Final Results

F&C Latin American Inv Trust PLC 16 March 2006 Date: 15 March 2006 Contacts: Peter Burnell. Chairman, F&C Latin American Investment Trust PLC 0771 476 7647 Jonathan Ruck Keene, Head of Investment Trusts, MLIM 020 7743 2178 Will Rogers, UBS 020 7568 2939 F&C LATIN AMERICAN INVESTMENT TRUST PLC Unaudited Preliminary Statement of Results for the year ended 31 December 2005 Highlights • In the year ending 31 December 2005, the fully diluted net asset value (cum income) per share total return was +39.8%, whilst the share price increased by +46.3% on a total return basis. This compares to an increase of 50.4% in the benchmark index. • Over three years, the fully diluted net asset value per share produced a total return of +272.2%, whilst the share price increased by +300.3% on a total return basis. This compares to an increase of +269.7% in the benchmark index. This was the best performance in our peer group. • Latin American stock markets enjoyed another very strong year as the region's long term economic outlook continued to brighten, with corporate earnings and cashflow growing rapidly and global conditions remaining very supportive to the region's stock markets. • The Company's dividend income has continued to increase significantly over the period. The Board is pleased to declare a second interim dividend of 6.50 cents (2005: 3.00 cents) per share payable on 19 May 2006 which represents a 80% increase in the total dividend for the year. • The Board has conducted a review of the Company's management arrangements and has concluded that it would be in the best interests of shareholders as a whole to appoint Merrill Lynch Investment Managers ('MLIM') with effect from 31 March 2006. • The Board proposes to change the Company's name to Merrill Lynch Latin American Investment Trust PLC. • The Board has reviewed the terms of the discount control mechanism and is proposing at the time of the AGM to make a substantial tender offer followed by ongoing measures with the intention of maintaining the discount at a consistently low level. • The bi-annual Continuation Vote will take place at the Annual General Meeting to be held on 8 May 2006. The Board recommends shareholders to vote in favour of the Company continuing as an investment trust under the management of MLIM. SUMMARY OF RESULTS 31 Dec 31 Dec % 2005 2004 Change Attributable to equity shareholders Net assets US$403.3m US$302.3m +33.4 Net asset value per ordinary share - 543.95cents **433.26cents +25.6 Basic cum income Net asset value per ordinary share - n/a n/a +26.8 Basic total return* Net asset value per ordinary share - 543.95cents **390.12cents +39.4 Diluted cum income Net asset value per ordinary share - n/a n/a +40.8 Diluted total return Share price 484.00cents 335.50cents +44.3 Share price - total return* n/a n/a +46.3 Return attributed to equity shareholders (Revenue) $8.0m $4.2m +90.5 Earnings per share (revenue) 10.98cents 5.80cents +89.3 Annual dividends per share 9.00cents 5.00cents +80.0 * total return figures include income distributed during the year ** restated to reflect changes in accounting standards Chairman's statement The Latin American stockmarkets enjoyed another very strong year in 2005 as the region's long term economic outlook continued to brighten and corporate earnings and cashflow grew rapidly. The global environment also continued to be extremely supportive to both the underlying economics of the Latin American region and to sentiment in Latin American stock markets. In particular, the region benefited from another year of strong global GDP growth, the continued upward march in the majority of commodity prices, low consumer price inflation across the G7 economies, high levels of global liquidity, a very robust risk appetite and substantial inflows into the global emerging markets asset class. These extremely favourable conditions enabled Latin America to be the best performing region both in the emerging market asset class and in the world for the third consecutive year. This helped your Company's shares produce a total return of 46.3% over the year. Over the last three years, your shares have produced a total return of 300.3% in US dollars. Investment performance The fully diluted, cum income Net Asset Value per share (''fully diluted NAV''), which shows our investment performance net of the smoothed dilutive impact of the warrants (which expired on 31 July 2005), gave investors a total return of 40.8% in US dollars over the year, while the benchmark index, the MSCI Emerging Markets Latin America Index rose by 50.4% in US dollars over the same period. This underperformance was the result of our choosing to take a defensive stance at the beginning of the year. While we did not do as well as our peer group in 2005, our outperformance in 2003 and 2004 ensured that your Company has been the best performer over the past three years. Over this period, our fully diluted NAV total return was 272.2% making us the best