Final Results

ABERFORTH GEARED CAPITAL & INCOME TRUST plc Audited Final Results for the year to 31 December 2009 The following is an extract from the Company's Annual Report and Accounts for the year to 31 December 2009. The Annual Report is expected to be posted to shareholders on 30 January 2010. Members of the public may obtain copies from Aberforth Partners LLP, 14 Melville Street, Edinburgh EH3 7NS or from its website at www.aberforth.co.uk. The Annual Report and Accounts will shortly be available for inspection at the FSA's document viewing facility at 25 The North Colonnade, Canary Wharf, London E14 5HS. KEY FEATURES Total Assets Total Return +39.4% Net Asset Value of Capital Shares (1) +228.0% Second Interim Dividend per Income Share 6.7p (unchanged) Total Dividend per Income Share 12.6p (unchanged) (1)Capital Shares asset performance assumes Income Shares have a capital entitlement of 100p each. The investment objective of Aberforth Geared Capital & Income Trust plc is to provide Income Shareholders with a high level of income payable half yearly with the potential for income growth and to provide Capital Shareholders with geared capital growth. All data throughout this Annual Report is to, or as at, 31 December 2009 as applicable, unless otherwise stated. CHAIRMAN'S STATEMENT TO SHAREHOLDERS INTRODUCTION Aberforth Geared Capital & Income Trust (AGCiT) recorded a total return on total assets of 39.4% during 2009. Over the same period the index that represents AGCiT's chosen asset class, the RBS Hoare Govett Smaller Companies Index (Excluding Investment Companies) (HGSC (XIC)), recorded a total return of 60.7%. The FTSE All-Share Index, representative of larger companies, showed a total return of 30.1%. AGCiT's borrowings consist of a long term facility of £34.3m that expires on 31 December 2011. A supplementary overdraft facility of £4m negotiated in 2004 expired on 31 May 2009 and was not renewed. Following detailed discussion and consideration during the first quarter of 2009, your Board and Managers resolved to maintain AGCiT's level of borrowings towards the upper limit of the available facility for the foreseeable future. This has proven to be beneficial to the Company's asset performance given the significant rise in the equity market described above. The Net Asset Value of a Capital Share (assuming 100p prior charge for the Income Share) rose from 91.9p on 31 December 2008 to 301.5p on 31 December 2009 - an increase of 228.0%. INTEREST RATE SWAP AGCiT has an interest rate swap that was put in place immediately following the formation of the Company, as described in the Company's prospectus. The purpose of the swap was to remove volatility in the interest cost and thus create greater certainty as to the Company's net income and dividend payments. The swap matures on 30 September 2011. At 31 December 2009 the swap had a liability value of £1,991,000. The liability value is due to the low level of the prevailing interest rates compared with the rate at which the swap was agreed. The movement in the prevailing value of the swap has either been credited to or charged against the Capital of the Company throughout its life. Currently the liability value is equivalent to -19.0p per Capital Share. It has always been the intention to allow this swap arrangement to run until its maturity at which point it will have a zero value. The maturity date of the swap is three months ahead of the scheduled wind up date of the Company. DIVIDENDS The Directors have approved an unchanged second interim dividend of 6.7p per Income Share. When taken together with the first interim dividend of 5.9p, the total dividend declared for the year is 12.6p, the same level as was paid with respect to 2008. Earnings per Income Share for 2009 were 11.4p and therefore £294,000 (1.2p per Income Share) has been drawn from revenue reserves in order to maintain the dividend. Following this payment the retained revenue reserves will be £1,166,000, equivalent to 4.75p per Income Share. The second interim dividend will be paid on 26 February 2010 to Income Shareholders on the register at the close of business on 5 February 2010. The ex-dividend date will be 3 February 2010. PERFORMANCE The difference between the 60.7% total return of the HGSC (XIC) and the 39.4% total return on AGCiT's total assets is disappointing but a number of comments should be noted in relation to the 2009 relative performance. The return of the HGSC (XIC), and in particular its significant rise since March 2009, was dominated by a small group of higher risk equities whose common characteristics include, weak balance sheets owing to high borrowings and the consequent likely requirement to raise equity finance, pension fund deficits, and an inability to pay dividends to Shareholders. Throughout its life AGCiT has eschewed investing in highly leveraged companies principally because AGCiT's own balance sheet has been consistently highly leveraged and it was considered inappropriate to double the exposure to financial leverage. The lack of dividend payments by a significant proportion of the higher risk companies that led the market for much of the year rendered them inappropriate investments for AGCiT. AGCiT's underlying dividend income declined by an estimated 15% in 2009 - significantly less than the income reduction experienced by the opportunity base. The sustained use of AGCiT's borrowing facilities during 2009 enhanced returns for Capital Shareholders in a rising equity market. The use of leverage also enhances income for the Income Shareholders on an ongoing basis. Consequently, while in 2009 the relative performance of the assets has been poor, the absolute return, assisted by the consistent use of leverage, has been satisfactory. Further and more detailed comments on the performance of the HGSC (XIC) and the portfolio during 2009 are to be found in the Managers' report. OUTLOOK I am pleased to be able to report returns that are much more satisfactory than those for 2008 and 2007. There remains some uncertainty, particularly in the UK, as to the continued path of economic and financial recovery. Share prices of companies in the opportunity base have recovered significantly since March 2009 as the visibility of economic recovery became clearer. Despite this recovery, your Managers can still identify attractive opportunities at prevailing stock market valuations. In view of this, it is the intention to maintain the gearing at or close to its current near maximum level for the foreseeable future. This is a position that your Board and Managers keep under constant review particularly as the Company enters the penultimate