVG free cash flow yield remains at the top end of its historic range and augurs well for further NAV growth over the medium term. This could be accelerated by any portfolio company being subject to M&A activity. Unlisted Investments Over the period the Company received a distribution of £124k from Vintage I. At the period end, the outstanding commitment relating to Vintage I was £1.30 million, a 28% reduction in constant currency since the position was purchased. The manager of Vintage I has communicated that they do not expect to make any further net draw downs. The investment period of the SRFII ended in June 2011 and the Fund is now a distributing vehicle with no outstanding commitments. We anticipate that the vehicle will be fully distributed by the end of June 2013. Outlook 2011 was a year in which negative macro news flow dominated and positive corporate news flow went largely un-noticed. As a result, another year of strong earnings growth has meant that on traditional metrics such as price to earnings, the market has rarely looked cheaper. On a EV/EBITDA basis the UK markets are now cheaper than even during the nadir of 2009. A benefit of investing in smaller companies is that an investor can create a portfolio of companies able to grow despite operating in a low growth domestic economy. Examples of these growth strategies include: geographic expansion, product extension, moving up the value chain, new product development and taking market share through a superior business model and execution. We are actively focused on investing in these companies which can outperform peers and grow. Although UK consumer discretionary companies have seen significant falls in their share prices, and are valued on modest cash flow multiples, we believe it is still too early to call the bottom. In addition, the field of appropriate candidates is very limited, with many of the higher quality UK consumer services companies in private ownership. Equally, with public expenditure set to be challenged for some time, growth appears scarce among companies supplying the public sector. The exception is if they are offering productivity enhancing products or services, where there are specific ring fenced budgets available and willing buyers. We continue to believe that equities remain the most compelling asset class to own for medium to long term returns. Strong balance sheets and a slower macro growth environment are powerful catalysts for M&A, which currently remains extremely subdued. Historically, smaller companies have been major beneficiaries of this trend. Additional information - Top 10 Investee Company Review 4imprint Group is the fourth largest distributor of promotional products in the world with an international network of companies in the UK, USA, Hong Kong and Europe. We have been involved with the company since a change of management in 2003. The company has benefited recently from material upgrades to forecast earnings. The US business continues to grow strongly and we believe its value is significantly in excess of the value of the whole company. Funds managed by SVGIM currently hold approximately 13% of the company's equity. Allocate Software is the leading workforce optimisation software applications provider for global organisations with large, multi-skilled workforces. It is the clear European market leader in the healthcare vertical market, where the compelling return on investment for clients is driving significant growth. It is also the clear lead provider of optimisation software for the global offshore and defence markets. A strong management team is focused on delivering continued profitable growth, maximising the commercial potential of the product suite. SVG became a major shareholder as part of a placing to fund the acquisition of its Nordic equivalent, Timecare AB, in December 2009. The company has subsequently made three further acquisitions of complementary businesses - Dynamic Change and Zircadian in the UK and RosterOn in Australia. Funds managed by SVGIM currently hold approximately 8% of the company's equity. CVS Group is the UK's leading operator of veterinary practices, with a market share of c.12% and several times the size of its nearest competitor. CVS has followed a strategy of consolidating the market through the acquisition of single and small chains of practices, largely funded by debt. Given the economics of scale in veterinary drug and products purchasing, the roll up economics are compelling. SVG became a shareholder following a period of disappointing trading. The shares de-rated significantly as disappointed growth investors exited and other investors concerned about the level of borrowings reduced their holdings. With limited