performer in our peer group and comparing favourably with the benchmark index's 269.7% return. This was achieved despite substantial dilution from our warrants, a problem which our competitors and the index did not have to confront. Without the impact of the warrants our undiluted NAV would have risen by 296.6% over this period. Since the end of the financial year, our performance has continued to be good. From 31 December 2005 to 9 March 2006, our fully diluted NAV has risen by 11.5%, against our benchmark index's 10.8% appreciation, whilst the share price has risen by 17.3%, with the discount narrowing further to 6.2%. Performance attribution While our NAV performance in 2005 was solid, the underperformance resulted from the adoption of what turned out to be an overly conservative bias in the Company's stock selection and asset allocation. This stance was compounded by moving from a geared position to holding net cash. We believed that the domestic economy in Brazil was poised to slow down in 2005, contrary to market expectations at the start of last year and, in addition, we were conscious of rising political risk across the region. We expected that these two factors would trigger a correction in the local stock markets in 2005 after such strong performance in 2003 and 2004. Many of these negative factors did actually occur but Brazil's ability to continue to improve its balance sheet in 2005 and the amount of liquidity and risk appetite in the global backdrop surprised us. The largest contributor to our NAV underperformance during 2005 resulted from holding an average level of 5.85% net cash during a period when the market, against our expectations, continued to move up strongly. Elsewhere, Mexican stock selection detracted from performance because the Company was positioned in some relatively defensive companies which had strong fundamentals, little downside risk and which we believed would be able to appreciate in almost all market scenarios. In the end they struggled to keep up with last year's bull market. We avoided the more speculative part of the market because we expected to see a correction during the year as we neared 2006's presidential elections and economic growth slowed. Whilst we had a bad year in our Mexican segment last year, it needs to be emphasised that we have generally done extremely well in this market in the past. Our relative performance also suffered from our overweight position in Chile last year where we felt the risk/reward trade off was very favourable in absolute terms. Chile did appreciate by 21.6% during the year but this underperformed the regional benchmark's return. Brazilian stock selection continued to add value where our Brazilian portfolio rose by 59.9% which was ahead of the benchmark's 57.1% return. We also benefited from having no exposure to Venezuela during the year. Over the three year period, our outperformance was produced by positive stock selection and to a lesser extent by using tactical gearing. Our Brazilian portfolio appreciated by 393.3% compared to the Brazilian benchmark's 364.1% appreciation and our Mexican portfolio rose by 222.6% compared to the 199.2% market return. Our gearing policy also added value with an averaged geared position of 5.99% throughout the period. Regional review The region's stockmarkets all benefited from the very high levels of global risk appetite and liquidity in 2005 which facilitated substantial inflows into the emerging markets asset class. Whilst the regional economic newsflow was generally constructive throughout most of 2005, GDP growth was somewhat disappointing; however this was offset by a significant improvement in the sovereign balance sheets of the key economies. In Brazil, GDP growth decelerated from 4.9% in 2004 to 2.3% in 2005 due to a sharper than expected monetary tightening cycle which triggered a mild recession in its domestic economy whilst its export sector continued to perform exceptionally well. Brazilian corporates however continued to grow their cashflow and earnings rapidly as many benefited from the continued strength in global commodity prices. Brazil's sovereign balance sheet also continued to improve and as a result Brazilian risk premiums fell. The fall in risk premiums, strong profit growth and currency strength helped the stockmarket produce another very strong year. In Mexico, GDP growth decelerated from 4.4% in 2004 to 3% in 2005. An increase in interest rates, rising political tension and weakness in the US auto industry all contributed to this slightly disappointing result. Mexican corporates however continued to grow their earnings and cashflow rapidly and this underpinned the strong performance by its stockmarket. In Chile, the economy grew by approximately 6% which was line with last year's 6.1% growth rate. Chilean corporates also produced another year of strong earnings and cashflow growth and this helped a continued rally in its stockmarket. The presidential election went well with