24 August 2015
FOR IMMEDIATE RELEASE
RELEASED BY BNP PARIBAS SECURITIES SERVICES S.C.A., JERSEY BRANCH HALF-YEARLY RESULTS ANNOUNCEMENT
THE BOARD OF DIRECTORS OF CVC CREDIT PARTNERS EUROPEAN OPPORTUNITIES LIMITED ANNOUNCE HALF-YEARLY RESULTS FOR THE SIX MONTHS ENDED 30 JUNE 2015
INTERIM BOARD report
financial highlights and performance summary
Financial highlights
On 19 March 2015, 8,823,766 Euro ordinary shares and 12,232,782 Sterling ordinary shares were issued at a price of €1.0404 and £1.0444, raising gross proceeds of €9,180,246 and £12,775,917 respectively.
Number of shares in issue as at 30 June 2015:
230,375,407 Euro ordinary shares1 (30 June 2014: 182,886,210 Euro ordinary shares)
270,249,675 Sterling ordinary shares2 (30 June 2014: 161,304,834 Sterling ordinary shares)
Market capitalisation as at 30 June 2015:
Euro ordinary share class: €239,590,423 (30 June 2014 €192,944,952)
Sterling ordinary share class: £281,735,286 (30 June 2014: £167,757,027)
Performance summary |
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As at 30 June 2015 |
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As at 30 June 2014 |
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Net asset value per Euro ordinary share |
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€1.0483 |
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€1.0250XD |
Euro ordinary share price (bid market)3 |
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€1.0400 |
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€1.0550XD |
Net asset value per Sterling ordinary share |
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£1.0541 |
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£1.0268XD |
Sterling ordinary share price (bid market) 3 |
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£1.0425 |
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£1.0400XD |
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Period highs and lows
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Six months ended 30 June 2015 |
Six months ended 30 June 2015 |
Six months ended 30 June 2014 |
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Six months ended 30 June 2014 |
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High |
Low |
High |
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Low |
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Net asset value per Euro ordinary share |
€1.0540 |
€1.0104 |
€1.0498 |
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€1.0241 |
Euro ordinary share price (bid market) 3 |
€1.0550 |
€1.0100 |
€1.0800 |
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€1.0180 |
Net asset value per Sterling ordinary share |
£1.0597 |
£1.0139 |
£1.0516 |
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£1.0258 |
Sterling ordinary share price (bid market) 3 |
£1.0650 |
£1.0200 |
£1.0775 |
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£1.0275 |
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1 - Excludes 280,875 Euro treasury shares
2 - Excludes 25,839 Sterling treasury shares
3 - Source: Bloomberg
Dividend history
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Ex-dividend date |
Payment date |
For the period ended 30 June 2014 |
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Sterling - £0.025 per ordinary share |
25/06/2014 |
22/07/2014 |
Euro - €0.025 per ordinary share |
25/06/2014 |
22/07/2014 |
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For the period ended 31 December 2014 |
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Sterling - £0.025 per ordinary share |
05/02/2015 |
20/02/2015 |
Euro - €0.025 per ordinary share |
05/02/2015 |
20/02/2015 |
As at 30 June 2015, no dividends were declared for the six month period ended 30 June 2015. Please refer to note 15 for further information subsequent to the reporting period.
chairman's statement
Introduction
I am pleased to present to you the interim financial statements of the Company for the six month period ended 30 June 2015.
Performance and Market Conditions
The Company's Euro and Sterling Ordinary shares have returned 4.8% and 5.0% respectively on an absolute return basis for the period under review, which is firmly within the target performance range set by the board, and has been achieved notwithstanding the European credit market volatility associated with the Greek government's extended negotiations with the EU which prevailed throughout Q2. Expectations of US interest rate rises and marked volatility in Chinese equity markets have also played a part in keeping investors wary, and at the time of writing appear to remain likely to do so throughout the rest of 2015.
The Company's underlying portfolio allocation continues to evolve as credit opportunities and special situations present themselves, often as a result of the European Central Bank's Asset Quality Review ("AQR") on European banks and associated regulatory change. Allocation to these strategies stood at 54% on average from January to June 2015, as against 43% on average in 2014. Further details are available in the Company's monthly reports and Company presentations, which are available on the Company's website at www.ccpeol.com.
Corporate Activities
The Company has seen continuing demand for its shares, and during the period has issued 8,823,766 Euro ordinary shares and 12,232,782 Sterling ordinary shares. Shares redeemed under the Company's contractual quarterly tender program totalled nil Euro ordinary shares and 18,438 Sterling Ordinary shares in the period. The market capitalisation of the Company presently stands at approximately €636,865,350.
Dividend yield
The Investment Vehicle Manager continues to ensure that portfolio composition has been maintained in a manner which permits a continued expectation of an annual dividend yield of around 5%. A 2.5pps / 2.5cps semi-annual dividend was declared on 2 July 2015 and paid on 7 August 2015.
Other Matters
As always, I would like to thank my fellow Directors, the portfolio management team at CVC Credit Partners, our advisors and investment bankers for their support and wise counsel, and would also like to extend thanks to all of our shareholders for your continuing commitment to the Company.
Richard Michael Boléat
Chairman
executive sUMMARY
Corporate summary
CVC Credit Partners European Opportunities Limited (the "Company") is a closed-ended investment company limited by shares, registered and incorporated in Jersey under the Companies (Jersey) Law 1991 on 20 March 2013, with registration number 112635. The Company's share capital is denominated in Euro and Sterling and consists of Euro and Sterling ordinary shares. The Company's Euro and Sterling ordinary shares are listed on the Official List of the UK Listing Authority and admitted to trading on the Main Market of the London Stock Exchange. As at 30 June 2015, the Company's issued share capital comprised of 230,375,407 Euro ordinary shares, 270,249,675 Sterling ordinary shares and two management shares, (with no par value or voting rights). The Company also held 280,875 Euro ordinary shares and 25,839 Sterling ordinary shares in treasury.
The Company is self-managed and the Directors have invested the net proceeds from share issues into compartments of an existing European credit opportunities investment vehicle, CVC European Credit Opportunities S.à r.l. (the "Investment Vehicle"), managed by CVC Credit Partners Investment Management Limited (the "Investment Vehicle Manager").
Ordinary share tap issue
On the 16 March 2015, the Company announced the successful placing of Euro ordinary shares and Sterling ordinary shares. The Placing raised gross proceeds of €9,180,246 through the issue of 8,823,766 Euro ordinary shares at an issue price of €1.0404 and £12,775,917 through the issue of 12,232,782 Sterling ordinary shares at an issue price of £1.0444. Application was made to the UK Listing Authority and the London Stock Exchange plc for the newly issued 8,823,766 Euro ordinary shares and 12,232,782 Sterling ordinary shares to be admitted to the Official List and to trading on the Main Market. The admission became effective on 19 March 2015.
Company investment objective
The Company's investment objective is to provide its Shareholders with regular income returns and capital appreciation from a diversified portfolio of predominantly sub-investment grade debt instruments.
Company investment policy
The Company's investment policy is to invest predominantly in companies domiciled, or with material operations, in Western Europe across various industries. The Company's investments are focused on senior secured obligations of such companies but investments are also made across the capital structure of such borrowers.
Further information can be found in the Investment Vehicle Manager's report which is incorporated within this Half-Yearly Financial Report .
Director interests
No Director has any other interest in any contract to which the Company is a party and no director has held or holds any management or ordinary shares in the Company.
Events after the reporting date
The Directors are not aware of any developments that might have a significant effect on the operations of the Company in subsequent financial periods not already disclosed in this report or the attached financial statements.
Going concern
After reviewing the Company's budget and cash flow forecast for the next twelve months, the Directors are satisfied that, at the time of approving these financial statements, no material uncertainties exist that may cast significant doubt concerning the Company's ability to continue for the foreseeable future. The Directors therefore believe that it is appropriate to adopt the going concern basis in preparing these financial statements.
Principal risks and uncertainties
When considering the total return of the Company, the Directors take account of the risk which has been taken in order to achieve that return. The Directors look at numerous risk factors, an overview of which is set out below:
Supply and demand
The value of the investments in which the Company indirectly invests are affected by the supply of primary and secondary issues on the one hand and the demand for such instruments from market participants on the other. A change in the supply of or demand for the underlying investments may adversely affect the performance of the Company.
Portfolio concentration
Risk is concentrated in European corporate issuers with relatively lower credit ratings than other more senior investments and therefore subject to a greater degree of loss than would be the case with higher credit rated instruments. As at 30 June 2015, the underlying portfolio comprised 68 issuers (30 June 2014: 64, 31 December 2014: 67) and 20 structured finance positions (30 June 2014: 9, 31 December 2014: 16) and may therefore be exposed to concentration of industry risk and concentration of geographical risk.
It is important to note that the investment objective and investment policy of the Investment Vehicle is in line with that of the Company.
Refer to Investment Vehicle Manager's report for details of the investment portfolio held in the underlying Investment Vehicle.
Liquidity
Investment in the Company is subject to a number of liquidity constraints as follows:
The Preferred Equity Certificates ("PECs") in which the Company invests are not traded on a stock exchange, as such the Company will have to rely on the redemption mechanisms offered by the Investment Vehicle in order to realise its investment and on that mechanism operating in a timely manner.
The Investment Vehicle's underlying investments are not traded on a stock exchange. Investments are bought and sold by market participants on a bilateral basis and any reduction in liquidity can have a negative impact on the Company's ability to conduct its Contractual Quarterly Tenders. Refer to note 12 for further information.
Foreign exchange risk
Foreign exchange risk is the risk that the values of the Company's and Investment Vehicle's assets and liabilities are adversely affected by changes in the values of foreign currencies by reference to the Company's base currency, the Euro.
The effects of foreign exchange risk at the Investment Vehicle level is actively managed by the board of the Investment Vehicle and its advisors. The Directors monitor the net asset value per share divergence between the Sterling and Euro share classes in order to identify the impacts of flow through foreign exchange risk and is satisfied that the divergence has remained at reasonable levels throughout the period. The Company has not entered into any foreign exchange hedging arrangements during the period.