ongoing capex requirement, we believed that the company could degear rapidly and still continue its roll up strategy. The entry valuation was undemanding on a cashflow basis and demand for its services is less discretionary than many retailers. Funds managed by SVGIM currently hold approximately 2% of the company's equity. E2V Technologies is a global market leader in the design and manufacture of specialist electronic components and low volume/high value and high reliability semiconductors, predominately for the medical, aerospace, defence and industrial markets. An ill-timed acquisition in September 2008 funded by debt left the balance sheet of the business over-stretched as the economic downturn began. A new finance director, well known to SVGIM, was appointed in May 2009. The management team has acted to raise equity to pay down debt as well as restructure the UK and French cost base, a process which is now largely complete. The Company made its initial investment during December 2009 via a placing and a deeply discounted rights issue to refinance the balance sheet. The restructuring has been executed flawlessly and the company is returning to a growth track with a much stronger balance sheet. Funds managed by SVGIM currently hold approximately 10% of the company's equity. KCOM Group is a provider of communications solutions to businesses and the public sector in the UK. It also has a very strong regional consumer-based business based around Hull in East Yorkshire. Following discussions instigated by shareholders the company announced major changes to its management team in November 2008. Following further consultation with shareholders the company has implemented an innovative remuneration package that closely aligns shareholders and management. Since then, the company has undergone a strategic review and announced an important network sharing deal with BT Group. The positive impact of these changes and the Company's growth potential has taken time to be translated into headline sales growth. The investment community remains reluctant to value the group at a rating which reflects growth potential. The proportion of recurring revenues, and therefore quality of earnings continue to increase and cash and dividend returns remain strong. Funds managed by SVGIM currently hold approximately 5% of the company's equity. Kewill is a leading global provider of software and services to simplify global trade and logistics. Its applications are used to reduce complexity and automate manual processes across supply chains, in areas such as sourcing, customs, compliance, transportation, storage, finance, visibility and connectivity. The company was founded in 1972 and has sales activities in the UK, Europe, North American and Asia. Kewill has generated consistent returns to shareholders during the past eight years and its revenues proved resilient during the credit crisis. Historic strong cashflows have been used to acquire complementary businesses in its sectors. Given the continued reliance on some high margin, lumpy licence revenue, short term earnings risk does exist. However, the balance sheet is exceptionally strong and the valuation undemanding. M&A activity is a recurrent feature in its sector and we believe it unlikely that Kewill will remain independent in the long term. Funds managed by SVGIM currently hold approximately 3% of the company's equity. Lavendon Group is the market leader in the rental of powered aerial work platforms in both Western Europe and the Gulf States. The group entered the current downturn having over-spent on equipment, and with an overstretched balance sheet. The nature of powered access equipment is such that capital expenditures can be reduced materially for a significant amount of time without detriment to the fleet. We believe that the company will generate significant surplus cash flow over the next two years which will be used to pay down debt and thus create value for equity shareholders. We invested in the company via a fundraising in late 2009 which brought the company's debt down to high but manageable levels, and have been actively engaged with the board to help drive improved returns. Since 2009, the company has met its debt reduction targets, announced an operational and strategy review and executive board changes. A new group CEO was appointed in Q4 2011. Funds managed by SVGIM currently hold approximately 10% of the company's equity. Lupus Capital is a leading international supplier of building products to the door and window industry, and the world's leading manufacturer of marine breakaway couplings. The company has significant operations in nine separate countries across Europe, the Americas, Asia and Australasia. The