the incumbent party's candidate, Michelle Bachelet, winning as expected. In the Andean bloc, the political environment held back market progress with president Chavez in Venezuela continuing to unnerve investors. Political uncertainty also grew in Peru as its April 2006 presidential election drew nearer. Colombia continued to do well over the year as its security situation improved further and its GDP grew by approximately 5% . Prospects and gearing As discussed, we felt that there was a high probability that the region's stock markets would experience a correction in the first half of last year and built up an average net cash position of 7.2% during that period. This cautious stance held back our performance in this period, and after reassessing the region's fundamentals at the beginning of the second half of the year, we moved back to close to a fully invested position by increasing the size of the positions in the stocks in which we had the most conviction. In particular, we became more positive on Brazil and moved back to an overweight position, adding a substantial amount of money to some very promising and inexpensive opportunities in the Brazilian logistics and consumption sectors, which had produced lacklustre performance in the first half of the year. These stocks went on to produce very good absolute and relative performance for us in the second half of the year and have continued to do very well in early 2006. Our net cash averaged 5.85% over the full year. We ended the year at close to fully invested, with 1.1% net cash and have continued to operate at close to these levels in 2006. As we enter 2006, we remain optimistic about Brazil's outlook and expect to see a marked acceleration in its domestic economy, further improvements in its balance sheet and believe that all of the major credit agencies will upgrade its rating by at least one further notch in 2006. We are very pleased to note that Standard and Poors recently increased Brazil's credit rating to two notches below investment grade at the end of February 2006. We continue to run our overweight position in Brazil. We also continue to believe that the risk / reward balance in Chile is favourable and remain overweight in this market. We expect the Mexican market to underperform in the first half of the year as its election approach and are consequently underweight this market but remain bullish on Mexico's prospects over the long term. We see another year of double digit cashflow and earnings growth across the region and can still find many companies to invest into where we can see value. We are avoiding stocks which we feel have become overvalued in the bull market and have moved underweight in some of the index heavy weights with many of our overweight positions focused in the mid cap section of the market. Overall we can see plenty of opportunities for another year of positive absolute returns, but are cognisant of the very sharp run up that we have enjoyed over the last three years. We are making all of our investments with a firm eye to each one's downside risk, and are avoiding the more speculative parts of the market. There is a growing sense in the region that the long term outlook for its economies is being polarised into two distinctive groups. One group which includes Brazil, Chile, Mexico and to a large extent Colombia, has continued to embrace pro market policies and is part of the way through very deep rooted changes to their macroeconomic fundamentals. This has materially improved the long-term outlook for this group's sovereign balance sheets, balance of payments, inflation rates and consequently risk premiums, currencies and interest rates. The long term economic prospects for this group, which constitutes over 90% of the weight in the MSCI Latin American index, is currently looking very favourable. There is another group of countries which includes Venezuela, Bolivia and to a lesser extent Argentina where populist governments have made a comeback or have become more deeply entrenched and controversial economic polices are being conducted in these countries. There is a risk that these countries remain locked into their historic pattern of boom bust cycles. We do not believe that any of the first group of countries will enter the second group in the foreseeable future and would urge our shareholders not to extrapolate the direction in Venezuelan and Bolivian economic policy to the rest of the region. In any region of the world, there will be winners and losers amongst the countries located in that region and there is absolutely no reason why all of the countries in Latin America will follow one direction. Investment policy and dividends The Company continued to enjoy significant dividend inflows from its investments during the year. This positive background combined with the Board's revised accounting policy (regarding the apportionment of management fees and capital costs) announced and discussed in last year's financial