year of its planned life. Alastair C Dempster Chairman 25 January 2010 MANAGERS' REPORT PERFORMANCE The HGSC (XIC)'s total return of 60.7% makes 2009 its best year of absolute performance in both AGCiT's eight year history and Aberforth Partners' nineteen year history. AGCiT's total asset total return of 39.4% was some way behind. However, in absolute terms this ranks as AGCiT's best ever year, which is important in view of the capital structure and makes a pleasant change from the declines of 2008. Large companies meanwhile performed less well, though the 30.1% total return from the FTSE All-Share stands out in its own historical context. The following paragraphs explain the strong performance of the HGSC (XIC) in 2009 before moving on to address the relatively weak returns from AGCiT. SMALL COMPANIES The HGSC (XIC)'s rise in 2009 has to be viewed against the background of the substantial decline of 40.8% in 2008: over the two year period the total return from the index has been -4.9%. Entering 2009, the market was confronted by a recession that was exacerbated by an unprecedented credit crunch - descent into depression was a widespread concern. Risk aversion, reflected in equity valuations and stretched credit market spreads, was at extreme levels in the wake of Lehman's collapse. Governments and central banks were in the middle of unleashing substantial fiscal and monetary stimuli, which went on to enter the uncharted territory of quantitative easing. The climate of uncertainty persisted for much of the first quarter and was reflected in company results that were characterised by deep cost cutting and sharp reductions in dividends. However, in mid March, small company share prices hit their lows for the year, from which they went on to bounce by 73%. This recovery has been based on improving fundamentals. The global economy has bottomed and subsequently started to pick up. A majority of major economies have now exited recession, with the UK as yet a notable exception. As the year progressed, businesses saw destocking come to an end and the start of tentative restocking in the latter part of the year. Sustainable demand levels remain unclear, but the combination of restocking and sharply reduced cost bases promises a period of good profits growth moving into 2010. At the same time, the extreme risk aversion of 2008 has eased. Important in this regard have been the conventional and unconventional activities of central banks to influence the cost of borrowing. Notwithstanding the banks' focus on repairing their own balance sheets, this has filtered through financial markets, bringing many spreads in the credit markets back to levels that prevailed prior to the failure of Lehman. Waning risk aversion has also been evident in equity markets, which have been led upwards by smaller companies and emerging markets, traditionally considered to be at the riskier end of equity investment. Though more powerful, the risk rally of 2009 is thus reminiscent of 2003, when the markets bounced strongly on recovery from the US's mini-recession at the start of the decade. A catalyst for this rediscovered appetite for risk was the preparedness of equity investors to finance the substantial volume of rights issues and placings from highly geared companies. Within the small company universe, this flood of re-equitisation started at the end of January, when valuations were at levels that suggested many UK businesses could go under. While the banks often retain rather too much influence, the removal of the risk of imminent failure added longevity to the equity of these geared companies and justified a re-rating from what were extremely low valuations of historical earnings. Indeed, the historically low valuations that characterised the small cap universe are perhaps the most important way to understand the strong rally. The HGSC (XIC) came into 2009 valued on a historical PE of 6.4x and a yield of 5.9%, on both measures the cheapest over AGCiT's history. Clearly, a proportion of this apparent cheapness was justified by the sharp drops in earnings and dividends that companies went on to report as the year progressed: the lowest historical PEs were certainly to be found among those companies that were characterised by the unpleasant cocktail of falling profits, high debts and pension fund deficits. However, with the benefit of hindsight, it is clear that these low valuations were overplaying the risk of descent into depression. The subsequent stabilisation and even improvement in economic and credit conditions have therefore provided the basis of a powerful re-rating that took the historical PE up to 11.2x by the end of the year. AGCiT'S RELATIVE PERFORMANCE An understanding of the mechanics of the HGSC (XIC) is a useful starting place for an explanation of AGCiT's relative under performance. The HGSC (XIC) comprises those companies that make up the bottom 10% of the market capitalisation of the total UK market, excluding AIM. At the end of 2009, this definition drove a ceiling of £1.188bn: in other words, any company with a market capitalisation of £1.188bn or less at 31 December 2009 is a member of the HGSC (XIC) in 2010. The index is rebalanced just once a year, on 1 January. Ordinarily, this rebalancing exercise is rather low key, with turnover of perhaps half a dozen companies. In 2009 it was not ordinary: 40 companies were relegated to the rebalanced HGSC (XIC). As described in the interim report, these companies represented a quarter of the index at the start of the year and together enjoyed a total return of 80% in 2009. However, the typical `fallen star' exemplified those characteristics that were shunned in 2008: high debts, falling profits, significant pension deficits and reduced dividends. So, in aggregate, the share prices of this group of 40 companies fell by almost two thirds in 2008, which was, of course, what cut them down to a size that meant inclusion in 2009's HGSC (XIC). Your managers simulate a rebalanced HGSC (XIC) through the year, so it was not the case that they were suddenly overwhelmed on 1 January by the surprise inclusion of 40 new companies: the analytical work on these businesses was conducted through the second half of 2008. Rather, the relevance of the `fallen stars' to AGCiT's relative performance are their typical characteristics previously described: with equity capital encumbered by substantial debts and pension deficits, this was a riskier than average group of companies. In contrast, the portfolio came into 2009 with a defensive orientation: the two strong themes detailed in last year's annual report were those of robust balance sheets and `being paid to wait' by a sustainable dividend yield through a downturn of uncertain duration. While each proved advantageous in 2008, neither helped in 2009: the more rewarding strategy would have been to pursue those companies that combined cut dividends and high levels of debt. Thus, your managers were too risk averse for the investment climate that developed through 2009. Performance Attribution Analysis For the year ended 31 December 2009 Basis Points Stock Selection (1,731) Sector Selection (419) ------ Attributable to the portfolio of investments (mid-basis) (2,150) Impact of mid-price to bid-price 71 Gearing/cash 20,855 Management fee (427) Interest cost (1,456) Movement in swap valuation 124 Other expenses (295) ------ Total Attribution 16,722 ------ Note: 100 basis points = 1%. Total Attribution is the difference between the total return performance of the Capital Share net asset value and the HGSC (XIC) (i.e. Capital Share net asset value = 227.95%; HGSC (XIC) = 60.73%; difference is 167.22% being 16,722 basis points). The short duration of the downturn and the speed of return to the investment behaviours that prevailed prior to the credit crunch have been startling. · During the UK's last recession, in the early 1990s, small company earnings fell for three consecutive years. In the present downturn, if analysts are correct, the period of earnings contraction may be confined to just 18 months, despite the accompanying credit crunch. This itself would be a remarkable outturn. However, extrapolating from this, the equity valuations of a number of cyclical businesses are already discounting a rapid return to previous peak levels of profitability. This seems improbable in view of the structural challenges, principally significant levels of debt, faced by many economies. · The equity issues that have resuscitated a number of distressed small company equities, including a large portion of the `fallen stars', have not necessarily provided a long term cure. The banks and pension fund trustees frequently remain very influential, though this influence on the value due to equity holders might not become manifest until the debt facility next comes up for renewal or until the outcome of the next triennial pension review is revealed. · The investment strategies that were popular up into the first half of 2008 but that suffered in the second half of that year have returned to favour more quickly than expected. In particular, commodities have enjoyed a strong revival, as have businesses exposed to China's secular growth story. There is evidence that these may be benefiting from a return of carry trade activity, i.e. borrowing in currencies with low interest rates such as the dollar and investing in riskier, higher-yielding assets. This plays to concerns that an element of the monetary authorities' largesse is being diverted directly into asset markets rather than being passed on through the banking system. General caution about the speed, rather than the reality, of recovery is therefore an important factor in understanding AGCiT's relative performance. This is reflected in the table above, which shows negative contributions from both stock and sector selection: your managers' risk aversion limited the amount of capital exposed to those stocks, and indeed sectors, where highly geared balance sheets were a feature. Below this over-arching theme, there were other influences at work that provide more colour on the relative performance. · The portfolio contained many stocks that performed well in 2009. At the end of the year, there were 61 holdings but, over the course of the twelve months, positions were taken in 83 companies. Of those, 18 out-performed, out of which eight more than doubled. However, of the doublers, none sat within the top ten holdings at the start of the year. This in part reflects the speed with which the market's mood changed in the first quarter in 2009. But it is also clear that relative performance could have been enhanced by better capital allocation: attractively valued businesses were identified but could have been pushed further up the portfolio. On the other hand, any stock that suffered an absolute fall in price had a significant impact on relative returns against the 60.7% rise of the HGSC (XIC). Three holdings combined sharp share price declines with top ten positions within the portfolio at the start of the year. These three thus had a substantial impact on returns. · Half of the negative impact from Sector Selection can be accounted for by Nonlife Insurance. The portfolio was over-weight in Nonlife Insurance, with three holdings at the start of the year. The sector had performed very well in 2008, actually managing to rise by 15%. However, what were considered positive attributes in 2008 - high sustainable dividend yields, low price to book valuations and little exposure to the general economic cycle - came to be perceived as handicaps in 2009 as the market rediscovered its appetite for risk. The sector therefore under-performed by a wide margin in 2009, with a return of -7%. This has left its constituents offering some of the most attractive valuations within the HGSC (XIC), which argues for maintaining a meaningful exposure to the sector in expectation of another change in the stockmarket's sentiment. · Prior to the onset of the credit crunch and recession, the UK stockmarket benefited from the phenomenon of de-equitisation: the stock of quoted equity capital shrank between 2003 and 2007 as new issuance was out-weighed by share buybacks, dividends and takeover activity boosted by the highly leveraged techniques of private equity. This provided technical support to equity valuations, particularly in the small company universe. However, de- equitisation went into reverse in 2008 as the banks started their rights issues. This new trend of re-equitisation continued in 2009, with small companies contributing to substantial equity issuance: almost a fifth of the HGSC (XIC)'s constituents issued new equity that was equivalent to at least a tenth of their outstanding equity capital at the start of the year. As already described, the willingness of shareholders to support these funding exercises made an important contribution to the ensuing rally in share prices. The discounts of the placing price to the prevailing market were typically wide and, from the portfolio's point of view, could provide good opportunities to establish a holding, as long as the new equity provided sufficient comfort against remaining debt covenants. In all, the portfolio participated in nine equity issues. While equity issuance exploded, M&A activity dropped sharply, running