Interim Report
Baring Emerging Europe PLC
07 May 2003
BARING EMERGING EUROPE PLC
Unaudited interim report for the period ended 31 March 2003
STATEMENT OF TOTAL RETURN
Period Ended 31 March 2003
Revenue Capital Total
£000 £000 £000
Losses on investments --- (2,704) (2,704)
Gains on foreign exchange --- 66 66
Income 161 --- 161
Investment management fee (235) --- (235)
Other expenses (120) --- (120)
Net return before interest payable and taxation (194) (2,638) (2,832)
Interest payable --- --- ---
Return on ordinary activities before taxation (194) (2,638) (2,832)
Taxation (13) --- (13)
Return attributable to shareholders (207) (2,638) (2,845)
Transfers to reserves (207) (2,638) (2,845)
Revenue Capital Total
Return per share (0.46p) (5.88p) (6.34p)
BARING EMERGING EUROPE PLC
Unaudited interim report for the period ended 31 March 2003 (continued)
BALANCE SHEET
As at 31 March 2003
£000
Fixed assets
Investments 81,020
Current assets
Debtors 1,023
Cash at bank and in hand 4,649
5,672
Creditors:
Amounts falling due within one year (2,419)
Net current assets 3,253
Total assets less current liabilities 84,273
Capital and reserves
Called-up share capital 4,488
Share premium account 1,410
Redemption reserve 300
Special reserve 80,919
Capital reserve-realised (1,083)
Capital reserve-unrealised (1,554)
Revenue reserve (207)
Total shareholders' funds 84,273
Net asset value per share 187.79p
BARING EMERGING EUROPE PLC
Unaudited interim report for the period ended 31 March 2003 (continued)
CASHFLOW STATEMENT
Period Ended 31 March 2003
£000
Operating activities
Income received from investments 123
Other cash payments (23)
Net cash inflow from operating activities 100
Taxation
Overseas tax paid (13)
Net cash outflow form taxation (13)
Financial Investment
Purchases of investments (16,585)
Sales of investments 21,850
Net cash inflow from financial investment 5,265
Financing
Issue of share capital 4,582
Buyback of shares (5,355)
Net cash outflow from financing (773)
Increase in cash 4,579
BARING EMERGING EUROPE PLC
Unaudited interim report for the period ended 31 March 2003 (continued)
NOTES:
1. Introduction
The Company was incorporated in England and Wales under the Companies
Act 1985, as amended, and registered, as a public limited company on 11 October
2002.
Baring Emerging Europe PLC is a new United Kingdom investment trust
company with an unlimited life which will take advantage of investment
opportunities associated with Emerging Europe and which was established in
connection with a scheme of reconstruction for The Baring Emerging Europe Trust
PLC (in liquidation) ('BEET'). The Company issued shares to BEET shareholders
and BEET warrantholders who elected to roll-over their investment into the
Company.
The Company is a closed-end investment company which will direct its
affairs to enable it to seek approval from the Inland Revenue as an investment
trust under section 842 of the Income and Corporation Taxes Act 1988 in respect
of its current and future accounting periods and therefore will not be subject
to UK corporation tax.
2. Interim Accounts
These accounts cover the period from 11 October 2002 to 31 March 2003 and are
unaudited and do not constitute statutory accounts. The Company's financial
year end is 30 September and the first statutory accounts will be prepared for
the period ended 30 September 2003.
The accounts have been prepared in accordance with applicable accounting
standards. They have been prepared using the historical cost basis of
accounting, modified to include the revaluation of fixed asset investments and
comply with the Statement of Recommended Practice ('SORP') for the financial
statements of investment trust companies.
3. Share Capital
As part of the scheme of reconstruction of BEET (see note 1 above) the Company
allotted 47,112,697 ordinary shares of 10p each to BEET shareholders on 17
December 2002 for a consideration consisting mainly of portfolio assets and cash
amounting in total to £91,336,251. On 18 December 2002 a further 766,574
ordinary shares of 10p each were allotted to former BEET warrantholders for a
cash consideration of £1,487,080.
On 9 January 2003 the Company repurchased 3,004,367 ordinary shares for
cancellation at a cost of £5,354,954.
As at 31 March 2003 there were 44,874,906 ordinary shares of £0.10 each in
issue.
