Half Yearly Report

RNS Number : 9945D
British Empire Sec & Gen Tst PLC
23 May 2012
 



BRITISH EMPIRE SECURITIES AND GENERAL TRUST PLC

 

Announcement of un-audited results for the half year ended 31 March 2012

 

 

Objective   

 

The investment objective of the Company is to achieve capital growth through a focused portfolio of investments, particularly in companies whose shares stand at a discount to estimated underlying net asset value.

 

 

Financial Highlights

At

At


31 March 2012

30 September 2011

% change

Capital Return



Net assets

£761.92m

£740.39m

2.9

Net asset value per Share

475.96p

462.51p

2.9

Share price (mid market)

423.60p

422.60p

0.2

Discount

11.00%

8.63%

-






Six months to

Six months to



31 March 2012

31 March 2011


Revenue Earnings and Dividends



Revenue earnings per share

4.40p

1.29p


Interim dividend per share

2.00p

2.00p






 

 


Six months to

Year to



31 March 2012

30 September 2011


Performance Comparison

 



British Empire Securities and General Trust plc

(NAV total return)

 

5.69%

(10.31)%


Morgan Stanley Capital International World Index  (£ adjusted total return)

 

17.33%

(2.73)%


Morningstar Investment Trust Global Growth Index (total return) *

 

13.17%

(4.61)%


 

* The Morningstar Investment Trust Global Growth Index (total return basis) is subject to revision and the Index percentages are therefore also subject to revision.

   

 

 

 

Chairman's Statement

 

The six month period under review from 1 October 2011 to 31 March 2012 saw an increase in net asset value of 5.7%. This represents an underperformance against our benchmark index (the Morningstar Investment Trust Global Growth Index) which was up by 13.2%. Since the half-year end, the market has reacted badly to continuing political uncertainty in Europe and the net asset value has fallen by 6.8% as against a fall in the benchmark index of 8.1% as at close of business on 18 May 2012. (All figures are on a total return basis).

 

The Manager continues to focus on companies which typically are valued in the markets at a discount to net asset value; the overall discount level in the portfolio stood at approximately 35% at the end of March. As explained in the Manager's Report, we are cautious that equity markets may be volatile and so liquidity at the half-year end increased to 16.5% compared to 12.1% at the last year end. In the market turmoil following the year end, further caution has been necessary and liquidity has increased further, to some 18%.

 

Over the six months, the discount to net asset value has continued to oscillate between 5% and 11%. Given current volatile markets, the Board continues to keep the level of discount, and the possibility of share buy backs, under review.

 

The interim dividend is being maintained at 2.0p per share. This interim dividend is unusually well covered, given the special dividend which the company has received from Orkla, which contributed some 3.6p per share to our earnings. Without the Orkla special dividend, the interim dividend was uncovered - as it was last year at the half-year end - but it is well covered by other dividends received since the half-year end.

 

Since the Company's Annual General Meeting, we have appointed two new directors, Nigel Rich CBE and Susan Noble. Nigel Rich is chairman of Segro plc and a non-executive director of a number of companies. He has extensive experience of the Far East from his executive career as managing director of Hong Kong Land and Jardine Matheson. Susan Noble was a director and Senior European Portfolio manager at Robert Fleming Asset Management, and afterwards the Head of European Equities and Head of Global Equities at Goldman Sachs Asset Management. She has extensive experience of European Equity investment and currently also is a member of the Finance Committee of two charitable organisations.

 

As I said in the Company's last annual report, this remains a difficult time for investors. Whilst your manager continues to build an excellent store of value in the company's investments, the net asset value only improved modestly from September 2011 to the end of March and, as continuing political turmoil took its toll, had lost these gains by the time of writing this report. Your Board believes that this store of value will become apparent over time and, while closely monitoring the investment portfolio, continues to support the manager in an investment approach which has weathered previous periods of underperformance and demonstrated its merits over the long term.