Macro-economic factors
Adverse global conditions are likely to have an adverse effect on the performance of the Investment Vehicle's underlying assets and on the ability of underlying borrowers to service their debt obligations.
Principal risks relating to an investment in the shares of the Company
Refer below for details of the principal risks relating to an investment in the shares of the Company.
Shareholders have no right to have their shares redeemed or repurchased by the Company
As the Company has been established as a closed-ended vehicle, there is no right or entitlement attaching to any shares that allows them to be redeemed or repurchased by the Company at the option of the Shareholder. By contrast, Investment Vehicle interest holders (including the Company) who have invested directly in the Investment Vehicle, have a right to redeem their Investment Vehicle interests pursuant to the Investment Vehicle's quarterly redemption facility. The Company has, therefore, established the Contractual Quarterly Tender facility which is subject to annual Shareholder approval and the restrictions as discussed further below and in note 12. The Contractual Quarterly Tender mechanism is available only to ordinary Shareholders of the Company.
Contractual Quarterly Tenders are subject to certain restrictions and so Shareholders should not have an expectation that all or any of the shares they make available for sale to the Company will be purchased through the Contractual Quarterly Tender facility.
The operation of the Contractual Quarterly Tender facility is subject to Shareholder approval on an annual basis and there is no guarantee that Shareholders will vote to renew the Contractual Quarterly Tender facility.
For this reason and the additional restrictions discussed in note 12, Shareholders should note that they are subject to additional liquidity restrictions when compared to direct investors in the Investment Vehicle. Accordingly there is a risk that such other direct investors in the Investment Vehicle may be able to realise their investment sooner than the Shareholders, which may adversely affect the Company's business, financial condition, results of operations, net asset value and/or the market price of the Shares.
Other risks
The Directors wish to draw the attention of Shareholders to the other risks as set out in the Company's prospectus, which is available on the Company's website.
Future strategy
The Directors continue to believe that the investment strategy and policy adopted by the Investment Vehicle is appropriate for and is capable of meeting the Company's objectives.
The overall strategy remains unchanged and it is the Directors assessment that the Investment Vehicle Manager's resources are appropriate to properly manage the Investment Vehicle's portfolio in the current and anticipated investment environment.
Refer to the Investment Vehicle Manager's report for detail regarding performance to date of the Investment Vehicle's investments and the main trends and factors likely to affect the future development, performance and position of those investments.
Board members
CHAIRMAN
Richard Michael Boléat, aged 51 (independent). Appointed 20 March 2013.
Richard qualified as a Chartered Accountant with Coopers & Lybrand in the United Kingdom in 1987 and subsequently worked in the Middle East, Africa and the United Kingdom for a number of commercial and financial services groups, during which time he acted as a buy-side high yield credit analyst for an Arabian investment bank.
From 1996 he was a Principal of Channel House, a Jersey based financial services group, which was acquired by Capita Group plc in September 2005. Richard led their financial services client practice in Jersey until September 2007.
He currently acts as a non-executive director of a number of substantial collective investment and investment management entities and is active in a number of asset classes including global macro, super-senior corporate CDS, long/short equity, fund of funds and EM real estate. He presently acts as Chairman of Yatra Capital Limited. He is personally regulated by the Jersey Financial Services Commission in the conduct of financial services business and is a member of the Alternative Investment Management Association (AIMA), the International Corporate Governance Network and the European Corporate Governance Institute.
Directors
Mark Richard Tucker, aged 52 (independent). Appointed 20 March 2013.
In 1997 Mark joined Arborhedge Investments, Inc. (formally HFR Investments, Inc.) a Chicago based, boutique broker dealer specialising in the placement of hedge fund interests to institutions globally. Mark served as the President and Chief Executive Officer of Arborhedge until his return to Jersey in 2002, after which he remained a director and shareholder until 2012. Previously, Mark held a variety of retail and private banking roles in Jersey with both HSBC and Cater Allen Bank.
In 1988 Mark relocated first to London, where he joined GNI Limited in a financial futures business development role, and later to New York where he was responsible for the alternative investment program of Gresham Asset Management, Inc. and later for the asset allocation and manager selection activities of Mitsui & Company.
Mark is personally regulated by the Jersey Financial Services Commission in the conduct of financial services business, and he is an Associate of the Chartered Institute of Bankers, a Chartered Fellow of the Chartered Institute for Securities and Investment and a member of the Institute of Directors. Mark currently serves as a non-executive director to several other offshore structures.
David Alan Wood, aged 61. Appointed 20 March 2013.
David was a founding partner of CVC Cordatus (a predecessor to CVC Credit Partners Group) in 2006, but retired in April 2012. He was a member of CVC Credit Partners Advisory Board until April 2015. With 36 years of industry experience, David joined from Deutsche Bank where he was Co-Head of European Leveraged Finance. Prior to this, he was a Managing Director at JP Morgan/Chase Manhattan where he worked in leveraged finance and corporate banking.
investment vehicle manager's report
Summary
The Investment Vehicle Manager is pleased with the portfolio composition through 2015, with each strategy performing to expectations. The Investment Vehicle Manager is also optimistic about the growing opportunity within the Credit Opportunities and Special Situations segments of the portfolio given the asset flows seen across the desk.
Portfolio
As at 30 June 2015, the Investment Vehicle portfolio was invested in line with the Investment Vehicle's investment policy and was diversified with 68 issuers1 across 25 different industries and 15 different countries, with no individual issuer representing an exposure of more than 3.1% of the portfolio.
Portfolio Statistics2
Percentage of Portfolio in Floating Rate Assets |
78.8% |
Percentage of Portfolio in Fixed Rate Assets |
21.2% |
Weighted Average Price3 |
93.2 |
Yield to Maturity |
7.3% |
Current Yield |
5.9% |
Weighted Average Fixed Rate Coupon |
7.7% |
Weighted Average Floating Rate plus Margin |
5.3% |
5 Largest Issuers |
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Issuer |
% of Gross Assets |
Industry |
Country |
RAC |
3.1 |
Automobile |
UK |
Icopal |
3.0 |
Buildings / Real Estate |
Denmark |
Delachaux |
3.0 |
Machinery |
France |
CCM Pharma |
2.8 |
Healthcare |
UK |
Zodiac |
2.7 |
Leisure |
France |
5 Largest Industry Positions1 |
% |
Broadcasting and Entertainment |
9.2% |
Buildings and Real Estate |
9.0% |
Finance |
8.9% |
Healthcare, Education and Childcare |
8.2% |
Leisure, Amusement, Motion Pictures, Entertainment |
7.3% |
Geographical Breakdown by issuer country1 |
% |
UK |
26.7% |
France |
16.0% |
Spain |
13.1% |
USA |
8.8% |
Sweden |
6.9% |
Jersey |
5.7% |
Denmark |
4.7% |
Luxembourg |
4.4% |
Ireland |
3.8% |
Germany |
3.5% |
Other |
6.4% |
Currency Breakdown |
% |
GBP |
31.0% |
EUR |
47.6% |
USD |
20.3% |
NOK |
0.8% |
Other |
0.3% |
Asset Breakdown |
% |
Loans (1st Lien) |
49.5% |
Senior Secured Bonds |
13.1% |
Loans (2nd Lien) |
10.3% |
Senior Unsecured Bonds |
5.7% |
PIK |
5.9% |
Structured Finance Positions |
5.3% |
Cash |
8.3% |
Other |
1.9% |
Performance
As of the end of June, floating rate instruments comprised 78.8% of the portfolio. Current yield at month-end was 5.9%.
Looking back, the portfolio has moved from an average of 57% in Core Income assets in 2014 versus a 2015 year to date average of 46%, driven by an increase in the portfolio's allocation to the Credit Opportunities and Special Situations strategies. This shift was triggered by the AQR and regulatory changes across the European banking industry where the Investment Vehicle Manager witnessed a significant increase in asset flows from non-core bank holdings. In this regard, the pipeline and flow of stressed and distressed names is growing and the Investment Vehicle Manager anticipates that this will continue to be a significant source of opportunities for the portfolio through to the end of the year.
During Q1 2015, as the HY bond market traded well on the back of the ECB announced stimulus and volumes of new issuance accelerated with positive fund flows, the portfolio continued to capitalise on the opportunities which would benefit from this renewed confidence. Throughout the period, the performing portfolio also actively participated in the new issue and secondary markets, increasingly upgrading its allocation at higher yields.
Through Q2 2015, owing to tighter pricing activity in the new issuance leveraged loan market and with volatility in the HY bond market, much of the quarter's activity was focused on the Credit Opportunities segment of the portfolio where existing positions were upsized in names with a clear catalyst to create a value event for the portfolio or an improvement in the underlying performance of the asset. In the latter half of the period, steps were taken to reduce exposures to European high beta subordinated HY bonds, increase cash levels and reduce 2nd lien loan holdings in order to manage NAV volatility through late May and early June.