reports have enabled the Company to continue to increase its dividend payout. The Board declared an initial interim dividend of 2.5 cents per share that was paid on 4 November 2005 and are pleased to declare an additional interim dividend of 6.5 cents per share making a total of 9.0 cents per share for the year. No final dividend is expected to be paid. This represents an increase of 80% over the previous year. The Board expects the Company to continue paying dividends over the long term and believes that this should help make us a more attractive investment to our shareholders. Warrants We passed the final subscription date for our warrants on 31 July 2005 and in accordance with the terms of the warrant particulars, the Board appointed Law Debenture Trust Corporation plc to exercise the 425,927 warrants which had not been exercised by warrant holders at the final subscription date. In total 10,374,850 warrants were exercised in 2005 injecting US$10,374,850 of new cash into your Company. Discount and discount control mechanisms The cum income NAV discount ('discount') started 2005 at 14.0% and fluctuated in a volatile range throughout the period reaching lows of 8-9% in March and October and highs of close to 15% during the steep regional rally in the middle of the UK summer. The discount ended the period at 11.0%. In early 2006, our discount has continued to narrow further and has recently been as low as 6%. The discount control mechanism was not triggered in the 60 day period ending 31 March 2005 because the average discount in this period was below the 13.5% trigger level. It was however triggered in the 60 day period to the end of September 2005 and the Company repurchased and cancelled 6,010,863 shares. Outside of the tender offer we did not repurchase any shares over the period. The Board has reviewed the terms of the discount control mechanism and is proposing to introduce more active measures to maintain a much narrower discount on the Company's shares. To this end the Company will make a substantial tender offer at a tight discount shortly after the forthcoming EGM to approve the tender. The Board intends that this will be followed by semi-annual tender offers as and when necessary to keep the discount within the target range. It is also intended to pursue a more active share repurchase policy than hitherto. Detailed proposals with regard to the tender offer will be announced shortly. Management Rupert Brandt, our Fund Manger since the beginning of 2003 announced in January that he would be leaving F&C on 31 March 2006 to join an investment boutique. Rupert produced very strong results over his three year period as the overall fund manager, supported by an able team of Latin American specialist assistants, and our thanks are due to all of them. We wish him well in his future activities. Following the announcement of Rupert's decision the Board conducted a thorough review of the management arrangements. As a result, management companies with expertise in the sector, including F&C, were invited to submit proposals. Following a detailed review the Board has appointed Merrill Lynch Investment Managers to take over the management of the portfolio with effect from 31 March 2006. The arrangements agreed provide for a management and administration fee of 0.8% per annum of NAV for the period up to the AGM in 2007 and 1% per annum thereafter, compared to the present fees of 1.5% up to US$200m and 1% on the balance plus a separate administration fee of US$130,000. Your Board is convinced that MLIM's considerable expertise in, and commitment to, the Investment Trust sector, a strong track record in Latin America, proven distribution capability and very favourable terms will provide a strong platform for the Company going forward. It is with genuine regret that we have decided to end our association with F&C who were co-founders of the Company and our thanks are due to them for their services as manager over the past 16 years. Future of your Company At the Annual General Meeting the biannual resolution for the continuation of the Company in its present form will be put to shareholders. Regular meetings with many of our shareholders lead us to believe that there is continued demand for a well managed Latin American closed end regional fund given the volatile nature of the region's stock markets. Your company remains the biggest and most liquid Latin regional fund in its peer group. Given our strong performance over the last three years and encouraging prospects for the region's economies and stock markets over the medium term future, we have no hesitation in again recommending that shareholders should vote to support the continuation of the Company in its present form under the management of Merrill Lynch Annual General Meeting The AGM will be held at 12.15 pm on Wednesday, 8 May 2006 Merrill Lynch's offices at 33 King William Street, London EC4R 9AS. We hope that as many shareholders as possible will attend. This