building products division enjoys clear market leadership in a number of niches, with a highly diversified customer base, serving both the new build and RMI (repair and maintenance) markets. The building products division has been adversely impacted by the significant fall in residential construction activity experienced since 2007, which, combined with a geared balance sheet, led to a material fall in the share price through 2008. Despite end markets continuing to trade at a low ebb, the building products division generates double digit margins with strong cash flow. The marine couplings business operates in a structural growth market and is a very high quality asset. We began building our stake in the company in late 2009 following the appointment of a new Chairman, who has subsequently reconstituted the executive management and non-executive board. Since then, strong cashflows have reduced the debt burden substantially. We believe the company trades at a material discount to its sum of parts valuation and that there is substantial upside from a medium term recovery in the end markets of the building products division. Funds managed by SVGIM currently hold approximately 7% of the company's equity. Mecom Group is a European media business. The group owns over 300 printed titles and over 200 websites in its four divisions, with substantial operations in the Netherlands, Denmark, Norway and Poland, generating readership of 23 million per week and attracting 32 million unique website users per month. The company has undergone substantial corporate restructuring in the last two years having over-extended its balance sheet through acquisitions in the run up to the recession. We have engaged extensively with the company, investigating the progress of its turn around, assisting it with investor relations and lobbying on its behalf for greater coverage by the analyst community. Having originally invested in 2005 and fully realised the cost of that investment before the recession struck, we revisited the investment case in 2010 and rebuilt a holding. We believe that the company is worth significantly in excess of its current share price based on precedent transactions, as evidenced by its own disposals since early 2009. Further disposals are likely, the dividend return remains attractive, and there is scope for increased returns from a return of capital to shareholders. Funds managed by SVGIM currently hold approximately 6% of the company's equity. RPC Group is Europe's leading manufacturer of rigid plastic packaging. Following lobbying from SVGIM and another shareholder acting in concert the group has initiated a strategic and operational review and made substantial changes to its board. The management team has performed well against RPC's new objectives, leading to a significant reduction in group debt and ongoing focus on improving return on invested capital. As the restructuring ended, RPC acquired its smaller Scandinavian competitor, Superfos, funded by a mixture of debt and new equity. It is clear that this acquisition has created value through substantial cost synergies, although it is too early to judge whether sales synergies will be delivered. While this is a longer term investment we believe that there is still more for the taking, particularly when taking into account the scope for more favourable raw materials pricing. Funds managed by SVGIM currently hold approximately 4% of the company's equity. SVG Investment Managers Limited 28 February 2012 All statements of opinion and/or belief contained in this Investment manager's report and all views expressed and all projections, forecasts or statements relating to expectations regarding future events or the possible future performance of the Company represent SVG Investment Managers Limited's own assessment and interpretation of information available to it at the date of this report. As a result of various risks and uncertainties, actual events or results may differ materially from such statements, views, projections or forecasts. No representation is made or assurance given that such statements, views, projections or forecasts are correct or that the objectives of the Company will be achieved. Top 10 holdings as at 31 December 2011 % of invested % of portfolio at invested % of Sector Date of first Cost Valuation 31 December portfolio at net Company Classification investment £'000 £'000 2011 30 June 2011 assets Strategic Recovery Fund II Unquoted investments Jul 2009 4,695 10,818 16.9 16.6 16.5 Lupus Capital Manufacturing Apr 2007 5,652 7,127 11.1 9.3 10.9 E2V Technologies Technology Oct 2009 3,007 6,436 10.1 11.8 9.8 Mecom Group Media Aug 2005 7,135 5,335 8.3 7.8 8.1 KCOM Group Telecoms May 2007 