Market Review and Outlook
Leveraged Loan Market
· Despite a solid €6.3bn of issuance in June, including €5.4bn of institutional new paper, total issuance in the European leveraged loan market in H1'15 was down 19% over the same period last year, at €36.3bn. The principal reason behind this decline was the retreat in M&A loan financing in Q2, which fell 32% from the first quarter to €8.8bn
· Given this low level of issuance, the European leveraged loan market witnessed a surge in re-pricing activity in Q2'15, a spillover from the re-pricing boom in the U.S., with a record breaking €7.8bn of paper re-priced during the period predominantly through amendment rather than new issue
· Leveraged loans used in buyouts declined by 30% in Q2'15, to €5 billion, from an active Q1. Public equity markets and trade buyers offered fierce competition during auction situations, with sponsors cautious of overpaying to beat QE-enhanced equity valuations, during a period when PE firms were more focused on exits. However, a busier first quarter meant buyout leveraged loan volume stayed ahead of 2014 y-o-y, at €12.2 billion, up from €9.7 billion
· On the back of the re-pricing surge, single-B rated term loan clearing yields fell to record lows of 4.45% in Q2'15, but softer conditions were reflected in secondary markets
· Credit Suisse's leveraged finance projections forecast remains at €110bn of issuance in European leveraged loans FY2015, indicating an accelerated loan issuance market in Europe for H2'15. However, the firm lowered their estimate for the U.S. market to $340bn (from $400bn)
High Yield Bond Market
· In Q2'15 the European HY bond market was characterised by increased volatility as uncertainty in Greece dominated investor sentiment. In June, monthly volume accounted for €5.6bn, but outflows dampened demand and several issuers found that they had to reach for wider pricing margins than expected. The average clearing yield for single-B names widened to 6.22% in June, from 5.38% in May. YTD total volume in HY equalled €45.8bn, with volumes slipping behind the 2014 equivalent for the first time
· In mid-April, the 10-year German Bund yield hit a record low of just seven basis points but recovered with gathering pace in the following months to reach 100 bps in early June. Subsequently, secondary markets fell, with long-duration bonds feeling the greatest impact
· The demand technicals have been very strong with bond fund flows into European credit funds occurring at a rapid pace so far in 2015. They are currently showing tentative signs of slowing down, following the effect of the German Bund yield sell-off during May and turbulence around Greece
· A developing theme in H1 2015 was U.S. domiciled borrowers with Euro funding requirements issuing European HY debt as the European market was offering yields 130-180 bps tighter than the U.S. whilst there was relative parity in the spreads between the markets. This ensured that U.S. domiciled HY debt issuance reached a H1 record of €4.9bn; though the arbitrage opportunity was no longer evident at the end of Q2, as U.S. issuers could fund at a lower rate
· Credit Suisse's leveraged finance forecast issuance for FY2015 remained at €125bn in European HY with projections being slightly lowered to $240bn (from $260bn) for the U.S. HY market
Market Opportunity in Credit Opportunities and Special Situations strategies
· In the immediate term, bank retrenchment from stressed assets continues to occur across Europe as institutions remain focused on reducing their exposure to impaired assets. Europe's largest bank HSBC recently announced plans to cut its risk-weighted assets ("RWA") by a net $130 billion (31% of their RWAs)
· The Investment Vehicle Manager continues to see particularly strong flows out of Spanish, French, German and UK banks, which is reinforced by the on-going impact of the European Central Bank's AQR
· The current macro environment will be supportive of this opportunity over the next 24-36 months, with market volatility triggered in part by commodity price uncertainty. The sell-off in energy assets has accelerated through the year as the crude oil price has fallen significantly from the 2014 highs. Energy assets account for some 15% - $180bn - of the $1.2tn U.S. high-yield market and with a meaningful portion of these assets now trading significantly below face value, CVC believes this creates an opportunity of more than $45bn in this segment alone. This can be evidenced by the current pipeline of stressed and distressed opportunities. Furthermore, across the broader commodities market, a bout of significant price volatility has fed through to the credit markets. For example in iron ore, which had long been forecasted for price declines, saw deterioration which was much faster than expected, largely driven by new low-cost supplies and a decline in global demand for steel
· In addition to this, the geopolitical backdrop in Europe, in particular the uncertainty in Greece, has led to equity and debt markets selling off with the eurozone crisis subduing the European leveraged loan market until there is visibility on the situation in Greece. Notwithstanding this source of volatility in the wider market, there were also shifts in core factors that have fed into the technical balance of the leveraged loan and high-yield markets
Conclusion
The portfolio has continued to outperform across markets despite significant market volatility in the period. For H2'15, the Investment Vehicle Manager expects higher levels of volatility to persist as long as macro-issues remain prevalent. The energy sector has rebounded slightly and recovered a portion of its losses from earlier in the year, but energy and commodities continue to present a significant and unpredictable risk factor to the credit markets. In addition to this, the long list of potential exogenous events, such as Euro area surprises or geopolitical conflicts spilling into financial markets as witnessed in Greece and Puerto Rico, serves to highlight that volatility may continue to dominate investor sentiment in the next six months.
Into H2'15, the Investment Vehicle Manger continues to focus on maintaining a low NAV volatility in challenging markets while seeking to maintain asset allocations in the Credit Opportunities and Special Situations segment of the portfolio.
Jonathan Bowers Andrew Davies
Senior Portfolio Manager Portfolio Manager
1 Excludes 20 structured finance positions.
2 Note: All metrics exclude cash unless otherwise stated.
3 Average market price of the portfolio weighted against the size of each position.
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Directors' Statement of Responsibilities
The Directors are responsible for preparing the Half-Yearly Financial Report and condensed set of financial statements in accordance with applicable Jersey law and regulations.
The Directors confirm to the best of their knowledge that:
· the Half-Yearly Financial Report has been prepared in accordance with IAS 34 - "Interim Financial Reporting" as adopted by the European Union ("EU");
· the Chairman's Statement, the Investment Vehicle Manager's Report, the Executive Summary and the notes to the unaudited condensed Half-Yearly Financial Report includes a fair review of the information required by:
a) DTR 4.2.7R of the Disclosure and the Transparency Rules of the UK's Financial Conduct Authority, being an indication of important events that have occurred during the first six months of the financial year ended 31 December 2015 and their impact on the condensed financial statements; and a description of the principal risks and uncertainties for the remaining six months of the year; and
b) DTR 4.2.8R of the Disclosure and Transparency Rules of the UK's Financial Conduct Authority, being related party transactions that have taken place in the first six months of the financial year ended 30 December 2015 and that have materially affected the financial position or performance of the Company during the period.
Richard Michael Boléat Mark Richard Tucker
Chairman Audit Committee Chairman
independent review report to the members of cvc credit partners european opportunities limited
Introduction
We have been engaged by the Company to review the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2015 which comprises the condensed statement of comprehensive income, the condensed statement of financial position, the condensed statement of changes in net assets, the condensed statement of cash flows and the notes to the condensed financial statements. We have read the other information contained in the half-yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.
This report is made solely to the company in accordance with guidance contained in International Standard on Review Engagements 2410 (UK and Ireland) "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing Practices Board. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company, for our work, for this report, or for the conclusions we have formed.
Directors' Responsibilities
The half-yearly financial report is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the half-yearly financial report in accordance with the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority.
As disclosed in note 2, the annual financial statements of the company are prepared in accordance with IFRSs as adopted by the European Union. The condensed set of financial statements included in this half-yearly financial report has been prepared in accordance with International Accounting Standard 34, "Interim Financial Reporting", as adopted by the European Union.
Our Responsibility
Our responsibility is to express to the Company a conclusion on the condensed set of financial statements in the half-yearly financial report based on our review.
Scope of Review
We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing Practices Board for use in the United Kingdom. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK and Ireland) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Conclusion
Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2015 is not prepared, in all material respects, in accordance with International Accounting Standard 34 as adopted by the European Union and the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority.
Ernst & Young LLP
London
CONDENSED Statement of comprehensive income
For the period from 1 January 2015 to 30 June 2015
|
|
Six months ended 30 June 2015 |
Six months ended 30 June 2014 |
Year ended 31 December 2014 |
|
|
(Unaudited) |
(Unaudited) |
(Audited) |
|
Notes |
€ |
€ |
€ |
Income |
|
|
|
|
Investment income |
3 |
14,393,698 |
3,676,341 |
13,909,512 |
Other income |
3 |
132,338 |
- |
204,920 |
Net gains on investments held at fair value |
7 |
15,628,766 |
9,520,354 |
330,175 |
through profit or loss |
|
|
|
|
Foreign exchange gain on investments held |
7 |
32,785,025 |
10,219,963 |
20,095,980 |
at fair value through profit or loss |
|
|
|
|
Foreign exchange loss on Ordinary and C shares |
12 |
(32,811,794) |
(10,219,963) |
(20,162,290) |
Loss on conversion of C share redemption |
12 |
- |
- |
(1,275,565) |
Other net foreign currency exchange gains through |
10,937 |
87,214 |
401,855 |
|
profit or loss |
|
|
|
|
|
|
30,138,970 |
13,283,909 |
13,504,587 |
Expenses |
|
|
|
|
Operating expenses |
4 |
(562,504) |
(438,161) |
(1,083,518) |
|
|
|
|
|
Profit before finance costs and taxation |
|
29,576,466 |
12,845,748 |
12,421,069 |
Bank finance costs |
|
- |
(1,366) |
(2,893) |
Share issue finance cost |
4 |
(364,640) |
(485,694) |
(550,731) |
Finance costs - dividend payment |
|
(14,346,949) |
(13,068,587) |
(13,274,097) |
|
|
|
|
|
Profit / (loss) before taxation |
|
14,864,877 |
(709,899) |
(1,406,652) |
Taxation |
|
- |
- |
- |
|
|
|
|
|
Increase / (decrease) in net assets attributable to shareholders from operations |
|
14,864,877 |
(709,899) |
(1,406,652) |
|
|
|
|
|
Increase / (decrease) in net assets for the period / year analysed as follows: |
|
|
|
|
|
|
|
|
|
Attributable to ordinary shareholders: |
|
14,864,877 |
(1,631,111) |
(1,406,652) |
Attributable to C shareholders: |
|
- |
921,212 |
- |
Total |
|
14,864,877 |
(709,899) |
(1,406,652) |
|
|
|
|
|
|
|
|
|
|
Earnings per Euro ordinary share |
12 |
€0.030200 |
(€0.004966) |
(€0.003665) |
|
|
|
|
|
Earnings per Sterling ordinary share (Sterling equivalent) |
12 |
£0.024338 |
(£0.004079) |
(£0.002954) |
|
|
|
|
|
Earnings per Euro C share |
12 |
- |
€0.009467 |
- |
|
|
|
|
|
Earnings per Sterling C share (Sterling equivalent) |
12 |
- |
£0.007775 |
- |
|
|
|
|
|
The Company has no items of other comprehensive income, and therefore the profit for the period is also the total comprehensive income.