at around one third of its average over the past ten years. This reflected caution in the face of recession on the part of company boards and the difficulty in securing debt funding as banks sought to repair their balance sheets. Reflecting your managers' value investment philosophy, the portfolio has historically benefited disproportionately from M&A and indeed had holdings in three of the 14 companies in the HGSC (XIC) that were acquired in 2009. A return to normal levels of activity in 2010 would be beneficial. There are numerous indications that this might be the case, with corporate transactions already picking up in the US and with UK assets, by virtue of lower valuations and the weakness of sterling, looking vulnerable. · In terms of dividends, the portfolio out-performed the HGSC (XIC). As noted in the interim report, the current recession has been considerably worse for dividends than was the previous downturn. At work have been not only the understandable pressures of recession and troubled lenders, but also the frustrating influences of fashion and weak advice. Large companies, whose dividends in aggregate escaped unscathed from the recession of the early 1990s, have seen a decline of roughly 20% in the present downturn, substantially reflecting the problems of the banking sector. The experience for small companies is also worse: the drop of 35-40% over the last 18 months compares with a fall of 20-25%, spread over a three year period, in the early 1990s. Moving into 2010, one third of the HGSC (XIC) had no dividend yield. Given its capital structure and consequent focus on income, AGCiT avoided the worst of these dividend declines but nevertheless saw its income decline by over 15% in 2009. With the HGSC (XIC)'s dividends having fallen further, the portfolio's historical yield relative to that of the HGSC (XIC) moved up steadily to end the year at a 55% premium. Since this movement was substantially influenced by the widespread dividend cuts outwith the portfolio, your managers do not believe that it indicates a deterioration in quality within the portfolio. Indeed, the implied dividend cover of the portfolio is, at 2.9x, at its highest ever level. Moreover, the income profile is not dependent on very high yielding stocks whose prospects of dividend growth might be considered to be limited, with 82% of the portfolio invested in companies yielding less than 5%. LOOKING FORWARD From a macro economic perspective, it is difficult to muster a lot of optimism at the current time about the world's developed economies. Policymakers have thus far done a good job in staving off the risk of the recession spiralling into depression. However, the measures required to achieve this have essentially been an exercise in moving lumps of debt from the private to the public sector. The burden of structurally high levels of debt therefore persists and this has to be worked down over time. It is reasonable to expect this to place a limit on economic growth over the medium term. This is particularly relevant to the UK, where the next government will have to embrace public spending cuts and where the savings rate among consumers is heading upwards. With interest rates and government bond yields at their present low levels, financing high public borrowing is not too demanding. However, there are threats. Government bond yields have been held down for the time being by purchases by central banks and, as the year drew to a close, the gilt market weakened as fears built about the UK's fiscal position. Moreover, scope for monetary policy error lingers. Thus far, rhetoric from the central banks is hinting at a bias to keeping rates `lower for longer' in order to reduce the perceived risk of mistakes made in the 1930s depression. This, however, has reignited concerns about resurgent inflationary pressure and focused attention on exit strategies from the current phase of loose monetary policy. Peering into 2010, it is safe to state that the financial markets' focus of concerns will continue to oscillate between inflation and deflation. But there are offsetting factors, principally the increasing contribution to global economic growth of emerging markets and the relative health of the corporate sector. Recoveries from recession over the past couple of decades have typically been led by the US consumer, who has responded in Pavlovian fashion to interest rate reductions. However, with the US consumer at last in retrenchment mode and the current account deficit narrowing, the present recovery has been substantially powered by China and other emerging markets. And within China, the incremental growth has come not from the export sector, which is in any case highly dependent on the US consumer, but on internally generated demand. It would no doubt be better if this demand originated from the private sector rather than from the state, but the key issue is the fact of an alternative and autonomous source of growth that eases the process of adjustment within developed economies. Meanwhile, in the wake of recession and credit crunch, the corporate sector in both the UK and US is in surprisingly good shape. Contributing to this have been the substantial equity issuance seen through 2009, reduced capital expenditure budgets, and the rapidity with which management teams reacted to the downturn with cost reductions. The strain has been taken by labour, with unemployment rates rising to multi year highs in several economies. While this dynamic curbs the enthusiasm of consumers to spend, it is consistent with a recovery that might be led initially by profits and then by capital expenditure. With ample spare capacity, such a scenario might also offer some comfort regarding inflation. This relative strength of the corporate sector is evident in the substantial opportunity base that is the HGSC (XIC), where trading conditions for many businesses have stabilised and, boosted by tentative restocking, are starting to pick up. This improvement is reflected in the strong returns from small companies in 2009 and, as the table below demonstrates, has precipitated a substantial re-rating: historical PEs moved from 6.4x to 11.2x over the course of the year. 31 December 2009 31 December 2008 Characteristics AGCiT HGSC(XIC) AGCiT HGSC(XIC) Number of Companies 61 448 67 495 Weighted Average Market £347m £619m £249m £442m Capitalisation Price Earnings Ratio 8.4x 11.2x 6.4x 6.4x (Historic) Net Dividend Yield 4.2% 2.7% 6.1% 5.9% (Historic) Dividend Cover (Historic) 2.9x 3.3x 2.6x 2.6x Despite this re-rating, small companies remain at the cheap end of their valuation range over Aberforth's history. The average