 

Strone Macpherson

Chairman

23 May 2012

 

 

Investment Manager's Report

 

For the first six months of the financial year, the Company's net asset value per share rose 5.7% compared with gains of 13.2% for the Morningstar Global Growth Investment Trust Index and 17.3% for the MSCI World Index (£) (all figures are on a total return basis).

 

The largest positive contributors during the period were Aker +1.7%, Investor AB 'A' +1.1%, Jardine Strategic Holdings +0.7%, MI Developments +0.5%, Amerisur Holdings +0.5%.

 

The largest detractors from performance were Vivendi -1.3% and Kinross Gold -0.6%.

 

Over the ten year period to 31 March 2012, the Company's net asset value per share rose 158.5% compared with gains of 79.9% for the Morningstar Global Growth Investment Trust Index and 49.1% for the MSCI World Index (£) (all figures are on a total return basis).

 

As at 31 March 2012, the geographical profile of the portfolio was as follows: Continental Europe 38.8%, UK 5.7%, Asia Pacific 22.4%, Canada 11.0%, Japan 2.8%, EMEA 3.2% and liquidity 16.1%. (based on country of listing except for London listed Japanese funds which are classified as Japan).

 

The discount on the Company's shares was 11% as of 31 March 2012.

 

Equity markets performed well over the 6 months to 31 March 2012. The upward movement in indices was based on an over-sold starting position, combined with reduced fears of a European debt crisis and slightly stronger US economic growth. The pattern looks remarkably similar to that of last year and sentiment is likely to remain fragile for some time. Investors have not had a lot of conviction in the rally and therefore collective vehicles such as family-controlled holding companies and conglomerates, which are longer-term investments by nature, have remained on wide discounts. The persistence of wide discounts has not helped our relative performance, which was poor during the period but provides the scope for future uplifts as and when discounts revert to more normal levels.

 

We regard the level of the underlying discount as a good indicator of fundamental value and, as of today, on average discounts are almost as wide as they have ever been. For this reason, the fundamental value in our portfolio has rarely been more attractive. Not only are discounts wide and underlying valuation multiples low but many companies are performing well on an earnings basis and passing on increasing dividends to us as shareholders. The income which we receive from our holdings has increased strongly in recent years, indicating that the underlying businesses are growing profitably. In due course, we expect this to lead to improvements in share prices.

 

Vivendi was an exception to the positive trend on dividends. Earnings for 2011 rose 9.4% and were an all-time high for the company. Despite this positive result, the prospect of higher taxes and increasing competition in the French mobile telecom sector caused the company to cut its dividend. This has unfortunately overshadowed the attractions of a company that trades on 6X earnings and with a dividend yield, even after the reduction, of 8%. We estimate that the company trades on a discount of 42% to the sum-of-its-parts. Value could be created via either a breakup of the company or a sale of some of its assets followed by a buyback of shares.

 

At the time of writing, equity markets are falling as a result of the destabilising prospects of a Greek default and/or eurozone exit. The Company's holding in cash and short-dated bonds has risen as we have sold some positions in the previous period of strong market conditions. Cash and cash equivalents now amount to 18% of the gross portfolio. With very low yields in an historical context, neither cash nor government bonds are attractive compared with equities over the long term and our cash is held for deployment into new equity investments as opportunities arise. We judge European equities to be good value but it is clear they could fall further in the short-term based on political events. Our exposure to Continental Europe was 38.8% of the portfolio but it is worth pointing out that 42.7% of this amount was listed outside the eurozone in Norway and Sweden. In the eurozone listed companies, most of our holdings are investment holding companies that have underlying exposures that are international in nature with broad geographic and currency diversification.

 

We will continue to seek good value opportunities but, in the short term, are cautious of market volatility, as explained above.

 

We have remained true to our investment style and do not intend to change now. Since 1985, when AVI took over the management of the Company, there have been periods when our style of investing has gone out of favour and during which we have suffered underperformance. By remaining true to a style and process that have been proven to work over the long term, and by focusing on fundamental valuations, we believe that we stand the best chance of generating superior long term returns.