The notes form an integral part of these condensed financial statements.
CONDENSED statement of financial position
As at 30 June 2015
|
|
30 June 2015 (Unaudited) |
30 June 2014 (Unaudited) |
31 December 2014 (Audited) |
|
Notes |
€ |
€ |
€ |
Assets |
|
|
|
|
Cash and cash equivalents |
8 |
327,639 |
574,791 |
687,635 |
Other receivables |
6 |
62,128 |
43,550 |
58,389 |
Prepayments |
|
19,554 |
23,611 |
36,387 |
Financial investments held at fair value through profit or loss |
7 |
642,931,137 |
517,702,077 |
568,219,412 |
Total assets |
|
643,340,458 |
518,344,029 |
569,001,823 |
|
|
|
|
|
Liabilities |
|
|
|
|
Dividend payable |
|
- |
(9,609,705) |
- |
Payables |
9 |
(162,687) |
(102,142) |
(172,804) |
Total liabilities |
|
(162,687) |
(9,711,847) |
(172,804) |
|
|
|
|
|
Net assets attributable to Shareholders |
13 |
643,177,771 |
508,632,182 |
568,829,019 |
|
|
|
|
|
The financial statements were approved by the Board of Directors on 24 August 2015 and signed on its behalf by:
Richard Michael Boléat Mark Richard Tucker
Chairman Director
The notes form an integral part of these condensed financial statements.
CONDENSED statement of changes in net assets
For the six months ended 30 June 2015 (Unaudited)
|
|
Net Assets Attributable to Shareholders |
|
|
2015 |
|
Notes |
€ |
As at 1 January 2015 |
|
568,829,019 |
Issuance of shares |
12 |
27,452,620 |
Redemption of shares |
12 |
(780,539) |
Increase in net assets attributable to Shareholders from operations |
|
14,864,877 |
Net foreign currency exchange loss on opening shares issued during the year |
|
32,811,794 |
As at 30 June 2015 |
|
643,177,771 |
For the period ended 30 June 2014 (Unaudited)
|
|
Net Assets Attributable to Shareholders |
|
|
2014 |
|
Notes |
€ |
As at 1 January 2014 |
|
366,809,274 |
Issuance of shares |
12 |
136,828,384 |
Redemption of shares |
12 |
(4,515,540) |
Decrease in net assets attributable to Shareholders from operations |
|
(709,899) |
Net foreign currency exchange loss on opening shares issued during the year |
|
10,219,963 |
As at 30 June 2014 |
|
508,632,182 |
For the year ended 31 December 2014 (Audited)
|
|
Net Assets Attributable to Shareholders |
|
|
2014 |
|
Notes |
€ |
As at 1 January 2014 |
|
366,809,274 |
Issuance of shares |
12 |
307,135,341 |
Redemption of shares |
12 |
(123,871,234) |
Decrease in net assets attributable to Shareholders from operations |
|
(1,406,652) |
Net foreign currency exchange loss on opening shares issued during the year |
|
20,162,290 |
As at 31 December 2014 |
|
568,829,019 |
The notes form an integral part of these condensed financial statements.
CONDENSED statement of cash flows
For the six months ended 30 June 2015
|
Six months ended 30 June 2015 |
Six months ended 30 June 2014 |
Year ended 31 December 2014 |
|
(Unaudited) |
(Unaudited) |
(Audited) |
|
€ |
€ |
€ |
Cash (outflow) / inflow from operating activities |
|
|
|
Profit / (loss) from ordinary activities after taxation |
14,864,877 |
(709,899) |
(1,406,652) |
|
|
|
|
Adjustments to reconcile profit before tax to net cash flows: |
|
|
|
|
|
|
|
Net (gain) on investments held at fair value through profit or loss |
(15,628,766) |
(9,520,354) |
(330,175) |
Foreign exchange (gain) on investments held at fair value through profit or loss |
(32,785,025) |
(10,219,963) |
(20,095,980) |
Foreign currency exchange loss on Ordinary and C shares |
32,811,794 |
10,219,963 |
20,162,290 |
Loss on conversion of C share redemption |
- |
- |
1,275,565 |
Finance costs - bank interest |
- |
1,366 |
2,893 |
Finance costs - dividend payment |
14,346,949 |
13,068,587 |
13,274,097 |
|
13,609,829 |
2,839,700 |
12,882,038 |
Changes in working capital |
|
|
|
Decrease / (increase) in receivables |
13,094 |
307,910 |
280,295 |
(Decrease) / increase in payables |
(10,117) |
2,284 |
72,946 |
Cash used in operations |
13,612,806 |
3,149,894 |
13,235,279 |
|
|
|
|
Net purchase of investments (PECs) |
(26,297,934) |
(132,023,197) |
(186,884,457) |
Net cash used in operating activities |
(12,685,128) |
(128,873,303) |
(173,649,178) |
|
|
|
|
Financing activities |
|
|
|
Net proceeds from Issuance of ordinary shares |
26,672,081 |
21,533,920 |
187,018,305 |
Net proceeds from Issuance of C shares |
- |
110,778,923 |
- |
Dividend paid |
(14,346,949) |
(3,458,881) |
(13,274,097) |
Bank charges paid |
- |
(1,366) |
(2,893) |
Net cash used in financing activities |
12,325,132 |
128,852,596 |
173,741,315 |
|
|
|
|
Net (decrease) / increase in cash and cash equivalents in the period / year |
(359,996) |
(20,707) |
92,137 |
|
|
|
|
Cash and cash equivalents at beginning of the period / year |
687,635 |
595,498 |
595,498 |
Cash and cash equivalents at the end of the period / year |
327,639 |
574,791 |
687,635 |
The notes form an integral part of these condensed financial statements.
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
1. General information
The Company was incorporated on 20 March 2013 and is registered in Jersey as a closed-ended Investment Company. It listed its Euro and Sterling ordinary shares on the London Stock Exchange on 25 June 2013.
The Company's registered address is Liberté House, 19-23 La Motte Street, St Helier, Jersey, JE2 4SY.
2. Accounting policies
The Annual Financial Report is prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union which comprise standards and interpretations approved by the International Accounting Standards Board (IASB), and interpretations issued by the International Financial Reporting Standards and Standing Interpretations Committee as approved by the International Accounting Standards Committee (IASC) which remain in effect. The condensed Half-Yearly Financial Report has been prepared in accordance with International Accounting Standards (IAS) 34 - 'Interim Financial Reporting'. They have also been prepared using the same accounting policies applied for the year ended 31 December 2014 financial statements, which were prepared in accordance with IFRS.
The financial statements have been prepared under a going concern basis. After reviewing the Company's budget and cash flow forecast for the next financial period, the Directors are satisfied that, at the time of approving the financial statements, it is appropriate to adopt the going concern basis in preparing the financial statements.
Prior period comparatives have been updated to conform to the current period presentation.
There have been no changes in accounting policies during the period. The accounting policies in respect of financial instruments are set out below at 2.2 due to the significance of financial instruments to the company.
2.1. Segmental reporting
The Directors view the operations of the Company as one operating segment, being the investment business. All significant operating decisions are based upon analysis of the Company's investments as one segment. The financial results from this segment are equivalent to the financial results of the Company as a whole.
2.2 Financial instruments
a) Classification
The Company classifies its investments as financial assets at fair value through profit or loss. These are financial instruments held for investment purposes. Financial assets also include cash and cash receivables as well as other receivables.
Financial assets designated at fair value through profit or loss at inception
Financial assets designated at fair value through profit or loss at inception are financial instruments that are not classified as held for trading but are managed, and their performance is evaluated on a fair value basis in accordance with the Company's documented investment strategy.
The Company's policy requires the Investment Vehicle Manager and the Directors to evaluate the information about these financial assets on a fair value basis together with other related financial information.
b) Recognition, measurement and derecognition
Purchases and sales of investments are recognised on the trade date - the date on which the Company commits to purchase or sell the investment. Financial assets at fair value through profit or loss are measured initially and subsequently at fair value. Transaction costs are expensed as incurred and movements in fair value are recorded in the statement of comprehensive income.
Financial assets are derecognised when the rights to receive cash flows from the investments have expired or the Company has transferred substantially all risks and rewards of ownership.
c) Fair value estimation
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.
The Company holds PECs issued by the Investment Vehicle. This investment is not listed or quoted on any securities exchange and is not traded regularly and on this basis no active market exists.
The Company relies on the board of the Investment Vehicle making fair value estimates of an equivalent basis to those that would be made under IFRS. As at 30 June 2015, these fair value estimates were subject to review by their independent auditor. The Directors then incorporated those fair value estimates into the Company's balance sheet.
d) Valuation process
The Directors have interviewed representatives of the Investment Vehicle Manager in order to receive assurances for themselves of the composition of the net asset value of the PECs as of the balance sheet date.
The Directors are in ongoing communications with the Investment Manager and hold meetings on a timely basis to discuss performance of the Investment Vehicle and its underlying portfolio and in addition review monthly investment performance reports. The Directors analyse the Investment Vehicle portfolio in terms of both investment mix and fair value hierarchy and consider the impact of the valuation at both the PECs and Investment Vehicle portfolio of general credit conditions and more specifically credit events in the European corporate environment.
PECs
The PECs are valued by the Directors, taking into consideration a range of factors including the audited net asset value of the Investment Vehicle and other relevant available information, including the review of available financial and trading information of the Investment Vehicle and of its underlying portfolio, price of recent transactions of PECs redeemed (if any) and advice received from the Investment Vehicle Manager and such other factors as the Directors, in their sole discretion, deem relevant in considering a positive or negative adjustment to the valuation.
The estimated fair values may differ from the values that would have been realised had a ready market existed and the difference could be material.
The fair value of the investment is reassessed on an ongoing basis by the Directors.
Investment Vehicle Portfolio
The Directors also discuss the Investment Vehicle Manager's monthly valuation process to understand the methodology regarding valuation of level 3 debt securities and collateralised loan obligations (CLOs) held at the Investment Vehicle portfolio, which includes discussion on the assumptions used and significant fair value changes during the period.
