GOLDEN PROSPECT PRECIOUS METALS LIMITED
Interim Results Announcement
The financial information set out in this announcement reproduces the Company's unaudited interim report and financial statements for the period ended 30 June 2009.
Summary Information
Structure
Golden Prospect Precious Metals Limited ('the Company') was incorporated in Guernsey on 16 October 2006 under the Companies Law (Guernsey) 1994 as a limited liability closed-end investment company.
The Company's ordinary shares and warrants were admitted to trading on AIM, the market of that name operated by the London Stock Exchange on 28 November 2006. On 5 June 2009, a special resolution was passed authorising the cancellation of the admission to trading on AIM. On 16 June 2009, the Company was simultaneously admitted to trading on the International Bulletin Board of the London Stock Exchange (ITBB) and cancelled from trading on AIM.
The Company's ordinary shares and warrants were admitted to the Official List of the Channel Islands Stock Exchange ('CISX') on 24 June 2008.
On 9 April 2009 the Company issued 18,924,294 new Ordinary shares at a value of £7,569,718.
Investment Objective and Policy
The Company's investment objective is to generate above average returns for Shareholders primarily through the capital appreciation of its investments. The Directors believe that such returns can be obtained by investing in a selective portfolio of securities and other instruments in the precious metals, diamond and uranium sectors.
Chairman's Statement
Introduction
Over the last six months, we witnessed a market recovery, post the bursting of the largest credit bubble in history. The performance of gold and other precious metals have been shaped by this event.
Investment performance
The performance over the last six months for gold has been steady. In US dollar terms, it returned 5% over that period. However, in Sterling terms, gold declined by 7%.
The fund performance over that period has been encouraging. During that same period, the Company's share price has appreciated by 45%. In terms of NAV, the fund has appreciated by 15%.
We are very pleased with the way New City Investment Managers Limited have positioned the portfolio to reflect the new investment environment.
We are also pleased to report that the Company was successful in raising £7.6m in April.
Outlook
The outlook for gold and gold shares for the second half of the year is bright. The events of the first six months highlighted the strategy of Central Banks and Governments around the world, which is to add liquidity to the financial system. This increase in liquidity whether it is coming from Quantitative easing, monetary policy or fiscal policy has helped the financial players to recover some profits and more importantly increased the market's appetite for risk.
As a result the equity and bond markets have been recovering, particularly in the financial sector. To a degree, gold and gold stocks have not performed as well and one can argue that they have been left behind in favour of higher risk and lower quality investments.
We believe that the market will soon look forward and realise that the economy may not be recovering as fast as investors expected and hence allocate assets to gold and gold equities.
Malcolm Alec Burne
Chairman
11 August 2009
Board Members
Directors of the Company
The Directors have overall responsibility for the Company's activities including the review of its activities and performance.
The three Directors of the Company, all of whom are non-executive are listed below:
Malcolm Burne, is a former stockbroker and financial journalist with The Financial Times. He has controlled and managed fund management, venture capital and investment banking companies in London, Australia, Hong Kong and North America. He has been a director of over 20 companies, many of which have been in the mineral resource and gold exploration fields. In 1997, he founded Golden Prospect plc and was executive chairman until 2007 when the company changed its name to Ambrian Capital plc. In addition, he was executive chairman of the Australian Bullion Company (Pty) Ltd., which at the time was Australia's leading gold dealer and member of the Sydney Futures Exchange. He is currently a director of several other resources companies in Australia, the UK and Canada.
Kaare Foy, has been a director of Great Panther Resources Limited, a silver exploration and mining company based in Vancouver, since 1994. He is currently executive chairman of Great Panther and has been heavily involved with its silver and gold projects in North America. He also serves as executive chairman for Canadian exploration company Cangold Limited. Kaare has been a director of several other resource exploration and mining companies over the past eight years and worked with Malcolm Burne at the Australian Bullion Company (Pty) Ltd during the 1980s.
Robert King, is a Director of Cannon Asset Management Limited, which he joined in February 2007. Prior to this he was a director of Northern Trust International Fund Administration Services (Guernsey) Limited where he worked from 1990 until February 2007, specialising in the administration of offshore open and closed ended investment funds. He has been in the offshore fund administration industry since 1986. He holds a number of board appointments in other investment companies.