 

John Pennink

Asset Value Investors Limited

23 May 2012

 

 

 

Consolidated Statement of Comprehensive Income

 


For the six months to 31 March 2012 (unaudited)

For the six months to 31 March 2011 (unaudited)

For the year to 30

September 2011 (audited)


Revenue

Capital


Revenue

Capital


Revenue

Capital



return

return

Total

return

return

Total

return

return

Total


£'000

£'000

£'000

£'000

£'000

£'000

£'000

£'000

£'000

Income










Investment income (note 2)

9,805

-

9,805

5,091

-

5,091

25,929

-

25,929

Gains/(losses) on investments

held at fair value

-

29,969

29,969

-

55,647

55,647

-

(91,472)

(91,472)

Unclaimed distribution

-

52

52

-

-

-

-

-

-

(Losses)/gains on Equities Index Stock 2013 held at fair value

-

-

-

-

(340)

(340)

-

145

145

Exchange losses on currency balances

-

(823)

(823)

-

(591)

(591)

-

(1,639)

(1,639)


9,805

29,198

39,003

5,091

54,716

59,807

25,929

(92,966)

(67,037)

Expenses










Investment   

management fee

(1,100)

(1,100)

(2,200)

(1,235)

(1,235)

(2,470)

(2,471)

(2,471)

(4,942)

Performance fee

-

-

-

-

-

-

-

-

-

Back VAT on management and performance fees

-

-

-

111

69

180

111

69

180

Other expenses

(including irrecoverable

VAT)  

(597)

(4)

(601)

(531)

-

(531)

(1,194)

-

(1,194)

Profit before finance costs and  taxation

8,108

28,094

36,202

3,436

53,550

56,986

22,375

(95,368)

(72,993)

Finance costs

(730)

(4)

(734)

(1,154)

(4)

(1,158)

(2,116)

(7)

(2,123)











Profit/(loss) before taxation

7,378

28,090

35,468

2,282

53,546

55,828

20,259

(95,375)

(75,116)

Taxation

(324)

-

(324)

(214)

-

(214)

(1,854)

11

(1,843)

Profit/(loss) for the period

7,054

28,090

35,144

2,068

53,546

55,614

18,405

(95,364)

(76,959)










Earnings per Ordinary Share  (note 3)

4.40p

17.55p

21.95p

1.29p

33.45p

34.74p

11.50p

59.57p

(48.07)p

 

The Company did not have any income or expense that is not included in profit for the period. Accordingly, the "Profit for the period" is also the "Total Comprehensive Income for the period", as defined in IAS 1 (revised) and no separate Statement of Comprehensive Income has been presented.

 

The total column of this statement is the profit and loss account of the Group. The revenue return and capital return columns are supplementary to this and are prepared under the guidance published by the Association of Investment Companies.

 

All items in the above statement derive from continuing operations.

 

All income is attributable to the equity holders of British Empire Securities and General Trust plc. There are no minority interests.

 

 

 

Consolidated Statement of Changes in Equity

 

 

For the six months to 31 March 2011 (unaudited)

 


Ordinary

Capital







share

redemption

Share

Capital

Merger

Revenue



capital

reserve

premium

reserve

reserve

reserve

Total


£'000

£'000

£'000

£'000

£'000

£'000

£'000









Balance at 30 September 2010

16,008

2,927

28,078

716,302

41,406

24,949

829,670

Total comprehensive income for the period

-

-

-

53,546

-

2,068

55,614

Ordinary dividend paid

-

-

-

-

-

(9,125)

(9,125)

Balance at 31 March 2011

16,008

2,927

28,078

769,848

41,406

17,892

876,159

 

 

For the year ended 30 September 2011 (audited)

 


Ordinary

Capital







share

redemption

Share

Capital

Merger

Revenue



capital

reserve

premium

reserve

reserve

reserve

Total


£'000

£'000

£'000

£'000

£'000

£'000

£'000









Balance at 30 September 2010

16,008

2,927

28,078

716,302

41,406

24,949

829,670

Total comprehensive income for the period

-

-

-

(95,364)