Investments in CLOs are primarily valued based on bid prices as provided by a third party pricing service, and may be amended following consideration of the Net Asset Value (NAV) published by the administrator of the CLOs. Furthermore such a NAV is adjusted when necessary, to reflect the effect of the time passed since the calculation date, liquidity risk, limitations on redemptions and other factors. The Compartment classifies the fair value of these investments as Level 3.
Investments in debt securities for which there are limited broker quotes and for which no other evidence of liquidity exists are classified as Level 3, these are then valued by considering in detail the limited broker quotes available for evidence of outliers (which may skew the average) which if existent are then removed, and then by calculating the average of the remaining quotes. If there are no broker quotes, the investment manager produces a pricing memorandum for the Compartment drawing on the International Private Equity Valuation guidelines, which is then discussed, reviewed and accepted by the board and the independent service provider.
If the Investment Vehicle Manager and the independent service provider have difficulty in establishing an agreed upon valuation for an asset, they will discuss and agree alternative valuation methods.
Financial liabilities
e) Classification
The Company classifies its ordinary shares as financial liabilities held at amortised cost. Financial liabilities also include payables which are also held at amortised cost.
f) Recognition, measurement and derecognition
Financial liabilities are measured initially at their fair value plus any directly attributable incremental costs of acquisition or issue.
Ordinary shares are carried at amortised cost being the carrying amount of ordinary share value at which investors have the opportunity to partially tender their shareholding in accordance with the Company's quarterly contractual tender facility.
Gains and losses are recognised in the statement of comprehensive income when the liabilities are derecognised.
3. Investment income
|
Six months ended 30 June 2015 |
Six months ended 30 June 2014 |
Year ended 31 December 2014 |
|
(Unaudited) |
(Unaudited) |
(Audited) |
|
€ |
€ |
€ |
Investment income |
14,393,698 |
3,676,341 |
13,909,512 |
Total income |
14,393,698 |
3,676,341 |
13,909,512 |
Other income of €132,338 (30 June 2014: €nil, 31 December 2014: €204,920) relates to income receivable from CVC Credit Partners Investment Services Management Limited ("the Corporate Services Manager") for reimbursement of share issue costs and AIFMD marketing legal costs paid by the Company on behalf of the Corporate Services Manager. Please refer to Note 4.
4. Operating expenses
|
Six months ended 30 June 2015 |
Six months ended 30 June 2014 |
Year ended 31 December 2014 |
|
(Unaudited) |
(Unaudited) |
(Audited) |
|
€ |
€ |
€ |
Administration fees |
89,282 |
71,521 |
177,538 |
Directors' fees (see note 5) |
99,049 |
131,387 |
146,653 |
Regulatory fees (*) |
9,860 |
26,545 |
90,290 |
Audit fees |
30,408 |
69,845 |
102,366 |
Non-audit fees - interim review services |
10,000 |
10,000 |
10,000 |
Non-audit fees - other services |
- |
8,750 |
16,442 |
Professional fees (*) |
182,388 |
58,923 |
377,209 |
Brokerage fees |
35,017 |
- |
56,514 |
Registrar fees |
27,670 |
- |
64,916 |
Sundry expenses |
78,830 |
61,190 |
41,590 |
Total operating expenses |
562,504 |
438,161 |
1,083,518 |
The costs and expenses of the Placing attributable to the Company have been expensed in the Statement of Comprehensive Income and amounted to a total of €364,640 (30 June 2014: €485,694, 31 December 2014: €550,731).
(*) Note that €nil (30 June 2014: €nil, 31 December 2014: €27,765) of regulatory fees, and €132,338 (30 June 2014: €nil, 31 December 2014: €177,155) of professional fees relate to share issue costs, AIFMD marketing legal costs and set up costs paid by the Company on behalf of the Corporate Services Manager. Total expenses of €132,338 (30 June 2014 €nil, 31 December 2014: €204,920), have been recharged to the Corporate Services Manager.
5. Directors' fees and interests
The Directors are remunerated for their services at a fee of £35,000 per annum (£50,000 for the Chairman). The Chairman of the Audit Committee receives an additional £5,000 for his services in this role. There has been no change in Director fees in comparison to prior period.
During the period the Directors have not received any one off payments in addition to their annual remuneration. During the period ended 30 June 2014 the Directors received a one off payment fee as a result of the Directors carrying out more work than originally anticipated as a result of the Company being a self-managed fund and the additional work arising out of the C share prospectus (Richard Boléat: £20,000, Mark Tucker: £15,000 and David Wood: £10,000).
The Company has no employees. Director's fees payable as at 30 June 2015 were €nil (30 June 2014: €nil, 31 December 2014: €nil).
None of the Directors hold shares in the Company.
No pension contributions were payable in respect of any of the Directors.
Until April 2015 David Wood was a member of the CVC Credit Partners Advisory Board, which is an advisory body established to comment on strategic plans, budgets and markets. Mr Wood has several investments in a number of CVC entities.
CVC Credit Partners Group has established an independent sub-committee (the "Independent Sub-committee") of independent directors drawn from its group board and the boards of certain of its funds and investment vehicles for the purpose of providing review and guidance to the relevant investment committee with respect to situations where there is the potential for (or perception of) a material conflict of interest.
The Independent Sub-committee currently consists of two independent Directors from CVC Investment Services' board of directors (being Douglas Maccabe and Stephen Linney), and David Wood. Any such conflict is required to be presented to the Independent Sub-committee by the relevant portfolio manager and, if necessary, CVC Credit Partners Group's managing partner and/or chief investment officer.
6. Other receivables
|
Six months ended 30 June 2015 |
Six months ended 30 June 2014 |
Year ended 31 December 2014 |
|
(Unaudited) |
(Unaudited) |
(Audited) |
|
€ |
€ |
€ |
Receivable from CVC Credit Partners Investment Services Management Limited |
62,128 |
- |
58,389 |
Other receivable |
- |
43,550 |
- |
Total other receivables |
62,128 |
43,550 |
58,389 |
|
|
|
|
Receivable balance due from CVC Credit Partners Investment Services Management Limited relates to legal costs incurred in the year in respect to AIFMD matters concerning marketing in Europe and share issue costs paid by the Company which are due to be reimbursed to the Company.
The Directors believe that these balances are fully recoverable.
7. Financial Investments held at fair value through profit or loss
|
|
|
||
|
|
Six months ended 30 June 2015 |
Six months ended 30 June 2014 |
Year ended 31 December 2014 |
|
|
(Unaudited) |
(Unaudited) |
(Audited) |
|
|
€ |
€ |
€ |
|
|
|
|
|
PECs - Unquoted investment |
|
642,931,137 |
517,702,077 |
568,219,412 |
|
|
|
|
|
During the period, the Company subscribed for 8,758,399.31 Euro PECs (30 June 2014: 51,243,601.38, 31 December 2014: 60,602,598.50) and 12,141,487.86 Sterling PECs (30 June 2014: 65,855,149, 31 December 2014: 95,088,219.97) issued by the Investment Vehicle.
During the period 194,835.18 (30 June 2014: 4,353,092.50, 31 December 2014: 7,160,863.84) Euro PECs were converted into 139,456.04 Sterling PECs (30 June 2014: 3,578,724.22, 31 December 2014: 5,761,477.31) and 396,712.77 Sterling PECs (30 June 2014: nil, 31 December 2014: 892,507.74) were converted into 513,214.14 Euro PECs (30 June 2014: nil, 31 December 2014: 1,127,589.97) and 18,761.00 (31 December 2014: 7,353.00, 30 June 2014: nil) Sterling PECs were redeemed as part of the Quarterly Contractual Tender.
As at the period ended 30 June 2015 the Company held 228,415,188.38 Euro and 268,037,269.73 Sterling PECs () therefore giving a total of 496,452,458.11 PECs, (30 June 2014: 211,938,736.36 Euro and 225,655,836.28 Sterling PECs ,31 December 2014: 219, 338,410.11 Euro and 265,171,799.60 Sterling PECs). Please refer below for reconciliation of PECs from 1 January 2014:
Compartment A
|
|
|
|
|
Date |
Transaction type |
Euro PEC Units |
Sterling PEC Units |
PEC Total units |
|
|
|
|
|
As at 1 January 2014 |
165,048,227.48 |
156,221,963.06 |
321,270,190.54 |
|
|
|
|
|
|
21/01/2014 |
Monthly conversion |
(990,596.35) |
823,531.23 |
(167,065.12) |
24/02/2014 |
Monthly conversion |
(2,864,449.52) |
2,345,283.23 |
(519,166.29) |
19/03/2014 |
Monthly conversion |
(498,046.63) |
409,909.76 |
(88,136.87) |
21/05/2014 |
PEC subscription |
20,517,290.38 |
- |
20,517,290.38 |
22/07/2014 |
Quarterly tender |
(279,142.00) |
(7,353.00) |
(286,495.00) |
22/07/2014 |
PEC subscription (*) |
30,151,354.00 |
64,460,777.00 |
94,612,131.00 |
27/08/2014 |
Monthly conversion |
627,038.43 |
(495,821.91) |
131,216.52 |
26/09/2014 |
PEC subscription |
9,933,954.12 |
- |
9,933,954.12 |
28/10/2014 |
Monthly conversion |
(1,965,043.66) |
1,525,412.65 |
(439,631.01) |
19/11/2014 |
PEC subscription |
- |
15,787,268.50 |
15,787,268.50 |
27/11/2014 |
Monthly conversion |
(842,727.68) |
657,340.44 |
(185,387.24) |
19/12/2014 |
PEC subscription |
- |
14,840,174.47 |
14,840,174.47 |
29/12/2014 |
Monthly conversion |
500,551.54 |
(396,685.83) |
103,865.71 |
As at 31 December 2014 |
219,338,410.11 |
256,171,799.60 |
475,510,209.71 |
|
|
|
|
|
|
28/01/2015 |
Quarterly tender |
- |
(18,761.00) |
(18,761.00) |
30/01/2015 |
Monthly conversion |
513,214.14 |
(396,712.77) |
116,501.37 |
19/03/2015 |
PEC subscription |
8,758,399.31 |
12,141,487.86 |
20,899,887.17 |
26/06/2015 |
Monthly conversion |
(194,835.18) |
139,456.04 |
(55,379.14) |
As at 30 June 2015 |
228,415,188.38 |
268,037,269.73 |
496,452,458.11 |
Compartment AA
|
|
|
|
|
Date |
Transaction type |
Euro PECs |
Sterling PECs |
PEC Total |
19/04/2014 |
PEC subscription |
30,726,311.00 |
65,855,149.00 |
96,581,460.00 |
22/07/2014 |
PEC redemption (*) |
(30,726,311.00) |
(65,855,149.00) |
(96,581,460.00) |
As at 31 December 2014 |
- |
- |
- |
No C shares have been issued during the period ended 30 June 2015.