will be followed immediately by the EGM to approve the tender offer. Following the EGM there will be a presentation by the new Managers discussing the outlook for 2006. Peter Burnell Chairman BALANCE SHEET at 31 December 2005 2004 (Restated)* (Restated)* US$'000s US$'000s US$'000s US$'000s Fixed assets Investments held at fair value 397,649 299,952 Current assets Debtors 2,489 7,379 Cash at Bank 4,582 8,693 7,071 16,072 Creditors: amounts falling due within one year: Bank loans - (11,250) Other (1,444) (2,462) (1,444) (13,712) Net current assets 5,627 2,360 Total assets less current liabilities 403,276 302,312 Creditors: amounts falling due after more than one year: Non-equity redeemable shares (24) (24) Net assets 403,252 302,288 Capital and reserves Called up share capital 7,413 6,977 Share premium account 11,655 63,880 Capital redemption reserve 1,573 972 Special reserve 32,837 - Warrant reserve - 3,484 Non-distributable reserve 4,356 872 Capital reserves 338,691 223,346 Revenue reserve 6,727 2,757 395,839 295,311 403,252 302,288 Net asset value per ordinary share Basic - cents 543.95 433.26 Diluted - cents 543.95 390.12 * Restated for changes in accounting policy. INCOME STATEMENT (incorporating the Revenue Account)** for the year ended 31 December 2005 2004 Revenue Capital Total Revenue Capital Total (Restated)* (Restated)* US$'000s US$'000s US$'000s US$'000s US$'000s US$'000s Gains on investments held at fair value - 118,684 118,684 - 100,790 100,790 Exchange losses (2) (176) (178) (30) (960) (990) Income 12,218 - 12,218 10,037 - 10,037 Management fee (1,132) (3,395) (4,527) (3,703) - (3,703) Other expenses (1,133) (38) (1,171) (1,039) (31) (1,070) Net return before finance costs and Taxation 9,951 115,075 125,026 5,265 99,799 105,064 Interest payable and similar charges (37) (109) (146) (831) - (831) Return on ordinary activities before Taxation 9,914 114,966 124,880 4,434 99,799 104,233 Taxation on ordinary activities (1,848) 379 (1,469) (220) (100) (320) Return attributable to equity shareholders 8,066 115,345 123,411 4,214 99,699 103,913 Return per ordinary share (basic) - cents 10.98 157.08 168.06 5.80 137.12 142.92 Return per ordinary share (diluted) - cents 10.36 148.18 158.54 5.33 126.20 131.53 * Restated for a change in accounting policy (see note 1) ** The total column of this statement is the profit and loss of the Company. All revenue and capital items in the above statement derive from continuing operations. A Statement of Total Recognised Gains and Losses is not required as all gains and losses of the Company have been reflected in the above statement. RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS AT 31 DECEMBER Called Share Capital Non Total up Share Premium Redemption Special Warrant Distributable Capital Revenue Shareholders' Capital Account Reserve Reserve Reserve Reserve Reserves Reserve Funds US$'000s US$'000s US$'000s US$'000s US$'000s US$'000s US$'000s US$'000s US$'000s Balance brought forward 31 December 2003 (as 7,400 61,544 313 - 4,356 - 146,273 - 219,886 previously stated) Non-equity shares treated (24) - - - - - - - (24) as liability Add back accrued dividend at 31 December 2003 - - - - - - - 413 413 Less investment valuation - - - - - - (2,595) - (2,595) restatements Balance at 31 December 2003 (restated) 7,376 61,544 313 - 4,356 - 143,678 413 217,680 Dividends paid during 2004 - - - - - - - (1,870) (1,870) Shares repurchased by the company during 2004 (659) 2,336 659 - - - (20,031) - (17,695) Shares issued on conversion of warrants 260 - - - (872) 872 - - 260 Return attributable to equity Shareholders in 2004 (as previously stated) - - - - - - 102,432 4,214 106,646 Less investment valuation - - - - - - (2,733) - (2,733) restatements Balance at 31 December 2004 6,977 63,880 972 - 3,484 872 223,346 2,757 302,288 (restated) Dividends paid during 2005 - - - - - - - (4,096) (4,096) Shares repurchased by the Company during 2005 (601) - 601 (28,725) - - - - (28,725) Shares issued on conversion of warrants 1,037 9,337 - - (3,484) 3,484 - - 10,374 Transfer of share premium to special reserve - (61,562) - 61,562 - - - - - Return attributable to equity shareholders - - - - - - 115,345 8,066 123,411 Balance carried forward 31 December 2005 7,413 11,655 1,573 32,837 - 4,356 338,691 6,727 403,252 CASH FLOW STATEMENT for the year ended 31 December 2005 2004 US$'000s US$'000s US$'000s US$'000s Operating activities Investment income received 12,498 9,485 Interest received 457 27 Investment management fees paid (4,460) (3,654) Cash paid to and on behalf of Directors (236) (260) Other cash payments (1,435) (610) Net cash inflow from operating activities 6,824 4,988 Servicing of finance Interest paid (129) (1,249) Cash outflow from servicing of finance (129) (1,249) Taxation Overseas tax paid (2,084) (616) Taxation paid (2,084) (616) Financial Investment Purchase of equities and other investments (271,301) (194,175) Sales of equities and other investments 296,470 235,114 