2,653 5,116 8.0 8.9 7.8 RPC Group Manufacturing Feb 2007 2,793 5,011 7.8 8.9 7.6 Lavendon Group Support services Nov 2009 3,991 4,973 7.8 8.4 7.6 4imprint Group Support services Feb 2006 4,885 4,484 7.0 7.3 6.8 Allocate Software Technology Dec 2009 3,094 4,015 6.3 4.3 6.1 Kewill Technology Mar 2011 3,084 2,416 3.8 3.6 3.7 40,989 55,731 87.1 86.9 84.9 Interim management report The important events that have occurred during the period under review are set out in the Chairman's report and Investment manager's report, which also include the key factors influencing the financial statements. The Directors do not consider that the principal risks and uncertainties have changed since the publication of the annual report for the year ended 30 June 2011. The principal risks are set out in the annual report which is available at www.strategicequitycapital.com. In summary these risks are: - general risk; - market risk; - regulatory risk; - financial risk; and - financial instruments. Going concern The Directors believe, bearing in mind the nature of the Company's business and assets, that the Company has adequate resources to continue in operational existence for the foreseeable future. For this reason, they continue to adopt the going concern basis in preparing the accounts. Responsibility statement The Directors confirm that to the best of their knowledge: - the condensed set of financial statements has been prepared in accordance with the Statement on Half Yearly Financial Reports issued by the International Accounting Standards Board and gives a true and fair view of the assets, liabilities, financial position and profit/(loss) of the Company. - the interim management report includes a fair review of the information required by: (a) DTR 4.2.7R of the Disclosure and Transparency Rules, being an indication of important events that have occurred during the first six months of the financial year and their impact on the condensed set of financial statements; and a description of the principal risks and uncertainties for the remaining six months of the year; and (b) DTR 4.2.8R of the Disclosure and Transparency Rules, being related party transactions that have taken place in the first six months of the current financial year and that have materially affected the financial position or performance of the Company during that period; and any changes in the related party transactions described in the last annual report that could do so. This Half Yearly Report was approved by the Board of Directors on 28 February 2012 and the above responsibility statement was signed on its behalf by John Hodson, Chairman. Statement of comprehensive income for the 6 month period ended 31 December 2011 6 month period ended Year ended 6 month period ended 31 December 2011 30 June 2011 31 December 2010 unaudited audited unaudited Revenue Capital Revenue Capital Revenue Capital return return Total return return Total return return Total Note £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 Investments (Losses)/gains on investments at fair value through profit or loss - (7,091) (7,091) - 27,131 27,131 - 18,455 18,455 - (7,091) (7,091) - 27,131 27,131 - 18,455 18,455 Income Dividends 2 897 - 897 1,253 - 1,253 550 - 550 Interest 2 9 - 9 26 - 26 13 - 13 Underwriting 2 commission - - - 23 - 23 - - - 906 - 906 1,302 - 1,302 563 - 563 Expenses Investment Manager's fee 9 (212) - (212) (473) - (473) (221) - (221) Other expenses 3 (138) - (138) (469) - (469) (322) - (322) Total expenses (350) - (350) (942) - (942) (543) - (543) Net return/(loss) before finance costs and taxation 556 (7,091) (6,535) 360 27,131 27,491 20 18,455 18,475 Finance costs Interest payable (25) - (25) (50) - (50) (25) - (25) Total finance costs (25) - (25) (50) - (50) (25) - (25) Net return/(loss) before taxation 531 (7,091) (6,560) 310 27,131 27,441 (5) 18,455 18,450 Taxation - - - - - - - - - Net return/(loss) after taxation for the period 531 (7,091) (6,560) 310 27,131 27,441 (5) 18,455 18,450 Returns per Ordinary share pence pence pence pence pence pence pence pence pence - Basic and diluted 5 0.76 (10.12) (9.36) 0.40 25.60 36.00 (0.01) 24.04 24.03 The total column of this statement is the Statement of comprehensive income of the Company. All items in the above statement derive from continuing operations. These accounts are unaudited and have not been reviewed by the Company's auditors. These are not the Company's statutory accounts. These accounts have been prepared under International Financial Reporting Standards, and in accordance with the accounting policies applied in the annual report which is available at www.strategicequitycapital.com. Statement of changes in equity for the 6 month period ended 31 December 2011 