Investment Manager's Report
Over the six months to 30 June, the gold price has essentially been range trading. It did briefly exceed $1000 an oz in February and got as low as $865 in April. The NAV of the Company opened the year at 35.09p and finished at 40.21p, a positive return of 15% versus a gold price return of -7% over that same period.
The first six months of the year can be characterised by two distinct halves. The first half was filled with doom and gloom, where equity and commodities markets were weak whilst the dollar was strong. The financial stocks were particularly under pressure and there was massive deleveraging.
In spring, Ben Bernanke, Federal Reserve chairman, announced the arrival of green shoots and the equity and commodity markets have been recovering ever since. Behind the scenes are creative ways in which Central Banks around the world attempt to revive global economies by providing massive doses of liquidity. Quantitative easing was the mantra of major central banks and loose fiscal policies were also employed.
So where are we now? The general equity and commodity markets have recovered and the world is now expecting imminent recovery in global economies. Sadly, everything we have seen has not led us to that conclusion. We have seen a massive destocking at the end 2008 and now we are seeing a return to some normality and hence a restocking is completely normal. From here, we would expect to see the global economy continue to remain sluggish and any recovery is likely to be slow.
From gold's point of view, we remain optimistic as the vast amounts of government spending and quantitative easing is likely to put pressure on government balance sheets and eventually will weaken their currencies. This position is very bullish for gold as we see gold as the strongest currency.
From a portfolio perspective, we have used the last six months to improve the quality of the portfolio. Whilst we retain a cautious stance for now and still hold a sizeable percentage of the portfolio is large cap producers, we have started to increase the weight of the mid and smaller size producers in the portfolio which are still undervalued. We have not yet increased the weighting of the developers or explorers. As we have maintained, when the gold bull market resumes, then some of the biggest gains will come from the developers and explorers and hence we continue to monitor our favourite names in that space.
John Wong
Will Smith
New City Investment Managers Limited
11 August 2009
Statement of Comprehensive Income (Unaudited)
For the period from 1 January 2009 to 30 June 2009
|
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|
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01.01.09 |
|
01.01.08 |
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to 30.06.09 |
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to 30.06.08 |
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Notes |
Revenue |
|
Capital |
|
Total |
|
Total |
|
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|
|
|
£ |
|
£ |
|
£ |
|
£ |
Income |
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|
|
Dividend income from equity securities |
|
|
|
|
|
|
|
|||||
designated at fair value through profit or loss |
29,964 |
|
- |
|
29,964 |
|
16,928 |
|||||
Interest income for financial assets |
|
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|
|
|
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|
|||||
that are not at fair value through profit or loss: |
|
|
|
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|
|||||
Cash and cash equivalents |
|
1 |
3,591 |
|
- |
|
3,591 |
|
9,737 |
|||
|
|
|
|
|
|
33,555 |
|
- |
|
33,555 |
|
26,665 |
Net gains/(losses) on financial assets at fair |
|
|
|
|
|
|
|
|||||
value through profit or loss |
|
1,6 |
- |
|
1,245,490 |
|
1,245,490 |
|
(2,460,147) |
|||
Net (losses)/gains on foreign currency |
1 |
(124,952) |
|
- |
|
(124,952) |
|
14,511 |
||||
Total income/(expense) |
|
|
(91,397) |