Capital expenses (34) (31) Net cash inflow from financial investment 25,135 40,908 Equity dividends paid (4,096) (1,870) Net cash inflow before use of liquid resources and financing 25,650 42,161 Management of liquid resources Financing Net loans repaid (11,250) (18,250) Purchase of ordinary shares (28,725) (20,031) Warrants exercised 10,390 2,581 Net cash outflow from financing (29,585) (35,700) Increase/(decrease) in cash (3,935) 6,461 Notes 1) Changes in Accounting Policies. With effect from 1 January 2005, the Company has adopted the following Financial Reporting Standards (FRS); FRS 21 (Events after the Balance Sheet date) - Dividends paid by the Company are accounted for in the period in which the Company is liable to pay them. Previously, the Company accrued dividends in the period in which net revenue, to which those dividends related, was accounted for. FRS 25 (Financial Instruments: Disclosure and Presentation) and FRS 26 (Financial instruments: Measurement) - The Company has designated its assets and liabilities as being measured at 'fair value through profit or loss'. The fair value of fixed asset listed investments is deemed to be the bid value of those investments at the close of business on the relevant date. Previously, all listed investments were valued at mid value. Fixed asset investments which are not listed are stated at Directors' best estimate of fair value. There have been no other changes to accounting policies during the period. The accounts for the year ended 31 December 2004 have been restated to give effect to the above changes. Notes 2, and 4 further explain the restatements. 2) Return per share Year ended Year ended 31 December 2005 31 December 2004 (restated) US$'000s US$'000s Total return 123,411 103,913 Revenue return 8,066 4,214 Capital return 115,345 99,699 Weighted average ordinary shares in issue 73,431,788 72,708,083 Dilutive potential 4,411,650 6,295,485 Weighted average ordinary shares in issue for diluted returns 77,843,438 79,003,568 Year ended 31 December 2004 As previously stated £'000s Total return 100,501 Capital return 99,837 The total and capital returns for the year to 31 December 2004 have been reduced by US$138,000 (0.19 cents per share). This reflects the effect of the reduction in valuation of investments, as a result of the change in accounting policy, at 1 January 2004 by US$2,595,000 and 31 December 2004 by US$2,733,000. 3) Dividend The Directors propose to pay a second interim dividend of 6.5 cents per ordinary share will be paid on 19 May 2006 to shareholders on the register at 18 April 2006. 4) Restatement of opening balances A reconciliation is given between the closing balances in the 31 December 2004 Accounts and the restated balances following the adoption of revisions to UKGAAP. Balance Sheet Previously reported 31 Dec 2004 Restated US$'000s Adjustment 31 Dec 2004 Notes US$'000s US$'000s Fixed assets a Investments held at fair value 302,685 (2,733) 299,952 Current assets Debtors 7,379 - 7,379 Cash at bank 8,693 - 8,693 16,072 - 16,072 Creditors :amounts falling due within one year Foreign currency loans (11,250) - (11,250) b Other (4,555) 2,093 (2,462) (15,805) 2,093 (13,712) Net current assets 267 2,093 2,360 Total assets less current liabilities 302,952 (640) 302,312 Creditors: amounts falling due after more than one year Non-equity redeemable shares - (24) (24) c Net assets 302,952 (664) 302,288 Capital and reserves c Called up share capital 7,001 (24) 6,977 Share premium account 63,880 63,880 Capital redemption reserve 972 - 972 Warrant reserve 3,484 3,484 Non distributable reserve 872 872 a Capital reserves 226,079 (2,733) 223,346 b Revenue reserve 664 2,093 2,757 Total shareholders' funds - equity 302,952 (664) 302,288 Net asset value per ordinary share (basic) - cents 434.18 (0.92) 433.26 Net asset value per ordinary share (diluted) - cents 390.92 (0.80) 390.12 Notes to the restatement of opening balances a) Effect of revaluation of fixed asset investments from mid to bid value. b) Effect of not recognising the proposed dividend declared after the balance sheet date. c) Effect of reclassifying non-equity share capital as a liability. The above financial information comprises non-statutory accounts within the meaning of Section 240 of the Companies Act 1985. The financial information for the year ended 31 December 2004 has been extracted from published accounts (except as restated) for the year ended 31 December 2004 which have been delivered to the Registrar of Companies and on which the report of the auditors was unqualified. The Report will be posted to shareholders during April 2006 . Copies may be obtained during normal business hours from the Company's Registered Office, Exchange House, Primrose Street, London EC2A 2NY. By order of the Board F&C Management Limited - Secretary 15 March 2006 This information is provided by RNS The company news service from the London Stock Exchange
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