Share Capital Share premium Special Capital redemption Revenue capital account reserve reserve reserve reserve Total Note £'000 £'000 £'000 £'000 £'000 £'000 £'000 For the 6 month period ended 31 December 2011 1 July 2011 7,001 5,246 54,435 4,117 970 691 72,470 Net return and total comprehensive income for the period - - - (7,091) - 531 (6,560) Dividend paid 4 - - - - - (309) (309) 31 December 2011 7,011 5,246 54,435 (2,974) 970 913 65,601 For the year to 30 June 2011 1 July 2010 7,981 5,246 60,398 (23,014) - 611 51,222 Net return and total comprehensive income for the period - - - 27,131 - 310 27,441 Dividend paid 4 - - - - - (230) (230) Treasury shares cancelled (305) - - - 305 - - Share buy backs (665) - (5,963) - 665 - (5,963) 30 June 2011 7,011 5,246 54,435 4,177 970 691 72,470 For the 6 month period ended 31 December 2010 1 July 2010 7,981 5,246 60,398 (23,014) - 611 51,222 Comprehensive income for the period - - - 18,455 - (5) 18,450 Dividend paid 4 - - - - - (230) (230) 31 December 2010 7,981 5,246 60,398 (4,559) - 376 69,422 These accounts have been prepared under International Financial Reporting Standards, and in accordance with the accounting policies. Balance sheet as at 31 December 2011 As at As at As at 31 December 30 June 31 December 2011 2011 2010 unaudited audited unaudited Note £'000 £'000 £'000 Non-current assets Investments held at fair value through profit or loss 6 63,989 71,336 64,458 Current assets Other receivables 200 217 221 Cash and cash equivalents 1,581 2,324 4,918 1,781 2,541 5,139 Total assets 65,770 73,877 69,597 Current liabilities Other payables 169 1,407 155 169 1,407 155 Total assets less current liabilities 65,601 72,470 69,442 Net assets 65,601 72,470 69,442 Capital and reserves: Share capital 7,011 7,011 7,981 Share premium account 5,246 5,246 5,246 Special reserve 54,435 54,435 60,398 Capital reserve (2,974) 4,117 (4,559) Capital redemption reserve 970 970 - Revenue reserve 913 691 376 Total shareholders' equity 65,601 72,470 69,442 Net asset value per share pence pence pence Basic and diluted 93.55 103.35 90.45 Shares in issue number number number Ordinary shares (excluding shares held in treasury) 70,122,203 70,122,203 76,770,474 These accounts have been prepared under International Financial Reporting Standards and in accordance with the accounting policies. Statement of cash flows for the 6 month period ended 31 December 2011 6 month 6 month period ended Year ended period ended 31 December 30 June 31 December 2011 2011 2010 unaudited audited unaudited Note £'000 £'000 £'000 Operating activities Net return before finance costs and taxation (6,535) 27,491 18,475 Adjustment for losses/(gains) on investments 7,091 (27,131) (18,455) Interest paid (25) (50) (25) Operating cash flows before movements in working capital 531 310 (5) Decrease/(increase) in receivables 24 (39) (26) (Decrease)/increase in payables (826) 22 (27) Purchases of portfolio investments (4,123) (17,367) (7,197) Sales of portfolio investments 3,960 23,451 11,036 Net cash flow from operating activities (434) 6,377 3,781 Financing activities Equity dividend paid 4 (309) (230) (230) Shares brought back in the period - (5,190) - Net cash flow from financing activities (309) (5,420) (230) (Decrease)/increase in cash and cash equivalents for period (743) 957 3,551 Cash and cash equivalents at start of period 2,324 1,367 1,367 Cash and cash equivalents at 31 December 2011 1,581 2,324 4,918 These accounts have been prepared under International Financial Reporting Standards and in accordance with the accounting policies. Notes to the half yearly report for the 6 month period ended 31 December 2011 1.1 Corporate information Strategic Equity Capital plc is a public limited company incorporated and domiciled in the United Kingdom, registered in England and Wales whose shares are publicly traded. The Company is registered as a public limited company and is an investment company as defined by Section 833 of the Companies Act 2006. The Company carries on business as an investment trust within the meaning of Sections 1158/1159 of the Corporation Tax Act 2010. 