(*) - On the 22 July 2014, the Company converted 30,726,311.00 Euro PECs and 65,855,149.00 Sterling PECs (Compartment AA - attached to C shares) into 30,151,354.00 Euro PECs and 64,460,777.00 Sterling PECs respectively (Compartment A - attached to ordinary shares).
The Investment Vehicle's investment objective is to provide investors with regular income returns and capital appreciation from a diversified portfolio of sub-investment grade debt instruments. The Company is entitled to receive income distributions every six months, which will equate to not less than 75% of the net income of the Company's investment in the Investment Vehicle.
The Investment Vehicle Manager pursues the Investment Vehicle's investment policy subject to the Investment Vehicle's Investment Limits and Borrowing Limit as explained in the Company's prospectus.
Fair value hierarchy
IFRS 13 'Fair Value Measurement' requires an analysis of investments valued at fair value based on the reliability and significance of information used to measure their fair value.
The Company categorises its financial assets according to the following fair value hierarchy detailed in IFRS 13, that reflects the significance of the inputs used in determining their fair values;
Level 1: Quoted market price (unadjusted) in an active market for an identical instrument.
Level 2: Valuation techniques based on observable inputs, either directly (i.e., as prices) or indirectly (i.e., derived from prices). This category includes instruments valued using: quoted market prices in active markets for similar instruments; quoted prices for identical or similar instruments in markets that are considered less than active; or other valuation techniques where all significant inputs are directly or indirectly observable from market data.
Level 3: Valuation techniques using significant unobservable inputs. This category includes all instruments where the valuation technique includes inputs not based on observable data and the unobservable variable inputs have a significant effect on the instrument's valuation. This category includes instruments that are valued based on quoted prices for similar instruments where significant unobservable adjustments or assumptions are required to reflect differences between the instruments.
|
Level 1 |
Level 2 |
Level 3 |
Six months ended 30 June 2015 |
|
(Unaudited) |
(Unaudited) |
(Unaudited) |
(Unaudited) |
|
€ |
€ |
€ |
€ |
Financial assets |
|
|
|
|
Financial investments held at fair value through profit and loss |
- |
- |
642,931,137 |
642,931,137 |
|
|
|
|
|
Financial liabilities |
|
|
|
|
Ordinary shares (*) |
636,865,350 |
- |
- |
636,865,350 |
|
|
|
||
|
Level 1 |
Level 2 |
Level 3 |
Six months ended 30 June 2014 |
|
(Unaudited) |
(Unaudited) |
(Unaudited) |
(Unaudited) |
|
€ |
€ |
€ |
€ |
Financial assets |
|
|
|
|
Financial investments held at fair value through profit and loss |
- |
- |
517,702,077 |
517,702,077 |
|
|
|
|
|
Financial liabilities |
|
|
|
|
Ordinary shares (*) |
517,489,416 |
- |
- |
517,489,416 |
|
|
|
|
|
|
|
|
||
|
|
|
||
|
Level 1 |
Level 2 |
Level 3 |
Year ended 31 December 2014 |
|
€ |
€ |
€ |
€ |
Financial assets |
|
|
|
|
Financial investments held at fair value through profit and loss |
- |
- |
568,219,412 |
568,219,412 |
|
|
|
|
|
Financial liabilities |
|
|
|
|
Ordinary shares (*) |
580,148,023 |
- |
- |
580,148,023 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
* - Please note for disclosure purposes only Ordinary shares have been disclosed at fair value using the quoted price in accordance with IFRS 13. As disclosed in note 2.2, the Company classifies its ordinary shares as financial liabilities held at amortised cost.
Level 3 reconciliation - PECs
The following table shows a reconciliation of all movements in the fair value of financial instruments categorised within Level 3 between the beginning and the end of the reporting period.
|
Compartment A |
Compartment AA |
Six months ended 30 June 2015 Total |
|
€ |
€ |
€ |
Balance as at 1 January 2015 |
568,219,412 |
- |
568,219,412 |
Purchases of investments (PECs) |
26,338,801 |
- |
26,338,801 |
Subscriptions arising from conversion of investments (PECs) |
739,501 |
- |
739,501 |
Redemption proceeds arising from conversion of investments (PECs) |
(755,016) |
- |
(755,016) |
Redemption proceeds arising from quarterly tenders of investments (PECs) |
(25,352) |
- |
(25,352) |
Net gains on investments held at fair value |
15,628,766 |
- |
15,628,766 |
Foreign exchange gain on investments held at fair value |
32,785,025 |
- |
32,785,025 |
Balances as at 30 June 2015 |
642,931,137 |
- |
642,931,137 |
|
|
|
|
Total gains and losses on investments for the six months ended 30 June 2015 |
15,628,766 |
- |
15,628,766 |
During 2015, there were no reclassifications between levels of the fair value hierarchy.
|
Compartment A |
Compartment AA |
Six months ended 30 June 2014 Total |
|
€ |
€ |
€ |
Balance as at 1 January 2014 |
365,938,563 |
- |
365,938,563 |
Purchases of investments (PECs) |
21,457,092 |
110,437,384 |
131,894,476 |
Subscriptions arising from conversion of investments (PECs) |
4,632,935 |
- |
4,632,935 |
Redemption proceeds arising from conversion of investments (PECs) |
(4,504,214) |
- |
(4,504,214) |
Net gains on investments held at fair value |
8,191,702 |
1,328,652 |
9,520,354 |
Foreign exchange gain on investments held at fair value |
7,664,784 |
2,555,179 |
10,219,963 |
Balances as at 30 June 2014 |
403,380,862 |
114,321,215 |
517,702,077 |
|
|
|
|
Total gains and losses on investments for the six months ended 30 June 2014 |
8,191,702 |
1,328,652 |
9,520,354 |
During 2014, there were no reclassifications between levels of the fair value hierarchy.
|
Compartment A |
Compartment AA |
Year ended 31 December 2014 Total |
|
€ |
€ |
€ |
Balance as at 1 January 2014 |
365,938,563 |
- |
365,938,563 |
Purchases of investments (PECs) |
187,240,626 |
110,437,384 |
297,678,010 |
Subscriptions arising from conversion of investments (PECs) |
8,515,966 |
- |
8,515,966 |
Redemption proceeds arising from conversion of investments (PECs) |
(8,574,614) |
(115,467,147) |
(124,041,761) |
Redemption proceeds arising from quarterly tenders of investments (PECs) |
(297,521) |
- |
(297,521) |
Net gains on investments held at fair value |
(1,011,700) |
1,341,875 |
330,175 |
Foreign exchange gain on investments held at fair value |
16,408,092 |
3,687,888 |
20,095,980 |
Balances as at 31 December 2014 |
568,219,412 |
- |
568,219,412 |
|
|
|
|
Total gains and losses on investments for the year ended 31 December 2014 |
(1,011,700) |
1,341,875 |
330,175 |
During 2014, there were no reclassifications between levels of the fair value hierarchy.
Quantitative information of significant unobservable inputs - Level 3 - PECs
|
|
|
|
|
|
Description |
30 June 2015 |
Valuation technique |
Unobservable input |
Range (weighted average) |
|
|
€ |
|
|
|
|
|
|
|
|
|
|
PECs |
642,931,137 |
Adjusted net asset value |
Discount for lack of liquidity |
0-2% |
|
|
|
|
Net asset value |
1.30 (*) |
|
|
|
|
|
|
|
Description |
30 June 2014 |
Valuation technique |
Unobservable input |
Range (weighted average) |
|
|
€ |
|
|
|
|
|
|
|
|
|
|
PECs |
517,702,077 |
Adjusted net asset value |
Discount for lack of liquidity |
0-2% |
|
|
|
|
Net asset value |
1.18 (*) |
Description |
31December 2014 |
Valuation technique |
Unobservable input |
Range (weighted average) |
|
€ |
|
|
|
|
|
|
|
|
PECs |
568,219,412 |
Adjusted net asset value |
Discount for lack of liquidity |
0-3% |
|
|
|
Net asset value |
1.19 (*) |
The Directors believe that it is appropriate to measure the PECs at the net asset value of the investments held at the Investment Vehicle, adjusted for percentage holding of PECs in the Investment Vehicle.
(*) Net asset value of the Investment Vehicle attributable per PEC unit.
Sensitivity analysis to significant changes in unobservable inputs within Level 3 hierarchy - Level 3 - PECs
The significant unobservable inputs used in the fair value measurement categorised within Level 3 of the fair value hierarchy together with a quantitative sensitivity analysis as at 30 June 2015 and comparative are as shown below:
As at 30 June 2015
Description |
Input |
Sensitivity used |
Effect on fair value € |
PECs |
Discount for lack of liquidity |
2% |
12,858,623 |
As at 30 June 2014
Description |
Input |
Sensitivity used |
Effect on fair value € |
PECs |
Discount for lack of liquidity |
2% |
10,354,042 |
As at 31 December 2014
Description |
Input |
Sensitivity used |
Effect on fair value € |
PECs |
Discount for lack of liquidity |
3% |
11,364,388 |
Please refer to note 2.2 for valuation methodology of PECs.