historical PE over the past 19 years has been 14x and, in the recovery phase of the recession in the early 1990s, it moved up to 18x. While the structural issues besetting the UK economy may prevent a return to this level of valuation, there would nevertheless appear to be good scope for further re-rating on the assumption that the recovery is sustained. Valuations within AGCiT's portfolio are lower. The historical PE moved up through 2009, from 6.4x to 8.4x, but not as sharply as that of the HGSC (XIC), reflecting the lower return and also a more resilient earnings performance from the portfolio. On both an absolute and relative basis, the portfolio is offering what is approaching its best value over AGCiT's history. Crucially, in your managers' opinion, this has not been facilitated by a sacrifice of quality. The portfolio retains its bias to companies with strong balance sheets, with over a third invested in businesses with net cash. Such financial strength affords these companies flexibility to invest, which might reasonably prove a competitive advantage at a time when banks still appear reluctant to lend to indebted businesses. The income profile of the portfolio might offer additional comfort, with the average dividend yield of 4.2% never better covered by earnings and significantly higher than that of the HGSC (XIC). While not being complacent about the challenges facing the domestic and global economies, the availability of well financed and attractively valued businesses, such as those that make up the portfolio, argues strongly for AGCiT to maintain its level of borrowing towards the upper limit of its available facility. This would be subject to change when absolute valuations move closer to more appropriate levels. In the meantime, your managers believe that the closure of these value gaps, in a portfolio of stocks with robust income characteristics, should put AGCiT in a good position to meet the requirements of both its Income and Capital Shareholders. Aberforth Partners LLP Managers 25 January 2010 DIRECTORS' RESPONSIBILITY STATEMENT DECLARATION Each of the Directors confirm to the best of their knowledge that: (a)the financial statements, which have been prepared in accordance with applicable accounting standards, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company; and (b)the Annual Report includes a fair review of the development and performance of the business and the position of the Company, together with a description of the principal risks and uncertainties that it faces. A summary of the principal risks are set out below. On behalf of the Board Alastair C Dempster Chairman 25 January 2010 PRINCIPAL RISKS AND RISK MANAGEMENT The Company's financial instruments comprise its investment portfolio, cash balances, borrowing facility, interest rate swap, Income Shares, debtors and creditors that arise directly from its operations such as sales and purchases awaiting settlement and accrued income. The Directors have established an ongoing process for identifying, evaluating and managing the key risks faced by the Company. This process was in operation during the year and continues in place up to the date of this report. As the Company's investments consist of small UK quoted companies, the principal risks facing the Company are market related and an explanation of these risks and how they are managed is set out below. The main risks that the Company faces from its financial instruments are: (i) interest rate risk, being the risk that the interest receivable/payable and the market value of investment holdings may fluctuate because of changes in market interest rates; (ii) liquidity risk is the risk that the Company will encounter difficulty raising funds to meet its cash commitments as they fall due. Liquidity risk may result from either the inability to sell financial instruments quickly at their fair values or from the inability to generate cash inflows as required; (iii) credit risk is the risk that a counterparty to a financial instrument will fail to discharge an obligation or commitment that it has entered into with the Company; and (iv) market price risk, being the risk that the market value of investment holdings will fluctuate as a result of changes in market prices caused by factors other than interest rate or currency rate movement. The Company's financial instruments are all denominated in sterling and therefore the Company is not directly exposed to any significant currency risk. However, it is recognised that most investee companies, whilst listed in the UK, will be exposed to global economic conditions and currency fluctuations. (i) Interest rate risk The Company has long term borrowing facility amounting to £34.3m with the Bank of Scotland which it utilises on a regular and consistent basis. Interest rate fluctuations on £30m of long term borrowings are managed through an interest rate swap agreement with Bank of Scotland which produces an effective total fixed interest rate of 6.47%. Borrowings in excess of £30m are not covered by an interest rate swap agreement and are exposed to fluctuations in UK market interest rates. If LIBOR and bank base rate had increased by 1% the impact on profit or loss and therefore Shareholders' equity would have been negative £29,500 (2008: negative £19,000). If LIBOR and bank base rate had decreased by 0.5% the impact on profit or loss and therefore Shareholders' equity would have been positive £14,750 (2008: positive £9,500). The Company has no exposure to movements in LIBOR in respect of the £30 million referred to above, as it has been matched with a swap transaction. The calculations are based on the drawn down loan facility as at the respective Balance Sheet dates which may not be representative of the actual drawn down loan facility during the year. When the Company decides to hold cash balances, all balances are held on variable rate bank accounts yielding rates of interest linked to bank base rate, which as at 31 December 2009 was 0.5% (2008: 2%). The Company's policy is to hold cash in variable rate bank accounts and not usually to invest in fixed rate securities. The Company's investment portfolio is not directly exposed to interest rate risk. (ii) Liquidity risk The Company's assets comprise mainly readily realisable equity securities which, if necessary, can be sold to meet any funding requirements though short term funding flexibility can typically be achieved through the use of the bank debt facility. The Company's current liabilities all have a remaining contractual maturity of less than three months with the exception of the Bank of Scotland long-term facility. (iii) Credit risk