1.2 Basis of preparation/statement of compliance The condensed interim financial statements of the Company have been prepared in accordance with International Accounting Standard ("IAS") 34, `Interim financial reporting' issued by the International Accounting Standards Board ("IASB") (as adopted by the EU). They do not include all the information required for a full report and financial statements and should be read in conjunction with the report and financial statements of the Company for the year ended 30 June 2011, which have been prepared in accordance with International Financial Reporting Standards ("IFRS") as adopted by the EU. Where presentational guidance set out in the Statement of Recommended Practice ("SORP") for investment trusts issued by the Association of Investment Companies ("AIC") (as revised in 2009) is consistent with the requirements of IFRS the Directors have sought to prepare financial statements on a basis compliant with the recommendations of the SORP. The condensed interim financial statements do not comprise Statutory Accounts within the meaning of Section 434 of the Companies Act 2006. Statutory Accounts for the year ended 30 June 2011 were approved by the Board of Directors on 21 September 2011 and delivered to the Registrar of Companies. The report of the Auditors on those Financial Statements was unqualified, did not contain an emphasis of matter paragraph and did not contain any statement under Section 498 of the Companies Act 2006. Convention The financial statements are presented in Sterling, being the currency of the primary environment in which the Company operates, rounded to the nearest thousand. Segmental reporting The Directors are of the opinion that the Company is engaged in a single segment of business, being investment business. 1.3 Accounting policies The accounting policies, presentation and method of computation used in these condensed financial statements are consistent with those used in the preparation of the financial statements for the year ended 30 June 2011. 1.4 New standards and interpretations not applied Implementation of changes and accounting standards in the financial period, as outlined in the 30 June 2011 Statutory Accounts, had no significant effect on the accounting or reporting of the Company. 2. Income 31 December 2011 30 June 2011 31 December 2010 £'000 £'000 £'000 Income from investments: UK dividend income 897 1,253 550 Liquidity fund income 5 26 13 902 1,279 563 Other income: Underwriting commission - 23 - Other interest income 4 - - 906 1,302 563 Total income comprises: Dividends 897 1,253 563 Interest 9 26 - Underwriting commission - 23 - 906 1,302 563 Income from investments: Listed UK 897 1,253 550 Listed overseas 5 26 13 902 1,279 563 3. Other expenses 6 month period ended 6 month period ended 31 December 2011 Year ended 30 June 2011 31 December 2010 (unaudited) (audited) (unaudited) Revenue Capital Revenue Capital Revenue Capital return return Total return return Total return return Total £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 Secretarial services* 10 - 10 71 - 71 35 - 35 Auditors' remuneration for: audit services 14 - 14 24 - 24 10 - 10 Directors' remuneration 49 - 49 95 - 95 50 - 50 Other expenses 65 - 65 279 - 279 227 - 227 138 - 138 469 - 469 322 - 322 * included within this amount is a receipt of £27,000 (30 June 2010: £Nil; 31 December 2010: £Nil) representing a refund from HMRC of VAT on administration fees. 4. Dividend For the year to 30 June 2011, the Company paid a final dividend of 0.44p (30 June 2010: 0.30p) per Ordinary share on, 70,122,203 shares, amounting to £308,538 (30 June 2010: £230,311). The dividend was paid on 17 November 2011 to shareholders on the register at 21 October 2011. 5. Return per Ordinary share 6 month period ended Year ended 6 month period ended 31 December 2011 30 June 2011 31 December 2010 Revenue Capital Revenue Capital Revenue Capital return return Total return return Total return return Total pence pence pence pence pence pence pence pence pence Return per Ordinary share 0.76 (10.12) (9.36) 0.40 35.60 36.00 (0.01) 24.04 24.03 Returns per Ordinary share are calculated based on 70,122,203 (30 June 2011: 76,214,492 and 31 December 2010: 76,770,474) being the weighted average number of Ordinary shares, excluding shares held in treasury, in issue throughout the period. 6. Investments 31 December 2011 £'000 Investment portfolio summary: Listed investments at fair value through profit or loss 51,215 Unlisted investments at fair value through profit or loss 12,774 63,989 Listed Unlisted 31 December 2011 £'000 £'000 £'000 Analysis of investment portfolio movement Opening book cost 51,368 5,032 56,400 Opening investment holding gains 6,174 8,762 14,936 Opening valuation 57,542 13,794 71,336 Movements in the period: Purchases at cost 3,711 - 3,711 Sales - proceeds (3,843) (124) (3,967) - realised gains on sales 551 104 655 Decrease in unrealised appreciation (6,745) (1,001) (7,746) Closing valuation 51,216 12,773 63,989 Closing book cost 51,787 5,012 56,799 Closing investment holding (losses)/gains (571) 7,761 7,190 51,216 12,773 63,989 Investments in unquoted investment funds are generally held at the valuations provided by the managers of those funds. The valuations for SRF II and Vintage 1 are as at 31 December 2011 and 30 November 2011 respectively. A list of the top ten portfolio holdings by their aggregate market values is given in the Investment manager's report. 