8. Cash and cash equivalents
|
|
|
||
|
|
Six months ended 30 June 2015 |
Six months ended 30 June 2014 |
Year ended 31 December 2014 |
|
|
(Unaudited) |
(Unaudited) |
(Audited) |
|
|
€ |
€ |
€ |
Total cash and cash equivalents |
|
327,639 |
574,791 |
687,635 |
|
9. Payables
|
|
|
||
|
|
Six months ended 30 June 2015 |
Six months ended 30 June 2014 |
Year ended 31 December 2014 |
|
|
(Unaudited) |
(Unaudited) |
(Audited) |
|
|
€ |
€ |
€ |
Administration fees |
|
(33,235) |
(17,545) |
(18,105) |
Auditors' fees |
|
- |
- |
(79,899) |
Other payables |
|
(129,452) |
(84,597) |
(74,800) |
Total payables |
|
(162,687) |
(102,142) |
(172,804) |
|
10. Contingent liabilities and commitments
As at 30 June 2015, the Company had no contingent liabilities or commitments (30 June 2014: nil, 31 December 2014: nil).
11. Stated capital
|
Number of shares |
Stated capital |
Number of shares |
Stated capital |
Number of shares |
Stated capital |
|
30 June 2015 |
30 June 2015 |
30 June 2014 |
30 June 2014 |
31 December 2014 |
31 December 2014 |
|
(Unaudited) |
(Unaudited) |
(Unaudited) |
(Unaudited) |
(Audited) |
(Audited) |
|
|
€ |
|
€ |
|
€ |
Management shares |
2 |
- |
2 |
- |
2 |
- |
|
|
|
|
|
|
|
Management shares
Management shares are non redeemable, have no par value and no voting rights, and also no profit allocated to them for the earnings per share calculation.
Management shares are however entitled to receive an annual cumulative dividend at a fixed rate of £10 per management share (the "Preferred Dividend"), irrespective of whether their management shares are denominated in Sterling or in any other currency.
12. Ordinary and C shares
|
Number of shares |
Stated capital |
Number of shares |
Stated capital |
Number of shares |
Stated capital |
|
30 June 2015 |
30 June 2015 |
30 June 2014 |
30 June 2014 |
31 December 2014 |
31 December 2014 |
|
(Unaudited) |
(Unaudited) |
(Unaudited) |
(Unaudited) |
(Audited) |
(Audited) |
|
|
€ |
|
€ |
|
€ |
|
|
|
|
|
|
|
Euro ordinary shares |
230,375,407 |
232,389,312 |
182,886,210 |
183,561,202 |
221,230,706 |
222,993,572 |
Sterling ordinary shares |
270,249,675 |
386,146,112 |
161,304,834 |
201,790,351 |
258,294,836 |
336,585,674 |
|
|
|
|
|
|
|
Euro C shares |
- |
- |
30,958,500 |
30,819,187 |
- |
- |
Sterling C shares |
- |
- |
66,352,795 |
82,514,916 |
- |
- |
Total |
500,625,082 |
618,535,424 |
441,502,339 |
498,685,656 |
479,525,542 |
559,579,246 |
|
|
|
|
|
|
|
|
Ordinary shares |
C shares |
Six months ended 30 June 2015 Total |
|
€ |
€ |
€ |
Balance as at 1 January 2015 |
559,579,246 |
- |
559,579,246 |
Issue of shares |
26,712,998 |
- |
26,712,998 |
Subscriptions arising from conversion of shares |
739,622 |
- |
739,622 |
Redemption proceeds arising from conversion of shares |
(755,682) |
- |
(755,682) |
Redemption proceeds arising from quarterly tenders of shares |
(24,857) |
- |
(24,857) |
Foreign currency exchange loss on shares |
32,284,097 |
- |
32,284,097 |
Balances as at 30 June 2015 |
618,535,424 |
- |
618,535,424 |
|
|
|
|
|
Ordinary shares |
C shares |
Year ended 31 December 2014 Total |
|
|
|
|
|
€ |
€ |
€ |
Balance as at 1 January 2014 |
|
|
|
|
356,152,849 |
- |
356,152,849 |
Issue of shares |
|
|
|
|
21,607,538 |
111,271,923 |
132,879,461 |
Subscriptions arising from conversion of shares |
4,502,435 |
- |
4,502,435 |
||||
Redemption proceeds arising from conversion of shares |
(4,515,540) |
- |
(4,515,540) |
||||
Foreign currency exchange loss on shares |
7,604,271 |
2,062,180 |
9,666,451 |
||||
Balances as at 30 June 2014 |
|
|
385,351,553 |
113,334,103 |
498,685,656 |
|
Ordinary shares |
C shares |
Year ended 31 December 2014 Total |
|
€ |
€ |
€ |
Balance as at 1 January 2014 |
356,152,849 |
- |
356,152,849 |
Issue of shares |
187,326,998 |
111,271,923 |
298,598,921 |
Subscriptions arising from conversion of shares |
8,536,420 |
- |
8,536,420 |
Redemption proceeds arising from conversion of shares |
(8,591,839) |
- |
(8,591,839) |
Redemption proceeds arising from quarterly tenders of shares |
(291,716) |
- |
(291,716) |
Redemption proceeds arising for C share conversion |
- |
(116,263,244) |
(116,263,244) |
Loss on conversion of C share redemption |
- |
1,275,565 |
1,275,565 |
Foreign currency exchange loss on shares |
16,446,534 |
3,715,756 |
20,162,290 |
Balances as at 31 December 2014 |
559,579,246 |
- |
559,579,246 |
Ordinary shares
The Company has two classes of ordinary shares, being Euro ordinary shares and Sterling ordinary shares.
On 19 March 2015, 8,823,766 Euro ordinary shares and 12,232,782 Sterling ordinary shares were issued at a price of €1.0404 and £1.0444, raising gross proceeds of €9,180,246 and £12,775,917 respectively.
As at 30 June 2015, the Company had 230,656,282 Euro ordinary shares (inclusive of 280,875 treasury shares) and 270,275,514 Sterling ordinary shares (inclusive of 25,839 treasury shares). The movement is a result of monthly conversions which have taken place during the period between share classes.
Each Euro ordinary share holds 1 voting right, and each Sterling ordinary share holds 1.17 voting rights.
Voluntary conversion
The Company offers a monthly conversion facility pursuant to which holders of ordinary shares of one class may convert such shares into ordinary shares of any other class, subject to regulatory considerations as detailed in the prospectus.
Such conversion will be effected on the basis of the ratio of the net asset value per class to be converted (calculated in Euro less the costs of effecting such conversion and adjusting any currency hedging arrangements and taking account of dividends resolved to be paid), to the net asset value per class of the shares into which they will be converted (also calculated in Euro), in each case on the relevant conversion calculation date being the first business day of the month.
During the period 400,000 Sterling ordinary shares were converted into 517,442 Euro ordinary shares and 196,507 Euro ordinary shares were converted into 140,495 Sterling ordinary shares.
The ordinary shares of each class carry the right to receive all income of the Company attributable to such class of ordinary share, and to participate in any distribution of such income made by the Company and within each such class such income shall be divided pari passu among the Shareholders in proportion to the shareholdings of that class.
Dividends
Dividends are expected to be paid half-yearly. Please refer below for amounts recognised as dividend distributions to ordinary shareholders in the period ended 30 June 2015.
|
Ex-dividend date |
Payment date |
£ equivalent |
€ (*) |
For the period ended 30 June 2014 |
|
|
|
|
Sterling - £0.01 per share |
25/06/2014 |
22/07/2014 |
4,032,621 |
4,910,119 |
Euro - €0.01 per share |
25/06/2014 |
22/07/2014 |
- |
4,572,155 |
|
|
|
|
|
|
|
|
|
|
For the period ended 31 December 2014 |
|
|
|
|
Sterling - £0.025 per share |
05/02/2015 |
20/02/2015 |
6,446,910 |
8,803,246 |
Euro - €0.025 per share |
05/02/2015 |
20/02/2015 |
- |
5,543,701 |
|
|
|
|
|
(*) - translated as at dividend payment date. |
|
|
|
No dividends were declared for the six month period ended 30 June 2015 as at the 30 June 2015. Please refer to note 15 for further information subsequent to the reporting period.
Tender offer
As the Company has been established as a closed-ended vehicle, there is no right or entitlement attaching to the ordinary shares that allows them to be redeemed or repurchased by the Company at the option of the Shareholder. The Company has, however, established a Contractual Quarterly Tender facility that enables Shareholders to tender their shares in the Company in accordance with a stated contracted mechanism.
The Directors believe that the Company's Contractual Quarterly Tender mechanism should provide Shareholders with additional liquidity when compared with other listed closed-ended investment companies.
The offer of Contractual Quarterly Tenders will be subject to annual Shareholder approval and subject to the terms, conditions and restrictions as set out in the prospectus. The Company will be subject to annual Shareholder approval to tender each quarter for up to 24.99 per cent. of the shares in issue at the relevant quarter record date, (being the date on which the number of shares then in issue will be recorded for the purposes of determining the restrictions), subject to a maximum annual limit of 50 per cent. of the shares in issue.
However, it is important to note that Contractual Quarterly Tenders, if made, are contingent upon certain factors including, but not limited to, the Company's ability to finance tender purchases through submitting redemption requests to the Investment Vehicle to redeem a pro rata amount of Company Investment Vehicle Interests.
Factors, including restrictions at the Investment Vehicle level on the amount of PECs which can be redeemed, may mean that sufficient Company Investment Vehicle Interests cannot be redeemed and, consequently, tender purchases in any given quarter may be scaled back on a pro rata basis.
Shareholders should therefore have no expectation of being able to tender their shares to the Company successfully on a quarterly basis.