-

18,405

(76,959)

Ordinary dividend paid

-

-

-

-

-

(12,326)

(12,326)

Balance at 30 September 2011

16,008

2,927

28,078

620,938

41,406

31,028

740,385

 

 

For the six months to 31 March 2012 (unaudited)

 


Ordinary

Capital







share

redemption

Share

Capital

Merger

Revenue



capital

reserve

premium

reserve

reserve

reserve

Total


£'000

£'000

£'000

£'000

£'000

£'000

£'000









Balance at 30 September 2011

16,008

2,927

28,078

620,938

41,406

31,028

740,385

Total comprehensive income for the period

-

-

-

28,090

-

7,054

35,144

Ordinary dividend paid

-

-

-

-

-

(10,406)

(10,406)

Special dividend paid

-

-

-

-

-

(3,201)

(3,201)

Balance at 31 March 2012

16,008

2,927

28,078

649,028

41,406

24,475

761,922

 

 

 



Consolidated Balance Sheet

 


At

31 March 2012

(unaudited)

£'000

At

31 March 2011

(unaudited) £'000 

At

30 September 2011

(audited)

£'000 

  Non-current assets





Investments held at fair value through profit or loss


773,307

893,312

756,871

Current assets





Sales for future settlement


5,593

872

-

Other receivables


5,685

3,010

3,820

Cash and cash equivalents


1

11,010

5,662



11,279

14,892

9,482

Total assets


784,586

908,204

766,353

Current liabilities





Purchases for future settlement


-

(145)

-

Other payables


(903)

(1,178)

(4,223)

103/8 per cent Debenture Stock 2011


-

(8,484)

-

Bank overdraft


(12)

-

-

 

 


(915)

(9,807)

(4,223)






Total assets less current liabilities


783,671

898,397

762,130






Non-current liabilities





8 1/8 per cent Debenture Stock 2023


(14,918)

(14,911)

(14,914)

Equities Index Stock 2013 held at fair value through profit or loss


(6,795)

(7,280)

(6,795)

Provision for deferred tax


(36)

(47)

(36)

Net assets


761,922

876,159

740,385

 

Equity attributable to equity Shareholders




Ordinary Share capital

16,008

16,008

16,008

Capital redemption reserve

2,927

2,927

2,927

Share premium

28,078

28,078

28,078

Capital reserve

649,028

769,848

620,938

Merger reserve

41,406

41,406

41,406

Revenue reserve

24,475

17,892

31,028

Total equity

761,922

876,159

740,385

Net asset value per Ordinary Share - basic (note 6)

475.96p

547.33p

462.51p

Number of Ordinary Shares in issue

160,080,089

160,080,089

160,080,089

 

 

 

 

 

Consolidated Cash Flow Statement

 

Six months to

31 March 2012

(unaudited)

£'000

Six months to

 31 March 2011

(unaudited)

£'000

Year to

30 September 2011(audited)

£'000

Net cash inflow from operating activities




Profit/(loss) before taxation

35,468

55,828

(75,116)

Losses/(gains) on Equities Index Stock 2013 held at fair value

-

340

(145)

Realised exchange losses on currency balances

823

591

1,639

(Gains)/losses on investments held at fair value through profit or loss

(29,969)

(55,647)

91,472

Purchases of investments

(254,805)

(384,938)

(626,817)

Sales of investments

259,644

399,375

634,405

Increase in other receivables

(1,463)

(529)

(219)

Decrease in creditors

(62)

(106)

(319)

Taxation

(883)

(8)

(2,612)

Amortisation of Debenture issue expenses

4

4

7

Net cash inflow from operating activities

8,757

14,910

22,295





Financing activities




Dividends paid

(13,607)

(9,125)

(12,326)

Buyback of Equities Index Stock 2013

-

(204)

(204)

Redemption of 103/8 per cent Debenture Stock 2011

-

-

(8,484)