|
1,245,490 |
|
1,154,093 |
|
(2,418,971) |
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
Investment Management fees |
|
4 |
(68,693) |
|
- |
|
(68,693) |
|
(98,735) |
|||
Administration fees |
|
4 |
(30,993) |
|
- |
|
(30,993) |
|
(32,550) |
|||
Custodian fees |
|
|
|
4 |
(11,459) |
|
- |
|
(11,459) |
|
(9,895) |
|
Directors' fees |
|
|
|
4 |
(18,000) |
|
- |
|
(18,000) |
|
(30,000) |
|
Audit fees |
|
|
|
|
(4,875) |
|
- |
|
(4,875) |
|
(4,987) |
|
Transaction costs |
|
|
|
|
(41,061) |
|
- |
|
(41,061) |
|
(6,031) |
|
Brokerage fees |
|
|
|
|
(22,500) |
|
- |
|
(22,500) |
|
(22,500) |
|
Directors' insurance costs |
|
|
(3,500) |
|
- |
|
(3,500) |
|
(2,513) |
|||
Registrar's fees |
|
|
|
|
(5,760) |
|
- |
|
(5,760) |
|
(6,042) |
|
Legal fees |
|
|
|
|
(27,335) |
|
- |
|
(27,335) |
|
(2,677) |
|
Printing |
|
|
|
|
(15,000) |
|
- |
|
(15,000) |
|
(9,853) |
|
Other expenses |
|
|
|
|
(8,678) |
|
- |
|
(8,678) |
|
(34,077) |
|
Total operating expenses |
|
|
(257,854) |
|
- |
|
(257,854) |
|
(259,860) |
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating profit/(loss) before finance costs |
(349,251) |
|
1,245,490 |
|
896,239 |
|
(2,678,831) |
|||||
and tax |
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Finance costs |
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Interest expense for financial liabilities that are |
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|||||
not at fair value through profit or loss: |
|
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|
||||
Loan payable |
|
|
|
|
(16,604) |
|
- |
|
(16,604) |
|
(81,084) |
|
Loan arrangement and commitment fees |
(3,458) |
|
- |
|
(3,458) |
|
(4,338) |
|||||
Bank interest expense |
|
|
(3,719) |
|
- |
|
(3,719) |
|
- |
|||
Profit/(loss) for the period before tax |
|
(373,032) |
|
1,245,490 |
|
872,458 |
|
(2,764,253) |
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
Withholding tax |
|
|
|
2 |
(4,888) |
|
- |
|
(4,888) |
|
(1,745) |
|
Total comprehensive income for the period |
(£377,920) |
|
£1,245,490 |
|
£867,570 |
|
(2,765,998) |
|||||
|
|
|
|
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|
|
|
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|
|
|
|
|
|
|
|
|
|
Basic earnings/(loss) per Ordinary Share (pence) |
|
|
(1.81p) |
|
5.97p |
|
4.16p |
|
(21.40p) |
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted earnings/(loss) per Ordinary Share (pence) |
|
|
|
|
|
|
2.57p |
|
(10.70p) |
|||
|
|
|
|
|
|
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|
The 'Total' column of this statement represents the Company's Statement of Comprehensive Income, prepared in accordance with IFRS. The supplementary 'Revenue' and 'Capital' columns are both prepared for information purposes only.
All the items in the above statement derive from continuing operations.
Statement of Changes in Equity (Unaudited) |
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For the period from 1 January 2009 to 30 June 2009 |
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|||
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|
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|
|
|
|
Realised |
|
Unrealised |
|
|
|
|
|
|
|
|
Notes |
Share |
|
Capital |
|
Capital |
|
Revenue |
|
Distributable |
|
|
|
|
|
Capital |
|
Reserve |
|
Reserve |
|
Reserve |
|
Reserve |
|
Total |
|
|
|
£ |
|
£ |
|
£ |
|
£ |
|
£ |
|
£ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as at 1 January 2009 |
|
12,927 |
|
(4,495,101) |
|
(2,202,396) |
|
(1,202,986) |
|
12,422,955 |
|
4,535,399 |
|
Total comprehensive income |
|
|
|
|
|
|
|
|
|
|
|
|
|
(Loss)/gain on securities designated at |
|
|
|
|
|
|
|
|
|
|
|
|
|
fair value through profit or loss |
12 |
- |
|
(1,091,728) |
|
2,337,218 |
|
- |
|
- |
|
1,245,490 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss for the period |
|
12 |
- |
|
- |
|
- |
|
(377,920) |
|
- |
|
(377,920) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income |
|
|
|
|
|
|
|
|
|
|
|
|
|