31 December 2011 Total £'000 Analysis of capital gains: Gains on sale of investments 655 Movement in investment holding gains (7,746) (7,091) The Company is required to classify fair value measurements using a fair value hierarchy that reflects the subjectivity of the inputs used in measuring the fair value of each asset. The fair value hierarchy has the following levels: - Quoted prices (unadjusted) in active markets for identical assets or liabilities ("level 1"). - Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices) ("level 2"). - Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs) ("level 3"). The level in the fair value hierarchy within which the fair value measurement is categorised is determined on the basis of the lowest level input that is significant to the fair value of the investment. The following table analyses within the fair value hierarchy the Company's financial assets and liabilities (by class) measured at fair value at 31 December 2011. Financial instruments at fair value through profit and loss Level 1 Level 2 Level 3 Total £'000 £'000 £'000 £'000 Equity investments and limited partnership interests 51,216 10,818 1,955 63,989 Liquidity funds - 1,300 - 1,300 Total 51,216 12,118 1,955 65,289 Investments whose values are based on quoted market prices in active markets are classified within level 1, include active listed equities. The Company does not adjust the quoted price for these instruments. Financial instruments that trade in markets that are not considered to be active but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs are classified within level 2. As level 2 investments include positions that are not traded in active markets and/or are subject to transfer restrictions, valuations may be adjusted to reflect illiquidity and/or non-transferability, which are generally based on available market information. Level 3 instruments include private equity, as observable prices are not available for these securities the Company has used valuation techniques to derive the fair value. In respect of unquoted instruments, or where the market for a financial instrument is not active, fair value is established by using recognised valuation methodologies, in accordance with International Private Equity and Venture Capital ("IPEVC") Valuation Guidelines. There were no transfers between levels for the period ended 31 December 2011. The following table presents the movement in level 3 instruments for the period ended 31 December 2011 by class of financial instrument. Equity investments £'000 Opening balance 1,987 Disposals during the period (20) Total gains for the period included in the Statement of comprehensive income (12) Closing balance 1,955 7. Share capital 31 December 2011 Number £'000 Allotted, called up and fully paid Ordinary shares of 10p each: 70,122,203 7,011 8. Own shares held in treasury During the period ended 31 December 2011 no shares were repurchased by the Company. At 31 December 2011 the Company held Nil (30 June 2011: Nil; 31 December 2010: 3,045,500) shares in treasury for a consideration of £Nil (30 June 2011: £Nil; 31 December 2010: £1,884,000). 9. Investment Manager's fee A basic management fee is payable to the Investment Manager at the lower of the annual rate of (i) the annual rate of 1% of the adjusted NAV of the Company or (ii) 1% per annum of the market capitalisation of the Company. In order to avoid double charging of basic management fees payable to the Investment Manager by the Company, the NAV of the Company is reduced by the aggregate of the value of the Company's Limited Partnership Interest in SRF II and the amount of the Company's undrawn loan commitment to SRF II. The basic management fee accrues weekly and is payable quarterly in arrears. Prior to the General Meeting in November 2010, the Management fee had been calculated at 1% of the adjusted Net Asset Value of the Company, adjusted for SRF II as described above. The Investment Manager is also entitled to a performance fee, details of which are set out below. No performance fee has been payable in the period. 