Cash outflow from financing activities

(13,607)

(9,329)

(21,014)





(Decrease)/increase in cash and cash equivalents

(4,850)

5,581

1,281

Exchange movements

(823)

(591)

(1,639)

Change in cash and cash equivalents

(5,673)

4,990

(358)

Cash and cash equivalents at beginning of period

5,662

6,020

6,020

Cash and cash equivalents at end of period

(11)

11,010

5,662





 



Notes to the Financial Statements

 

1.   Significant accounting policies

The financial statements of the Group have been prepared in accordance with International Financial Reporting Standards ("IFRS") as adopted by the European Union. The accounting policies and methods of computation followed in these half year financial statements are consistent with the most recent annual financial statements for the year ended 30 September 2011.

 

The factors which have an impact on Going Concern are set out in the Going Concern section of the Director's Report in the Company's Annual Report and Accounts to 30 September 2011. At 31 March 2012 there have been no significant changes to these factors. Accordingly, the Directors believe that it is appropriate to continue to adopt the Going Concern basis in preparing the interim accounts.

 

The half year financial statements have been prepared in accordance with International Accounting Standard 34 "Interim Financial Reporting".

 

These financial statements are presented in sterling as this is the currency of the primary economic environment in which the Group operates.

 

2.   Income


31 March

31 March

30 September


2012

2011

2011


£'000

£'000

£'000

Income from investments




Listed investments

9,796

4,973

25,788





Other income




Deposit interest

9

118

11

Interest received re VAT refunds on management fees

-

-

130

Total income

9,805

5,091

25,929

 

3.   Earnings per Ordinary Share


31 March

31 March

30 September


2012

2011

2011





Total earnings per Ordinary Share


 

Total profit/(loss)

£35,144,000

£55,614,000

£(76,959,006)

Weighted average number of Ordinary Shares in issue during the period          

160,080,089

160,080,089

160,080,089

Total earnings per Ordinary Share

21.95p

34.74p

(48.07)p

 

 

The total earnings per Ordinary Share detailed above can be further analysed between revenue and capital as below:

Revenue earnings per Ordinary Share




Revenue profit

£7,054,000

£2,068,000

£18,405,000

Weighted average number of Ordinary Shares in issue during the period          

160,080,089

160,080,089

160,080,089

Revenue earnings per Ordinary share

4.40p

1.29p

11.50p

Capital earnings per Ordinary Share


 

Capital profit/(loss)

£28,090,000

£53,546,000

£(95,364,000)

Weighted average number of Ordinary Shares in issue during the period          

160,080,089

160,080,089

160,080,089

Capital earnings per Ordinary Share

17.55p

33.45p

(59.57)p

 



4. Comparative information

The financial information contained in this half year report does not constitute statutory accounts as defined in Section 434 of the Companies Act 2006. The financial information for the six months ended 31 March 2012 and 31 March 2011 have not been audited.

 

The information for the year ended 30 September 2011 has been extracted from the latest published audited financial statements. The audited financial statements for the year ended 30 September 2011 have been filed with the Registrar of Companies. The report of the auditors on those accounts contained no qualification or reference to any matters to which the auditors drew attention by way of emphasis without qualifying the audit report or statement under Section 498(2) or (3) of the Companies Act 2006.

 

5.   Retained earnings

The table below shows the movement in the retained earnings analysed between revenue and capital items.

 


Revenue

Capital

Total


£'000

£'000

£'000





  At 30 September 2011

31,028

620,938

651,966

Movement during the period:




  Total comprehensive income for the period

7,054

28,090

35,144

  Ordinary dividend paid: Ordinary Shares

(10,406)

-

(10,406)

  Special dividend paid: Ordinary Shares

(3,201)

-

(3,201)

  At 31 March 2012

24,475

649,028

673,503






6.   Net asset value per Ordinary Share

The net asset value per Ordinary Share is based on net assets of £761,922,000 (31 March 2011: £876,159,000; 30 September 2011: £740,385,000) and on 160,080,089 (31 March 2011: 160,080,089, 30 September 2011: 160,080,089) Ordinary Shares, being the number of Ordinary Shares in issue at the period ends.