for the period |
|
|
12,927 |
|
(5,586,829) |
|
134,822 |
|
(1,580,906) |
|
12,422,955 |
|
5,402,969 |
Transaction with owners, recorded |
|
|
|
|
|
|
|
|
|
|
|
|
|
directly in equity |
|
|
|
|
|
|
|
|
|
|
|
|
|
Issue of Ordinary Shares |
|
11 |
7,569,718 |
|
- |
|
- |
|
- |
|
- |
|
7,569,718 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Issue costs relating to the |
|
|
|
|
|
|
|
|
|
|
|
|
|
issue of Ordinary Shares |
|
1,11 |
(164,750) |
|
- |
|
- |
|
- |
|
- |
|
(164,750) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as at 30 June 2009 |
|
£7,417,895 |
|
(£5,586,829) |
|
£134,822 |
|
(£1,580,906) |
|
£12,422,955 |
|
£12,807,937 |
Statement of Changes in Equity (Unaudited) |
|
|
|
|
|
|
|
|
|
|
|||
For the period from 1 January 2008 to 30 June 2008 |
|
|
|
|
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Realised |
|
Unrealised |
|
|
|
Other |
|
|
|
|
Notes |
Share |
|
Capital |
|
Capital |
|
Revenue |
|
Distributable |
|
|
|
|
|
Capital |
|
Reserve |
|
Reserve |
|
Reserve |
|
Reserve |
|
Total |
|
|
|
£ |
|
£ |
|
£ |
|
£ |
|
£ |
|
£ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as at 1 January 2008 |
|
12,927 |
|
1,458,022 |
|
1,158,426 |
|
(674,963) |
|
12,422,955 |
|
14,377,367 |
|
Total comprehensive income |
|
|
|
|
|
|
|
|
|
|
|
|
|
Gain/(loss) on Securities designated at |
|
|
|
|
|
|
|
|
|
|
|
|
|
fair value through profit or loss |
|
- |
|
130,454 |
|
(2,590,601) |
|
- |
|
|
|
(2,460,147) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss for the period |
|
|
- |
|
- |
|
- |
|
(305,851) |
|
- |
|
(305,851) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income |
|
|
|
|
|
|
|
|
|
|
|
|
|
for the period |
|
|
12,927 |
|
1,588,476 |
|
(1,432,175) |
|
(980,814) |
|
12,422,955 |
|
11,611,369 |
Transaction with owners, recorded |
|
|
|
|
|
|
|
|
|
|
|
|
|
directly in equity |
|
|
|
|
|
|
|
|
|
|
|
|
|
Issue of Ordinary Shares |
|
11 |
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Issue costs relating to the |
|
|
|
|
|
|
|
|
|
|
|
|
|
issue of Ordinary Shares |
|
1,11 |
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as at 30 June 2008 |
|
12,927 |
|
1,588,476 |
|
(1,432,175) |
|
(980,814) |
|
12,422,955 |
|
11,611,369 |
Balance Sheet (Unaudited) |
|
|
|
|
|
|
|
|||
As at 30 June 2009 |
|
|
|
|
|
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|||
|
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|
|
Notes |
|
£ |
|
£ |
|
|
|
|
|
|
|
|
30.06.2009 |
|
31.12.2008 |
Current Assets |
|
|
|
|
|
|
|
|
|
|
Financial assets at fair value through profit or loss |
|
|
1,6 |
|
13,278,632 |
|
4,562,248 |
|||
Cash and cash equivalents |
|
|
1,7 |
|
851,521 |
|
478,502 |
|||
Receivables |
|
|
|
|
8 |
|
36,155 |
|
402,984 |
|
|
|
|
|
|
|
|
|
|
|
|
Total Assets |
|
|
|
|
|
|
14,166,308 |
|
5,443,734 |
|
|
|
|
|
|
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
|
|
||
Payables and accruals |
|
|
9 |
|
(108,371) |
|
(64,495) |
|||
Loan payable |
|
|
|
|
10 |
|
(1,250,000) |
|
(750,000) |
|
Bank overdraft |
|
|
|
|
7 |
|
- |
|
(93,840) |
|
|
|
|
|
|
|
|
|
|
|
|
Total Liabilities |
|
|
|
(1,358,371) |
|
(908,355) |
||||
|
|
|
|
|
|
|
|
|
|
|
Total Assets less Current Liabilities |
|
|
£12,807,937 |
|
£4,535,399 |
|||||
|
|
|
|
|
|
|
|
|
|
|
Equity |
|
|
|
|
|
|
|
|
|
|
Ordinary share capital |
|
|
11 |
|
7,417,895 |
|
12,927 |
|||
Revenue reserve |
|
|
|
|
12 |
|
(1,580,906) |
|
(1,202,986) |
|
Distributable reserve |
|
|
|
12 |
|
12,422,955 |
|
12,422,955 |
||
Other reserves |
|
|
|
|
12 |
|
(5,452,007) |
|
(6,697,497) |
|
Total Equity |
|
|
|
|
|
|
£12,807,937 |
|
£4,535,399 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of Ordinary Shares in issue |
11 |
|
31,851,000 |
|
12,926,706 |
|||||
|
|
|
|
|
|
|||||
Net Assets Value per Ordinary Share (pence) |
|
|
|
|
40.21 p |
|
35.09 p |
|||
|
|
|
|
|
|
|
|
|
|
|
The unaudited Financial Statements were approved by the Board of Directors on 22 September 2009 and signed on its behalf by Robert King and Kaare Foy.
