Final Results - Year Ended 31 December 1999

Shires Smaller Companies PLC 22 February 2000 SHIRES SMALLER COMPANIES PLC PRELIMINARY ANNOUNCEMENT Shires Smaller Companies plc aims to provide an overall return greater than that of the FTSE All-Share Index from a portfolio invested principally in high-yielding securities of UK smaller companies. Preliminary Results for the Year Ended 31 December 1999 1999 1998 Net assets attributable to shareholders £47.8m £34.9m Fully diluted net asset value per share 228.7p 166.9p Dividends per share 6.6p 6.4p Total return on net assets for the year was 41.5%, compared with a return of 53.4% on the FTSE SmallCap Index (excluding Investment Companies) and 20.6% on the FTSE 100 Index. The good return in absolute terms was below benchmark because the Company's dividend objective restricts investment in low-yielding equities. The proposed final dividend is 2.25p per share, making a total of 6.6p for the year, an increase of 3.1% on 1998. It is intended to take on additional gearing to raise the yield on net assets while still retaining the Company's growth characteristics, with a view to achieving a lower discount. For further information, please contact:- David Williams, Managing Director, Glasgow Investment Managers 0141 572 2700 Shires Smaller Companies plc Chairman's Statement Introduction Investment in the shares of UK smaller companies provided very good returns in 1999 which more than recovered the shortfall in performance relative to large market capitalisation stocks suffered in 1998. The FTSE SmallCap Index (excluding Investment Companies) returned 53.4% over the year, well ahead of the 20.6% return on the FTSE 100 Index. This simple statement of good performance over the year hides a more complex picture. In the first half of the year the more cyclical stocks, particularly in the Basic Industries, General Industrials and Cyclical Services groups, provided very good returns as interest rates fell and forecasts of aggregate output growth in the UK economy were raised. In the second half of the year, however, when interest rates began to rise again, the performance of cyclical stocks deteriorated and more growth orientated shares, in Services and Information Technology, took up the running. In the last four months of 1999 the smaller companies in the group returned 208.0%. Investment Returns The total return on net assets of Shires Smaller Companies was 41.5%. This good return in absolute terms was below the 53.4% return on the Company's benchmark, the FTSE SmallCap Index (excluding Investment Companies), largely because the Company's dividend objective limits the number of low-yielding equities which may be included in the portfolio. Over the year under review the discount at which the Company's ordinary share price stood to underlying fully diluted net asset value per share rose from 23.3% to 27.4%. As a result the return to an ordinary shareholder, at 35.1%, was lower than the return on net assets. Since 31 December 1999, the Company's year end, the discount has fallen. It stood at 24.4% at 31 January 2000. Earnings and Dividends Net revenue return per share rose by 32.4% to 8.05p from 6.08p last year, due principally to the receipt of special dividends from Helical Bar and Anglian Group. The Directors are proposing a final dividend of 2.25p per ordinary share, which brings total dividends for the year to 6.6p per share, a rise of 3.1% compared with 1998. If approved, the final dividend will be paid on 31 March 2000 to shareholders on the register at close of business on 10 March 2000. Portfolio Profile After the stockmarket setback in the third quarter of 1998 short- term borrowing was raised to finance additional investment in smaller companies' shares, which at that time appeared to represent attractive value, and gearing rose to 34.9% of net assets. In the course of 1999, as share prices rose, the exposures to ordinary shares and convertibles were progressively reduced. Some of the short-term borrowings were repaid and gearing fell to 23.6%. Share Repurchase The authority to buy back the Company's ordinary shares, first granted by shareholders at the Extraordinary General Meeting in March 1998, was renewed at the Annual General Meeting in March 1999. The Company was then advised that in order to repurchase its shares it might need to revoke its investment company status, which could have affected its ability to pay dividends in certain circumstances. Regulations have recently been introduced, however, which allow an investment company to purchase its own shares out of capital profits without loss of investment company status. The Directors now propose to amend the Articles of Association to take advantage of the new regulations. A resolution to achieve this will be proposed at the Annual General Meeting. Once the Articles have been amended, any buying back of shares will be made through capital reserves and it will not be necessary to reduce the share premium account. Investment Policy and Share Price Rating During the first three years of the Company's life its ordinary shares very rarely traded on a greater than 5% discount to fully diluted net asset value per share. Indeed at times they traded on a small premium. Over the last four years, however, the discount has generally ranged from 15% to 20%, until the last quarter of 1999 when it rose again to end the year at 27.4%. The higher discount may be attributed to two main factors: an oversupply of smaller company investment trusts at a time when smaller companies have performed less well than the UK equity market as a whole; and the yield on the Company's