 

7.   Equities Index Unsecured Loan Stock 2013

The Company did not buy back any units of Equities Index Unsecured Loan Stock 2013 for cancellation during the period.

 

8.   Dividends

During the period the Company paid a final dividend of 6.50p per Ordinary Share and a special dividend of 2.00p per Ordinary Share for the year ended 30 September 2011 on 6 January 2012 to Ordinary Shareholders on the register at 9 December 2011 (ex-dividend 7 December 2011).

 

The interim dividend of 2.00p per Ordinary Share for the year ending 30 September 2012 will be paid on 15 June 2012 to Ordinary Shareholders on the register at the close of business on 1 June 2012 (ex-dividend 30 May 2012).

 

9.   Contingent assets

While most of the Back VAT has now been recovered, the Company will continue to examine methods to recover further Back VAT, and interest, but does not anticipate any further significant recovery in the near term.

 

10.  Principal financial risks

The principal financial risks which the Company faces include exposure to:

 

- Market price risk

- Foreign Currency risk

- Interest rate risk

- Liquidity risk

- Credit risk

 

Further details of the Company's management of these risks and exposure to them is set out in Note 18 to the Company's Annual Report & Accounts for the year ended 30 September 2011, as issued on 11 November 2011. There have been no changes to the management of or exposure to these risks since that date.

 

11.  Related party transactions

The Company has related party transactions with Asset Value Investors Limited. Management fees for the period amounted to £2,200,000 (six months to 31 March 2011: £2,470,000; year ended 30 September 2011: £4,942,000) and the performance fees for the period amounted to £nil (six months to 31 March 2011: £nil; year ended 30 September 2011: £nil).

 

At the half year end, the following amounts were outstanding in respect of management fees: £367,000 (half year end 31 March 2011: £412,000; year ended 30 September 2011: £412,000) and performance fees: £nil (half year end 31 March 2011: £nil; year ended 30 September 2011: £nil).

 

12.  Interim Management Report

There have been no changes to the related party disclosures set out in the Annual Report of the Company for the year ended 30 September 2011, except as above.

 

The Directors consider that the Chairman's Statement, the Investment Manager's Report, the above statement on related party disclosures and the Directors' Responsibility Statement below, together constitute the Interim Management Report of the Company for the half year to 31 March 2012 and satisfy the requirements of the FSA's Disclosure Rules and Transparency Rules (DTR) 4.2.3 to 4.2.11.

 

13.  Responsibility Statement

The Directors of the Company (Mr Strone Macpherson (Chairman), Mr Steven Bates, Mrs Rosamund Blomfield-Smith, Mrs Susan Noble, Mr Nigel Rich and Mr Andrew Robson) being the responsible persons, confirm to the best of their knowledge that:

 

a) the condensed set of financial statements, which has been prepared in accordance with IAS34, gives a true and fair view of the assets, liabilities, financial position and profit of the Company for the period ended 31 March 2012;

 

b) the Interim Management Report includes a fair review, under the FSA's Disclosure and Transparency rules DTR 4.2.7R, 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 financial year; and

 

c) the Interim Management Report includes a fair review of the information concerning related parties transactions as required by DTR 4.2.8R.

 

14.  Copies of the Half Year Report

Printed copies of this Half Year Report will be sent to shareholders shortly.  Additional copies may be obtained from the Corporate Secretary - Phoenix Administration Services Limited, Springfield Lodge, Colchester Road, Chelmsford, Essex CM2 5PW.  A copy of the Half Year Report can be viewed and downloaded from the Company's website www.british-empire.co.uk .

 

 

Phoenix Administration Services Limited

23 May 2012

 

The content of the Company's web-pages and the content of any website or pages which may be accessed through hyperlinks on the Company's web-pages is neither incorporated into nor forms part of the above announcement.


This information is provided by RNS
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