Cash Flow Statement (Unaudited)
|
|
|
|
|
|
|
|||||
For the period from 1 January 2009 to 30 June 2009
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
01.01.2009
|
|
01.01.2008
|
|
|
|
|
|
|
|
|
|
to 30.06.2009 |
|
to 30.06.2008
|
|
|
|
|
|
|
|
Notes
|
|
£
|
|
£
|
Cash flows from operating activities
|
|
|
|
|
|
|
|||||
Profit/(loss) for the period
|
|
|
|
|
|
867,570
|
|
(2,765,998)
|
|||
Adjustment for:
|
|
|
|
|
|
|
|
|
|
||
(Gains)/losses on financial assets at fair value through
|
|
|
|
|
|
||||||
profit or loss
|
|
|
|
|
|
|
|
(1,245,490)
|
|
2,460,147
|
|
Net losses/(gains) on foreign currency
|
|
|
|
|
124,952
|
|
(14,511)
|
||||
Withholding tax
|
|
|
|
|
|
|
4,888
|
|
1,745
|
||
Operating cash flows before movements in working capital
|
|
(248,080)
|
|
(318,617)
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
(Increase)/decrease in receivables
|
|
|
|
(8,158)
|
|
1,660
|
|||||
Increase in payables and accruals
|
|
|
|
2,272
|
|
159,039
|
|||||
Purchase of financial assets at fair value
|
|
|
|
(16,884,870)
|
|
(1,169,355)
|
|||||
Sale of financial assets at fair value
|
|
|
|
9,830,567
|
|
2,006,802
|
|||||
Withholding tax
|
|
|
|
|
|
(4,888)
|
|
(1,745)
|
|||
Net cash (used in)/generated from operating activities
|
|
|
(7,313,157)
|
|
677,784
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from financing activities
|
|
|
|
|
|
|
|||||
Proceeds from issue of Ordinary Shares
|
|
11
|
|
7,569,718
|
|
-
|
|||||
Issue costs relating to issue of Ordinary Shares
|
|
11
|
|
(164,750)
|
|
-
|
|||||
Loan advanced
|
|
|
|
|
|
10
|
|
500,000
|
|
-
|
|
Net cash generated from financing activities
|
|
|
|
7,904,968
|
|
-
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
Net increase in cash and cash equivalents
|
|
|
|
591,811
|
|
677,784
|
|||||
Net cash and cash equivalents at beginning of period
|
|
|
384,662
|
|
188,464
|
||||||
Effect of foreign exchange rate changes
|
|
|
|
(124,952)
|
|
14,511
|
|||||
Cash and cash equivalents at end of period
|
|
|
|
851,521
|
|
880,759
|
Notes to the Financial Statements
For the period ended 30 June 2009
1. Principal Accounting Policies
The following accounting policies have been applied consistently in dealing with items which are considered to be material in relation to the Company's Financial Statements:
Statement of compliance
The Financial Statements have been prepared in accordance with International Financial Reporting Standards (IFRS) which comprise standards and interpretations by the International Accounting Standards Board (IASB) and the additional disclosures required regarding income and capital within the Statement of Comprehensive Income and in accordance with the Investments Trusts Statement of Recommended Practice (SORP) 2009 (Revised).
Adoption of new and revised Standards
In the current period, the Company has adopted all of the new and revised Standards and Interpretations issued by the IASB and the International Financial Reporting Interpretations Committee (IFRIC) of the IASB that are relevant to its operations and effective for annual reporting periods beginning on or after 1 January 2009. The adoption of these new and revised Standards throughout the period has not resulted in any change to the Company's accounting policies.