10. Investment Manager's performance fee The Investment Manager is entitled to a performance fee on the following terms: - the Company's performance is measured over rolling three year periods ending on 30 June in each year, with the first performance period having commenced on 1 July 2008 and ended on 30 June 2011; - the Company's performance is measured by comparing the NAV total return per share over a performance period against the total return performance of the FTSE SmallCap ex Investment Companies Index, being the index against which the Board has historically compared the Company's investment performance; - if the NAV total return per share (calculated before any accrual for any performance fee to be paid in respect of the relevant performance period) at the end of the relevant performance period exceeds both: (i) the NAV per share at the beginning of the relevant performance period as adjusted by the aggregate amount of (a) the total return on the FTSE SmallCap ex. Investment Companies Index (expressed as a percentage) and (b) 2.0% per annum over the relevant performance period (`Benchmark NAV'); and (ii) the high watermark (which is the highest NAV per share by reference to which a performance fee was previously paid) . Currently the Investment Manager will be entitled to 15% of the excess over the higher of the Benchmark NAV per share and the high watermark. Payment of a performance fee that has been earned will be deferred to the extent that the amount payable exceeds 1.75% per annum of the Company's NAV at the end of the relevant performance period (amounts deferred will be payable when, and to the extent that, following any later performance period(s) with respect to which a performance fee is payable, it is possible to pay the deferred amounts without causing that cap to be exceeded or the relevant NAV total return per share to fall below the relevant Benchmark NAV per share and the relevant high watermark). 11. Taxation The tax charge for the half year is £Nil (30 June 2010: £Nil; 31 December 2010: £Nil) based on an estimated effective tax rate of 0% for the year ended 30 June 2011. The estimated effective tax rate is 0% as investment gains are exempt from tax owing to the Company's status as an Investment Company and there is expected to be an excess of management expenses over taxable income. 12. Capital commitments and contingent liabilities The Company has a commitment to invest €1,560,000 in Vintage 1 and an outstanding commitment of £Nil in SRF II. The manager of Vintage 1 has indicated it is unlikely to make any further net draw downs. 13. Related party transactions The Investment Manager: SVGIM is regarded as a related party of the Company. The Investment Manager may draw upon advice from the Industry Advisory Panel ("IAP") of which Sir Clive Thompson, a Director of the Company, is a member. The IAP was established to provide advice to SVGIM in relation to the strategy, operations and management of potential investee companies. The amounts payable to SVGIM, in respect of management fees, during the period to 31 December 2011 was £212,000 (30 June 2011: £473,000; 31 December 2010: £221,000), of which £101,000 (30 June 2011: £134,000; 31 December 2010: £107,000) was outstanding at 31 December 2011. In June 2009 SVGIM entered into a Commission Sharing Arrangement with four executing brokers. Under this arrangement the amount of commission received by SVGIM in relation to trading activities carried out on behalf of the Company for the period to 31 December 2011 was £2,000 (30 June 2011: £9,000 and 31 December 2010: £5,000) of which £Nil (30 June 2011: £Nil; 31 December 2010: £5,000) was outstanding at 31 December 2011. Directors & advisors J Hodson* Sir Clive M Thompson J E Cornish* M C Phillips* I Dighé* * Independent of the Investment Manager Investment Manager SVG Investment Managers Limited 61 Aldwych London WC2B 4AE Tel: 020 7010 8900 Secretary and registered office Capita Sinclair Henderson Limited trading as Capita Financial Group - Specialist Fund Services Beaufort House 51 New North Road Exeter EX4 4EP Enquiries: 01392 477513 Registrar and transfer office Computershare Investor Services plc The Pavilions Bridgwater Road Bristol BS99 6ZY Tel: 0870 707 1285 Website: www.computershare.com Brokers Canaccord Genuity Limited Cardinal Place, 7th Floor 80 Victoria Street London SW1E 5JL Custodian HSBC Global Services Level 27 8 Canada Square London E14 5HQ Auditors Ernst & Young LLP 1 More London Place London SE1 2AF Solicitors Slaughter and May One Bunhill Row London EC1Y 8YY Stephenson Harwood 1 Finsbury Circus London EC2M 7SH The Half Yearly Financial Report will be posted to shareholders shortly. The Report will also be available for download from the following website: www.strategicequitycapital.com or on request from the Company Secretary. NATIONAL STORAGE MECHANISM A copy of the Half Yearly Financial 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 Ends Neither the contents of the Company's website nor the contents of any website accessible from hyperlinks on the Company's website (or any other website) is incorporated into, or forms part of this announcement.

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