The Company invests in UK equities traded on the London Stock Exchange and investment transactions are carried out with a large number of FSA regulated brokers with trades typically undertaken on a delivery versus payment basis. Cash at bank is held with reputable banks with acceptable external credit ratings. The investment portfolio assets of the Company are held by The Northern Trust Company, the Company's custodian, in a segregated account. In the event of the bankruptcy or insolvency of Northern Trust the Company's rights with respect to the securities held by the custodian may be delayed or limited. The Board monitors the Company's risk by reviewing Northern Trust's internal control report. (iv) Market price risk The Company's investment portfolio is exposed to market price fluctuations which are monitored by the investment managers in pursuance of the investment objective. Further information on the investment portfolio is set out in the Managers' Report. No derivative or hedging instruments are utilised to specifically manage market price risk. If the investment portfolio valuation fell by 20% at 31 December 2009 the impact on profit or loss and therefore Shareholders' equity would have been negative £18.7m (2008: negative £14.2m). If the investment portfolio valuation rose by 20% at 31 December 2009 the impact on profit or loss and therefore Shareholders' equity would have been positive £18.7m (2008: positive £14.2m). The calculations are based on the portfolio valuation as at the respective Balance Sheet dates and are not representative of the year as a whole. The fair value of the financial instruments held as at 31 December 2009 approximately equates to the book value. The fair value of the Income Shares is based on the quoted market price of 114.25p whilst the book value reflects the projected final capital entitlement of 100p per Income Share. The fair value of the interest swap is based on the 1.75 year (2008: 2.75 year) bid swap rate supplied by the Bank of Scotland. The investment portfolio consists of listed investments valued at their bid prices, which represents their fair value. The Company is a split capital investment trust. In the Directors' opinion the Income Shares and Capital Shares are in aggregate the true equity of the Company although the Income Shares must be disclosed as a "financial liability" due to the existence of a contractual obligation on the Company to repay to Income Shareholders upon liquidation, a pre-determined amount. Additional risks faced by the Company, together with the approach taken by the Board towards them, have been summarised as follows: (i) Investment objective - is to provide Income Shareholders with a high level of income payable half yearly with the potential for income growth and to provide Capital Shareholders with geared capital growth. The performance of the investment portfolio may in short periods not achieve this objective. However, the Board's aim is to achieve the investment objective whilst managing risk by ensuring the investment portfolio is managed appropriately within the longer term horizon. (ii) Investment policy - a risk facing the Company is inappropriate sector and stock selection leading to a failure in achieving the investment objective. The Managers have a clearly defined investment philosophy and manage a diversified portfolio, investing only in shares of companies that are considered capable of meeting the Company's objective. Furthermore, performance against the index of the Investment Universe and the peer group is regularly monitored by the Board. The Company may also be affected by events or developments in the economic environment generally, for example, inflation or deflation, recession and movements in interest rates. (iii) Share price volatility - the Capital Shares can trade at a discount or premium to their underlying net asset value. The highly geared nature of the Company makes the share price of the Capital Shares more volatile than other less highly geared Investment Trusts. The Directors have decided a share buy-in policy is not appropriate for the Company after taking into account factors such as the planned wind-up date of the Company and the anticipated natural dissipation of the Capital Share discount prior to the planned wind-up date. (iv) Regulatory risk - breach of regulatory rules could lead to suspension of the Company's share price listing, financial penalties or a qualified audit report. Breach of Section 842 could lead to the Company being subject to capital gains tax. The Board receives quarterly compliance reports from the Secretaries to monitor compliance with regulations. (v) Operational/Financial risk - failure of the Managers' accounting systems or those of other third party service providers could lead to an inability to provide accurate reporting and monitoring, or potentially lead to the misappropriation of assets. The Board reviews regular reports on the internal controls of the Managers and other key third party providers. (vi) Gearing risk - the Board believes that the Company has a relatively high- risk profile in the context of the investment trust industry. This belief arises from the Company employing a significant level of gearing to increase its yield and to provide the potential for a growing level of dividend income and the potential for geared capital appreciation. The Board intends that the Company remain geared throughout its life. Some mitigating factors in the Company's risk profile include the facts that the Company: · has a relatively simple capital structure; · invests only in a diversified portfolio of small UK quoted companies; and · outsources all of its main operational activities to recognised, well- established firms. Investment in small companies is generally perceived to carry more risk than investment in large companies. While this is reasonable when comparing individual companies, it is much less so when comparing the volatility of returns from diversified portfolios of small and large companies. The Board believes that the Company's portfolio is diversified. In addition, since returns from small and large companies are not perfectly correlated, there is an opportunity for investors to reduce overall risk by holding portfolios of both small and large companies together. In summary, the Board regularly considers risks associated with the Company, the measures in place to monitor them and the possibility of any other risks that may arise. INVESTMENT PORTFOLIO Thirty Largest Investments as at 31 December 2009 Valuation % of No. Company £'000 Total Business Activity 1 Greggs 3,753 4.0 Retailer of sandwiches, savouries