4. Share Premium Account
Pursuant to a special resolution passed on 8 November 2002, the Company's
application to reduce its share premium account was approved by the High Court
and registered with the Registrar of Companies on 18 December 2002. The amount
of the reduction was £86,624,982, representing the share premium arising on the
issue of shares by the Company on 17 December 2002. This amount was transferred
to a special reserve which is available for the repurchase by the Company of its
shares.
Share premium amounting to £1,410,424 was created on the issue 766,574 shares to
BEET warrantholders (see note 3 above).
5. Special Reserve
The Special Reserve is available to repurchase the Company's shares.
6. Posting of the Interim Report
The Interim Report will be sent to shareholders on 16 May, 2003. It will not be
advertised in newspapers, but copies will be available from that date at the
company's Registered Office at 155 Bishopsgate, London EC2M 3XY.
BARING EMERGING EUROPE PLC
Unaudited interim report for the period ended 31 March 2003 (continued)
CHAIRMAN'S STATEMENT
I am pleased to present this first interim report of Baring Emerging Europe PLC
and take this opportunity formally to welcome all shareholders.
As you know the Company was launched on 17 December 2002 as part of the scheme
of reconstruction of The Baring Emerging Europe Trust PLC ('BEET') (now in
liquidation). The Company allotted 47,112,697 ordinary shares of £0.10 each to
BEET shareholders who elected for the rollover option under the scheme. This
represented approximately 46% of the outstanding shares in BEET. Subsequently
an additional 766,574 shares were allotted to former BEET warrantholders who had
elected to subscribe their net warrant cash entitlement under the scheme for
shares in the Company.
The Company's net asset value declined by 3.1% during the period under review
which was broadly in line with its benchmark. Markets were affected by
uncertainty surrounding military action in Iraq and deteriorating economic news.
In Central Europe, EU convergence continues to support the markets in Hungary
and the Czech Republic whilst in Poland domestic political tensions caused the
market to decline. Although there was much positive news from Russia, the oil
price uncertainty negatively affected the oil sector and the market.
As envisaged in the Company's prospectus we successfully applied to Court for
the reduction of the Company's share premium account to provide a distributable
reserve to allow the operation of the Company's share repurchase authority. This
amount is described in the accounts as a Special Reserve.
The Company announced on 9 January 2003 that it had repurchased 3,004,367 shares
which had been over-allotted in error on 17 December 2002 to three shareholders
following the scheme of reconstruction of BEET. The Company, which was in
discussions with its registrars, Capita IRG Plc ('Capita'), regarding payment of
any losses arising out of this error, had agreed to compensate the three
shareholders. We have now reached a full and final settlement, in terms of which
payments have been made by Capita and the Company and the three shareholders
have waived any claims that they may have had against the Company or BEET
arising out of the error. The payment made by the Company in consideration for
this waiver did not exceed the estimated enhancement to the Company's net asset
value that resulted from the repurchase of the 3,004,367 shares at a cost below
the net asset value of those shares. Accordingly the error and its settlement
have had no effect on the net asset value of the Company. The Company and BEET
have also agreed to waive any further claims that they may have had against
Capita arising out of the error.
As detailed in the Company's prospectus the Board has adopted a firm policy with
regard to the market rating of the Company's shares and seeks to limit any
discount to NAV at which the Company's shares trade at a level significantly
below 12 per cent. Should the average discount exceed 12 per cent in the period
of ninety days prior to the publication of the Company's annual report, the
Company will offer to repurchase, by way of a tender, up to 15 per cent of the
then outstanding share capital at 95 per cent of NAV. I am pleased to report
that during the period under review, which has been extremely difficult for
markets, the average discount to NAV has been below 9 per cent.
On 27 January 2003 we announced the appointment of Steve Bates as a Director of
the Company. Steve has extensive experience of both emerging and developed
equity markets and spent eighteen years with Flemings and successor companies
until 2002.
Iain Saunders
Chairman
6 May 2003
Baring Emerging Europe PLC
155 Bishopsgate, London EC2M 3XY
6 May 2003
Enquiries
Mike Nokes, Company Secretary, 020 7762 8405
Jonathan Flint, Citigate Dewe Rogerson, 020 7638 9571
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