At the date of authorisation of these Financial Statements, the following standards and interpretations, which have not been adopted in these Financial Statements, were in issue but not yet effective:
IFRS 3 - Business Combinations - Comprehensive revision on applying the acquisition method (Effective date - 1 July 2009)
IFRS 5 - Non-current Assets Held for Sale and Discontinued Operations - Amended for Annual Improvements to IFRS's (Effective date - 1 January 2010)
IFRS 8 - Operating Segments - Amended disclosure of information about segment assets (Effective date - 1 January 2010)
IAS 1 - Presentation of Financial Statements - Amended for current/non-current classification of convertible instruments (Effective date - 1 January 2010)
IAS 27 - IAS 28 and IAS 31 - Consequential amendments arising from amendments to IFRS 3 and amendments resulting from Annual Improvements to IFRS's (Effective date - 1 July 2009)
IAS 39 - Financial Instruments: Recognition and Measurement - Amendments for eligible hedged items (Effective date - 1 July 2009)
IAS 39 - Financial Instruments: Recognition and Measurement - Amendments for treating loan prepayment penalties as closely embedded derivatives (Effective date - 1 January 2010)
IFRIC 9 - Reassessment of Enbedded Derivatives - Consequential amendments arising from IFRIC 9 and revision of IFRS 3 (Effective date - 1 July 2009)
IFRIC 13 - Customer Loyalty Programmes (Effective date - 1st July 2009)
IFRIC 16 - Hedges of a Net Investment in a Foreign Operation - Amendment to the restriction on the entity that can hold hedging instruments (Effective date - 1 July 2009)
IFRIC 17 - Distributions of Non-Cash Assets to Owners (Effective date - 1st July 2009)
IFRIC 18 - Transfers of Assets from Customers (Effective date - 1st July 2009)
The same accounting policies have been adopted in these Financial Statements as in the Annual Report and Audited Financial Statements.
The Directors anticipate that the adoption of these Standards in future periods will have no material financial impact on the Financial Statements of the Company.
Basis of preparation
The Financial Statements are presented in Sterling which is also the functional currency of the Company as the majority of transactions are effected in Sterling. The Financial Statements have been prepared on a historical cost basis except for the measurement of financial assets and financial liabilities at fair value through profit or loss.
The preparation of Financial Statements in conformity with IFRS requires management to make judgements, estimates and assumptions that affect the application of policies and the reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgements about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of revision and future periods if the revision affects both current and future periods.
Presentation of financial statements
IAS 1 (revised 2007) is effective for annual periods beginning on or after 1 January 2009. The revised standard has introduced a number of terminology changes including revised titles for the Financial Statements. However, the revised standard has had no impact on the reported results.
Financial assets
The classification of financial assets at initial recognition depends on the purpose for which the financial asset was acquired and its characteristics.
All financial assets are initially recognised at fair value. All purchases of financial assets are recorded on trade date, being the date on which the Company becomes party to the contractual requirements of the financial asset.
Fair value through profit or loss
A financial asset is classified in this category if it was acquired principally for the purpose of selling in the short term. Derivates are classified as held for trading unless they are designed as hedges. In this case, the derivatives are classified as current assets. These financial assets are carried in the Balance Sheet at fair value with changes in fair value recognised in the Statement of Comprehensive Income.
Derecognition of financial assets
A financial asset (in whole or in part) is derecognised either (i) when the Company has transferred substantially all the risks and rewards of ownership, or (ii) when it has neither transferred nor retained substantially all the risks and rewards and when it no longer has control over the asset or a proportion of the asset, or (iii) when the contractual right to receive cash flows has expired. Any gain or loss on derecognition is taken to the Statement of Comprehensive Income as appropriate.
Impairment of financial assets
An assessment is made at each balance sheet date to determine whether there is objective evidence that a specific financial asset or a group of financial assets may be impaired. If such evidence exists, the estimated recoverable amount of that asset is determined by publicly available information such as quoted market prices or by calculating the net present value of future anticipated cash flows. In estimating these cash flows, management makes judgements about a counterparty's financial situation and the net realisable value of any underlying collateral.