and other bakery products 2 Domino Printing 3,452 3.7 Manufacture of industrial printing equipment 3 Spirax-Sarco 3,331 3.6 Engineering Engineering 4 Dunelm Group 3,306 3.5 Homewares retailer 5 Robert Wiseman 3,006 3.2 Processing and distribution of Dairies milk 6 RPC Group 2,994 3.2 Manufacture of rigid plastic packaging 7 Brown (N.)Group 2,942 3.1 Home shopping catalogue retailer 8 JD Sports Fashion 2,805 3.0 Retailer of sports and leisurewear 9 Delta 2,676 2.9 Galvanising, manganese products and industrial supplies 10 Spectris 2,638 2.8 Manufacture of precision instrumentation and controls Top Ten Investments 30,903 33.0 11 Beazley 2,455 2.6 Lloyds insurer 12 Phoenix IT Group 2,327 2.5 IT services 13 KCOM Group 2,193 2.3 Telecommunications services 14 e2v technologies 2,011 2.2 Manufacture of electronic components and sub-systems 15 Evolution Group 1,860 2.0 Stockbroker and private client fund manager 16 Huntsworth 1,855 2.0 International public relations 17 Holidaybreak 1,720 1.8 Holiday, travel and educational services 18 Keller Group 1,669 1.8 Ground and foundation engineer 19 Microgen 1,655 1.8 Software and related services 20 Regus Group 1,644 1.8 Serviced offices Top Twenty 50,292 53.8 Investments 21 Hampson Industries 1,602 1.7 Aerospace and automotive 22 Game Group 1,583 1.7 Retailer of pc and video games 23 Smiths News 1,566 1.7 Newspaper distributor 24 Wilmington Group 1,516 1.6 Information and training to the professional business market 25 UMECO 1,492 1.6 Advance composite materials and supply chain management 26 Micro Focus 1,460 1.6 Software International 27 Dialight 1,456 1.6 LED based lighting solutions 28 Shanks Group 1,454 1.6 Waste services 29 office2office 1,430 1.5 Distribution of office products 30 Collins Stewart 1,422 1.4 Stockbroker and private client fund manager Top Thirty 65,273 69.8 Investments Other Investments(31)28,241 30.2 Total 93,514 100.0 Investments Net Liabilities (59,047) Liabilities Total Net Assets 34,467 The Income Statement, Balance Sheet, Reconciliation of Movements in Shareholders' Funds, and Summary Cash Flow Statement are set out below: - INCOME STATEMENT (Audited) For the year ended 31 December 2009 2009 2008 Revenue Capital Total Revenue Capital Total £'000 £'000 £'000 £'000 £'000 £'000 Realised losses on sales - (6,862) (6,862) - (2,378) (2,378) Increase/(decrease) in fair - 30,700 30,700 - (45,324)(45,324) value ------ ------- ------- ------ ------- ------- Gains/(losses) on - 23,838 23,838 - (47,702)(47,702) investments Dividend income 3,761 150 3,911 4,482 848 5,330 Interest income 31 - 31 89 - 89 Other income 13 - 13 12 - 12 Investment management fee (177) (412) (589) (276) (645) (921) Other expenses (233) (285) (518) (268) (373) (641) ------ ------- ------- ------ ------- ------- Net return before finance 3,395 23,291 26,686 4,039 (47,872)(43,833) costs and taxation Finance costs: interest (602) (1,286) (1,888) (668) (3,317) (3,985) ------ ------- ------- ------ ------- ------- 2,793 22,005 24,798 3,371 (51,189)(47,818) Finance costs on Income (3,087) - (3,087) (3,087) - (3,087) Shares ------ ------- ------- ------ ------- ------- Return on ordinary (294) 22,005 21,711 284 (51,189)(50,905) activities before tax Tax on ordinary activities - - - (2) - (2) ------ ------- ------- ------ ------- ------- Return attributable to (294) 22,005 21,711 282 (51,189)(50,907) Shareholders ===== ======= ====== ====== ======= ======= Returns per share Income Share 11.40p - 11.40p 13.75p - 13.75p ------ ------- ------- ------ ------- ------- Capital Share - 209.57p 209.57p - (487.51p)(487.51p) ------ ------- ------- ------ ------- ------- NOTES 1.The total column of this statement is the profit and loss account of the Company. The supplementary revenue and capital columns are both prepared under guidance published by the Association of Investment Companies. All revenue and capital items in the above statement derive from continuing operations. No operations were acquired or discontinued in the period. A Statement of Total Recognised Gains and Losses is not required as all gains and losses of the Company have been reflected in the above statement. 2.The calculations of revenue return per Income Share are based on net revenue on ordinary activities before distributions of £2.793 million (2008: £3.369 million) and on 24.5 million Income Shares (2008: 24.5 million). The calculations of capital return per Capital Share are based on net capital profits of £22.005 million (2008: losses of £51.189 million) and on 10.5 million Capital Shares (2008: 10.5 million). RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS (Audited) For the year ended 31 December 2009 Capital Share redemption Special Capital Revenue capital reserve reserve reserve reserve Total £ 000 £ 000 £ 000 £ 000 £ 000 £ 000 Shareholders' funds as at 31 December 2008 105 50 9,674 (175) 3,102 12,756 Return attributable to - - - 22,005 (294) 21,711 Shareholders ----- ----- ------ ------ ----- ------ Shareholders' funds as at 31 105 50 9,674 21,830 2,808 34,467 December 2009 ===== ===== ====== ====== ===== ====== For the year ended 31 December 2008 Capital Share redemption Special Capital Revenue capital reserve reserve reserve reserve Total £ 000 £ 000 £ 000 £ 000 £ 000 £ 000 Shareholders' funds as at 31 December 2007 105 50 9,674 51,014 2,820 63,663 Return attributable to - - - (51,189) 282 (50,907) Shareholders ----- ----- ------ ------ ----- ------ Shareholders' funds as at 31 105 50 9,674 (175) 3,102 12,756 December 2008 ===== ===== ====== ====== ===== ====== BALANCE SHEET (Audited) As at 31 December 2009 31 31 December December 2009 2008 £'000 £'000 Fixed Assets: Investments Investments at fair value through 93,514 70,930 profit or loss ------- ------- Current assets Debtors 421 448 Cash at bank 1 - ------- ------- 422 448 ------- ------- Creditors (amounts falling due within one year) Bank overdraft - (136) Amounts due to brokers - (16) Other creditors (46) (87) ------- ------- (46) (239) ------- ------- Net current assets 376 209 ------- ------- Total assets less current 93,890 71,139 liabilities Creditors (amounts falling due (59,423) (58,383) after more than one year) ------- ------- TOTAL NET ASSETS 34,467 12,756 ====== ====== Capital and reserves: Equity interests Called up share capital: Capital shares 105 105 Reserves: Capital redemption reserve 50 50 Special reserve 9,674 9,674 Capital reserve 21,830 (175) Revenue reserve 2,808 3,102 ------- ------- TOTAL EQUITY 34,467 12,756 ====== ====== Net Asset Values: - per Capital Share 317.17p 120.16p - per Income Share (Income 104.75p 100.57p Shares are classified as financial liabilities) NOTE The Company had 