In addition to the Contractual Quarterly Tender facility, the Directors may seek Shareholder approval to grant them the power to make ad hoc market purchases of Shares, although it is not currently anticipated that the Directors will seek this authority. If such authority is sought and subsequently granted, the Directors will have complete discretion as to the timing, price and volume of shares to be purchased. Shareholders should not place any reliance on the willingness of the Directors so to act.
In the absence of the availability of the Contractual Quarterly Tender facility Shareholders wishing to realise their investment in the Company will be required to dispose of their shares on the stock market.
Accordingly, Shareholders' ability to realise their investment at any particular price and/or time may be dependent on the existence of a liquid market in the shares.
During the period nil Euro shares (30 June 2014: nil, 31 December 2014: 280,875) and 18,438 Sterling shares (30 June 2014: nil, 31 December 2014: 7,401) were redeemed as part of the Contractual Quarterly Tender facility and held by the Company in the form of treasury shares. Treasury shares do not carry any right to attend or vote at any general meeting of the Company. In addition, the Contractual Quarterly Tenders and the voluntary conversion facility are not available in respect of Treasury shares.
As at 30 June 2015, 280,875 (30 June 2014: nil, 31 December 2014: 280,875) Euro shares and 25,839 Sterling shares (30 June 2014: nil, 31 December 2014: 7,401) are held as treasury shares.
C shares
On the 3 April 2014, the Company issued two classes of C shares, being Euro C shares and Sterling C shares. 30,958,500 Euro C shares and 66,352,795 Sterling C shares were issued at a price of €1 and £1 per C share respectively.
As at 30 June 2015, the Company held nil Euro C shares (30 June 2014: 30,958,500, 31 December 2014: nil) and nil Sterling C shares (30 June 2014: 66,352,795, 31 December 2014: nil).
C Shares do not carry any right to attend or vote at any general meeting of the Company (but holders of C shares are entitled to receive notice of such general meetings). In addition, the Contractual Quarterly Tenders and the voluntary conversion facility are not available in respect of C Shares, although they are available to holders of ordinary shares arising on the Conversion of their C shares.
Notwithstanding any other provision of the Articles, the holders of any class of C Shares will be entitled to receive such dividends as the Directors may resolve to pay to such holders out of the assets attributable to such class of C Shares (as determined by the Directors).
In accordance with paragraph 11 of IAS 32 (Financial Instruments: Presentation), C shares are classified as a liability prior to conversion due to the inherent variability of the number of ordinary shares attributable to C shareholders on conversion.
Basic and diluted earnings per share
|
|
|
|
|
|
|
|
30 June 2015 |
30 June 2015 |
30 June 2014 |
30 June 2014 |
31 December 2014 |
31 December 2014 |
|
(Unaudited) |
(Unaudited) |
(Unaudited) |
(Unaudited) |
(Audited) |
(Audited) |
|
£ |
€ |
£ |
€ |
£ |
€ |
|
|
|
|
|
|
|
Euro ordinary shares |
|
|
|
|
|
|
(Decrease) / increase in net assets for the period / year |
- |
6,857,831 |
- |
(835,299) |
- |
(701,713) |
Earnings per share |
- |
0.030200 |
- |
(0.004966) |
- |
(0.003665) |
|
|
|
|
|
|
|
Sterling ordinary shares |
|
|
|
|
|
|
(Decrease) / increase in net assets for the period /year |
6,452,611 |
8,007,046 |
(653,591) |
(795,812) |
(568,087) |
(704,939) |
Earnings per share |
0.024338 |
0.030200 |
(0.004079) |
(0.004966) |
(0.002954) |
(0.003665) |
|
|
|
|
|
|
|
Euro C shares |
|
|
|
|
|
|
Increase in net assets for the period/ year |
- |
- |
- |
293,073 |
- |
- |
Earnings per share |
- |
- |
- |
0.009467 |
- |
- |
|
|
|
|
|
|
|
Sterling C shares |
- |
- |
515,882 |
628,139 |
- |
- |
Increase in net assets for the period / year |
- |
- |
0.007775 |
0.009467 |
- |
- |
Earnings per share |
|
|
|
|
|
|
|
|
|
|
|
|
|
13. Net asset value per share
|
|
|
|
|
|
|
|
30 June 2015 |
30 June 2015 |
30 June 2014 |
30 June 2014 |
31 December 2014 |
31 December 2014 |
|
(Unaudited) |
(Unaudited) |
(Unaudited) |
(Unaudited) |
(Audited) |
(Audited) |
|
£ |
€ |
£ |
€ |
£ |
€ |
Euro ordinary shares |
|
|
|
|
|
|
Net asset value |
- |
241,493,770 |
- |
187,466,496 |
- |
226,691,757 |
Net asset value per share |
- |
1.0483 |
- |
1.0250 |
- |
1.0247 |
|
|
|
|
|
|
|
Sterling ordinary shares |
|
|
|
|
|
|
Net asset value |
284,862,067 |
401,684,001 |
165,607,000 |
206,910,372 |
265,696,406 |
342,137,262 |
Net asset value per share |
1.0541 |
1.4863 |
1.0268 |
1.2827 |
1.0287 |
1.3246 |
|
|
|
|
|
|
|
Euro C shares |
|
|
|
|
|
|
Net asset value |
- |
- |
- |
31,078,929 |
- |
- |
Net asset value per share |
- |
- |
- |
1.0039 |
- |
- |
|
|
|
|
|
|
|
Sterling C shares |
|
|
|
|
|
|
Net asset value |
- |
- |
66,621,607 |
83,176,385 |
- |
- |
Net asset value per share |
- |
- |
1.0035 |
1.2535 |
- |
- |
14. Related Party Disclosure
All transactions between related parties were conducted on terms equivalent to those prevailing in an arm's length transaction.
The Directors are entitled to remuneration for their services. Please refer to Note 5 for further detail.
15. Material events after the Statement of Financial Position date
Management has evaluated subsequent events for the Company through 24 August 2015, the date the financial statements are available to be issued, and had concluded there are not any material events that require disclosure or adjustment of the financial statements other than those listed below:
On 2 July 2015, the Company declared a dividend of €0.025 per Euro ordinary share (total €5,759,385) and £0.025 per Sterling ordinary share (total £6,748,267). The dividend was paid to Shareholders on 7 August 2015. On 7 August 2015 the Company declared and paid a preferred dividend of £4.60 per management share.
On 30 July 2015, the Company converted 319,013 Sterling ordinary shares into 452,787 Euro ordinary shares. As a result of this conversion, the Company had 230,656,282 Euro ordinary shares and 269,926,882 Sterling ordinary shares (inclusive of treasury shares).
On 10 August 2015, the Company announced a tender request of 37,446,615 Euro ordinary shares and 1 Sterling ordinary share in respect to the September 2015 quarterly tender process.
On 12 August 2015, 348,632 Sterling ordinary shares were tendered in line with the Company's Contractual Quarterly tender mechanism. These shares have been transferred to the Company's name and held in treasury.
On 28 August 2015, the Company will convert 947,232 Euro ordinary shares into 666,439 Sterling ordinary shares. As a result of this conversion, the Company will have 230,161,837 Euro ordinary shares and 270,622,940 Sterling ordinary shares (inclusive of treasury shares).
16. Controlling party
In the Directors' opinion, the Company has no ultimate controlling party.
Company information
|
||
|
|
|
|
|
|
Registered Office |
|
Advocates to the Company |
Liberté House |
|
(as to Jersey law) |
19-23 La Motte Street St Helier, Jersey JE2 4SY
|
|
Bedell Cristin 26 New Street St Helier, Jersey JE2 3RA |
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Investment Vehicle Manager |
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Custodian |
CVC Credit Partners Investment Management Limited |
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BNP Paribas Securities Services S.C.A., Jersey Branch |
111 Strand, London WC2R 0AG
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19-23 La Motte Street St Helier, Jersey JE2 4SY |
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Corporate Services Manager |
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Reporting Accountant and Auditor |
CVC Credit Partners Investment Services Management Limited |
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Ernst & Young LLP 25 Churchill Place |
22-24 Seale Street, St. Helier, Jersey JE2 3QG |
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London SE1 2AF
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Corporate Brokers |
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Administrator and Company Secretary |
Goldman Sachs International Peterborough Court, 133 Fleet Street |
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BNP Paribas Securities Services S.C.A., Jersey Branch |
London EC4A 5ER
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19-23 La Motte Street St Helier, Jersey JE2 4SY |
Dexion Capital plc 1 Tudor Street London EC4Y 0AH |
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BNP Paribas Securities Services S.C.A. Jersey Branch is regulated by the Jersey Financial Services Commission.
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Solicitors to the Company |
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Registrar |
(as to English law and U.S. securities law) |
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Capita Registrars (Jersey) Limited |
Paul Hastings LLP Ten Bishops Square Eighth Floor London E1 6EG |
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12 Castle Street St Helier, Jersey JE2 3RT |
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Receiving Agent |
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Capita Registrars |
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Corporate Actions |
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The Registry, 34 Beckenham Road Beckenham, Kent BR3 4TU |
Ends
Enquiries:
CVC Credit Partners European Opportunities Limited - Richard Boléat, Chairman
Tel: +44 (0) 1534 625522
BNP Paribas Securities Services S.C.A., Jersey Branch - Company Secretary
Tel: +44 (0) 1534 813800
A copy of the Company's Half-Yearly Financial Report will be available shortly from the Company Secretary, (BNP Paribas Securities Services S.C.A., Jersey Branch, 19-23 La Motte Street, St Helier, Jersey, JE2 4SY), or will be circulated on the Company's website (www.ccpeol.com)
Neither the contents of the Company's website nor the contents of any website accessible from hyperlinks on the Company's website (or any other website) is incorporated into, or forms part of, this announcement.
CVC Credit Partners European Opportunities Limited is regulated by the Jersey Financial Services Commission
This information is provided by RIS
The company new service from the London Stock Exchange
A copy of this announcement is and will be available, subject to certain restrictions relating to persons resident in restricted jurisdictions for inspection on the Company's web site at www.ccpeol.com