shares, while still at a significant premium to UK ordinary shares in general, is now less attractive to those seeking income than the yield available from a number of alternative vehicles. The Board, therefore, intends to take on additional gearing in order to permit the yield on net assets to be raised. As it is the intention that the value of the Company's holding of ordinary shares will continue to exceed the value of its net assets, the Directors believe that this is compatible with retaining the growth characteristics of the Company. The Directors also believe that the higher yield will result in a significant reduction in the discount. Continuation Vote As required by the Company's Articles of Association, at the forthcoming Annual General Meeting an ordinary resolution will be proposed that the Company should continue as an investment trust for a further five year period. The Board believes that continuation is in the best interests of all shareholders because the record under the investment strategy which has been followed to date demonstrates the Company's ability to combine provision of a high dividend yield with growth of both income and capital to achieve a competitive total return from investment in higher-yielding UK smaller companies. The Directors, therefore, recommend shareholders to vote in favour of the resolution, as they intend to do in respect of their own beneficial shareholdings. Outlook Stocking up and celebratory spending before and over the Millennium appears to have contributed to the recent acceleration in UK economic activity. With interest rates rising and some post-Millennium slowdown expected, it seems likely that the more optimistic forecasts of output growth this year may not be met. If as a result inflationary pressures prove weaker than currently anticipated, interest rates may peak sooner and at lower levels than currently discounted in the money markets, a development which should presage further progress for the UK equity market. Annual Report and Annual General Meeting The Annual Report will be mailed to shareholders on 22 February 2000. Copies may be obtained from the managers, Glasgow Investment Managers Limited, Sutherland House, 149 St Vincent Street, Glasgow G2 5DR after that date. The Annual General Meeting will be held at Trinity House, Tower Hill, London EC3N 4DH on Friday 24 March 2000 at 12 noon. J Stubbs Chairman SHIRES SMALLER COMPANIES PLC Statement of Total Return (incorporating the Revenue Account) for the year ended 31 December 1999 1999 1998 (restated) (see note 3) Revenue Capital Total Revenue Capital Total £000 £000 £000 £000 £000 £000 Gains/(Losses)on investments - 13,948 13,948 - (1,518) (1,518) Cancellation of warrants (227) (227) (3) (3) Income 2,491 - 2,491 2,113 - 2,113 Investment management fee 216 216 432 211 211 422 Other administrative expenses 179 - 179 201 - 201 NET RETURN BEFORE FINANCE COSTS AND TAXATION 2,096 13,505 15,601 1,701 (1,732) (31) Finance costs of 514 514 1,028 511 511 1,022 borrowings _____ _____ ______ ______ _____ _____ RETURN ON ORDINARY ACTIVITIES BEFORE TAXATION 1,582 12,991 14,573 1,190 (2,243) (1,053) Taxation - - - 2 - 2 _____ _____ _____ _____ _____ _____ RETURN ON ORDINARY ACTIVITIES AFTER TAXATION FOR THE FINANCIAL YEAR 1,582 12,991 14,573 1,192 (2,243) (1,051) Dividends on 1,297 - 1,297 1,255 - 1,255 equity shares _____ _____ _____ _____ _____ _____ TRANSFER TO/(FROM) RESERVES 285 12,991 13,276 (63) (2,243) (2,306) Return per share - undiluted 8.05p 66.12p 74.17p 6.08p (11.45)p (5.37)p - fully diluted 7.67p 62.98p 70.65p 5.72p (10.77)p (5.05)p Dividends per share 6.60p 6.40p SHIRES SMALLER COMPANIES PLC Distribution of Assets Valuation at Valuation at 31 December 1998 Movements during the year 31 December 1999 Appreciation/ Purchases Sales (Depreciation) £000 % £000 £000 £000 £000 % Ordinary shares 41,371 118.7 14,376 15,800 14,520 54,467 113.9 Convertibles 5,666 16.2 - 445 (572) 4,649 9.7 _____ ____ _____ _____ ____ _________ 47,037 134.9 14,376 16,245 13,948 59,116 123.6 Net current liabilities (2,209) (6.3) (1,333) (2.8) _____ ____ ______ ______ TOTAL ASSETS (less current liabilities) 44,828 128.6 57,783 120.8 Long term loan (9,962) (28.6) (9,968) (20.8) _____ ____ ________ ____ NET ASSETS 34,866 100.0 47,815 100.0 Net asset value per share - undiluted 177.5p 243.3p - fully diluted 166.9p 228.7p Notes 1. All revenue and capital items in the above statement derive from continuing operations. No operations were acquired or discontinued in the year. 2. The financial information set out above does not constitute the Company's statutory accounts for the years ended 31 December 1998 and 1999 but is derived from those accounts. Statutory accounts for 1998 have been delivered to the Register of Companies, and those for 1999 will be delivered following the Company's annual general meeting. The auditors have reported on those accounts; their reports were unqualified and did not contain statements under section 237(2) or (3) of the Companies Act 1985. 3. Dividends are credited to revenue on the date when the investment is first quoted ex-dividend at the amount receivable without any attributable tax credit. This is a change in accounting policy to comply with Financial Reporting Standard 16 'Current Tax' which has replaced Statement of Standard Accounting Practice 8. Under the latter Standard, dividends (other than foreign income dividends) were recognised inclusive of an attributable tax credit which also formed part of the tax charge. There is no overall impact on return after tax and shareholders' funds.
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