24.5 million Income Shares and 10.5 million Capital Shares in issue as at 31 December 2009 and 31 December 2008. SUMMARY CASH FLOW STATEMENT (Audited) For the year ended 31 December 2009 2009 2008 £'000 £'000 CASH FLOW STATEMENT Net cash inflow from operating 3,233 4,850 activities ------- ------- Taxation paid Overseas tax suffered - (2) Returns on investment and servicing of finance Dividends paid (3,087) (3,087) Interest and other finance costs (2,006) (2,222) paid ------- ------- Net cash outflow from returns on investment and servicing of (5,093) (5,309) finance ------- ------- Capital expenditure and financial investments Payments to acquire investments (24,392) (31,381) Receipts from sales of 25,239 31,751 investments ------- ------- Net cash inflow from capital 847 370 expenditure and financial investments ------- ------- Net cash outflow before (1,013) (91) financing activities ------- ------- Financing activities Loans drawn down/(repaid) 1,150 (45) ------- ------- Net cash inflow/(outflow) from 1,150 (45) financing activities ------- ------- Change in cash during the period 137 (136) ====== ====== Reconciliation of change in cash to movement in net debt Change in cash during the period 137 (136) Loans (drawn down)/repaid (1,150) 45 Change in fair valuation of 120 (1,757) interest rate swap Amortisation of issue costs (10) (9) during the period ------- ------- Change in net debt (903) (1,857) Opening net debt (58,519) (56,662) ------- ------- Closing net debt (59,422) (58,519) ====== ====== NOTES TO THE FINANCIAL STATEMENTS 1. ACCOUNTING STANDARDS The financial statements have been prepared in accordance with UK generally accepted accounting practice (UK GAAP) and the AIC's Statement of Recommended Practice ``Financial Statements of Investment Trust Companies and Venture Capital Trusts'' issued in January 2009. The total column of the Income Statement is the profit and loss account of the Company. All revenue and capital items in the Income Statement are derived from continuing operations. No operations were acquired or discontinued in the period. The same accounting policies used for the year to 31 December 2008 have been applied for the year to 31 December 2009. 2. INVESTMENT MANAGEMENT FEE 2009 2008 Revenue Capital Total Revenue Capital Total £'000 £'000 £'000 £'000 £'000 £'000 Investment management 177 412 589 276 645 921 fee ====== ====== ====== ======= ====== ====== 3. FINANCE COSTS 2009 2008 Revenue Capital Total Revenue Capital Total £'000 £'000 £'000 £'000 £'000 £'000 Interest on base rate 20 48 68 84 197 281 loans/overdraft Interest on LIBOR loans 582 1,358 1,940 584 1,363 1,947 Change in fair - (120) (120) - 1,757 1,757 valuation of interest rate swap ------ ------ ------ ------- ------ ------ Total interest costs 602 1,286 1,888 668 3,317 3,985 ====== ====== ====== ======= ====== ====== 2009 2008 Revenue Capital Total Revenue Capital Total £'000 £'000 £'000 £'000 £'000 £'000 Second interim dividend 1,642 - 1,642 1,642 - 1,642 for the year ended 31 December 2008 at 6.7p (2007: 6.7p) First interim dividend 1,445 - 1,445 1,445 - 1,445 for the year ended 31 December 2009 at 5.9p (2008: 5.9p) ------ ------ ------ ------- ------ ------ Total distribution 3,087 - 3,087 3,087 - 3,087 costs ====== ====== ====== ======= ====== ====== A second interim dividend for the year to 31 December 2009 of 6.7p will be paid on 26 February 2010 to Income Shareholders on the register at close of business on 5 February 2010. 4. RETURNS PER SHARE 2009 2008 Revenue Capital Total Revenue Capital Total £'000 £'000 £'000 £'000 £'000 £'000 Return on ordinary (294) 22,005 21,711 282 (51,189) 50,907) activities Add back dividends on 3,087 - 3,087 3,087 - 3,087 Income Shares ------ ------ ------ ------- ------ ------ Earnings attributable 2,793 22,005 24,798 3,369 (51,189)(47,820) to shareholders ====== ====== ====== ======= ====== ====== Number of Income Shares 24.5m - 24.5m - Number of Capital Shares - 10.5m - 10.5m Returns per share 11.40p 209.57p 13.75p (487.51p) 5. NET ASSET VALUE PER SHARE Total net assets have been calculated in accordance with the provisions of Financial Reporting Standard 4. Income Shares are classified as financial liabilities and are carried on the balance sheet at their fair value of 100p each which results in a total fair valuation of the Income Shares of £24,500,000. This valuation does not reflect the rights of the Income Shares under the Articles of Association on a return of assets. Set out below is a reconciliation of Capital and Income share net asset values in accordance with the Articles. 2009 2008 Revenue Capital Total Revenue Capital Total £'000 £'000 £'000 £'000 £'000 £'000 Net assets per Balance 34,467 - 34,467 12,756 - 12,756 Sheet Revenue reserve (2,808) 2,808 - (3,102) 3,102 - Capital entitlement of - 24,500 24,500 - 24,500 24,500 Income Shares as at 31 March 2011 Capital entitlement not 1,644 (1,644) - 2,963 (2,963) - yet transferred to Income Shareholders ------ ------ ------ ------- ------ ------ Net assets per Articles 33,303 25,664 58,967 12,617 24,639 37,256 ====== ====== ====== ======= ====== ====== Number of Income Shares - 24.5m - 24.5m Number of Capital Shares 10.5m - 10.5m - NAV per share 317.17p 104.75p 120.16p 100.57p 6. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR 2009 2008 £'000 £'000 Loan facility 2,950 1,800 LIBOR loan facility 30,000 30,000 Less: unamortised issue costs (18) (28) Income shares 24,500 24,500 Interest rate swap 1,991 2,111 --------- --------- Total 59,423 58,383 ======== ======== 7. FURTHER INFORMATION The foregoing do not comprise Statutory Accounts (as defined in section 434(3) of the Companies Act 2006) of the Company. The statutory accounts for the year to 31 December 2008, which contained an unqualified Report of the Auditors , have been lodged with the Registrar of Companies and did not contain a statement required under section 237(2) or (3) of the Companies Act 1985(as amended). Certain statements in this announcement are forward looking statements. By their nature, forward looking statements involve a number of risks, uncertainties or assumptions that could cause actual results or events to differ materially from those expressed or implied by those statements. Forward looking statements regarding past trends or activities should not be taken as representation that such trends or activities will continue in the future. Accordingly, undue reliance should not be placed on forward looking statements. Contact: John Evans - Aberforth Partners LLP - 0131 220 0733 Aberforth Partners LLP, Secretaries - 26 January 2010 ANNOUNCEMENT ENDS
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