Financial assets are grouped on the basis of similar credit risk characteristics that are indicative of the debtors' ability to pay all amounts due according to the contractual terms and the collective impairment provision is estimated for any such group where credit risk characteristics of the group of financial assets has deteriorated. Factors such as any deterioration in country risk, industry performance, technological obsolescence as well as identified structural weaknesses or deterioration in cash flows are taken into consideration and the amount of the provision is based on the historical loss pattern within each group, adjusted to reflect current economic change.
Financial liabilities
The classification of financial liabilities at initial recognition depends on the purpose for which the financial liability was issued and its characteristics. All financial liabilities are initially recognised at fair value net of transaction costs incurred. All purchases of financial liabilities are recorded on trade date, being the date on which the Company becomes party to the contractual requirements of the financial liability.
Fair value through profit or loss
This category comprises only 'out of the money' interest rate and foreign exchange derivatives. They are carried in the Balance Sheet at fair value with changes in fair value recognised in the Statement of Comprehensive Income.
Other financial liabilities
After initial measurement these liabilities are subsequently measured at amortised cost using the effective interest rate method. The amortisation is included in 'Other expenses' in the Statement of Comprehensive Income.
Derecognition of financial liabilities
A financial liability (in whole or in part) is derecognised when the Company has extinguished its contractual obligations, it expires or is cancelled. Any gain or loss on derecognition is taken to the Statement of Comprehensive Income.
Determination of fair value
The fair value of financial assets and liabilities that are quoted in an active market is determined by reference to market bid and offer prices respectively at the close of business on the balance sheet date. The fair value of liabilities with a demand feature is the amount payable on demand. The fair value of interest-bearing financial assets and liabilities that are not quoted in an active market and are not payable on demand is determined by discounting expected cash flows using the current market interest rates for financial instruments with similar terms and risk characteristics. For equity investments that are not quoted in an active market, a reasonable estimate of the fair value is determined by reference to the current market value of other instruments that are substantially similar, or is determined using net present value techniques. The fair value of unquoted derivatives is determined either by discounted cash flows or option-pricing models.
Offsetting financial instruments
Financial assets and financial liabilities are only offset and the net amount reported in the Balance Sheet and Statement of Comprehensive Income when there is a currently enforceable legal right to offset the recognised amounts and the Company intends to settle on a net basis or realise the asset and liability simultaneously.
Interest income and expense
Interest income and interest expense are recognised within the Statement of Comprehensive Income using the effective interest rate method. The effective interest rate is the rate that exactly discounts the future cash inflows and outflows of a financial instrument through its expected life.
The calculation includes all incidental fees, discounts and transaction costs, these cash flows are integral in calculating the Statement of Comprehensive Income charge. Transaction costs are incremental costs that are directly attributable to the purchase or disposal of a financial instrument.
Income
All income is accounted for on an accruals basis and is recognised in the Statement of Comprehensive Income.
Expenses
Expenses are accounted for on an accruals basis. Expenses are charged to the Statement of Comprehensive Income as items of a revenue nature. Expenses incurred on the acquisition of investments at fair value through the profit or loss are also charged to the Statement of Comprehensive Income, as items of a capital nature.
Share issue expenses
During the period the Company incurred share issue costs of £164,750 (31 December 2008: Nil). These have been treated as a deduction from equity in the Statement of Changes in Equity, and written off against the Share Capital Account.
Cash and cash equivalents
Cash comprises cash in hand and demand deposits. Cash equivalents are short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to insignificant changes in value.
Capital reserves
Gains and losses recorded on the realisation of investments and realised exchange differences of a capital nature are accounted for in the Realised Capital Reserve. Unrealised gains and losses recorded on the revaluation of investments held at the period end and unrealised exchange differences of a capital nature are accounted for in the Unrealised Capital Reserve.
Translation of foreign currency
Items included in the Company's Financial Statements are measured using the currency of the primary economic environment in which it operates ('the functional currency'). The currency in which the Company's Shares are denominated and in which its operating expenses are incurred is Sterling. The Company's investments are denominated in many different currencies. Accordingly, the Directors regard Sterling as the functional currency. The Company has also adopted Sterling as its presentational currency.
Transactions in currencies other than the functional currency are recorded using the exchange rate prevailing at the transaction date. Foreign exchange gains and losses resulting from the settlement of such transactions and those from the translation at period end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the Statement of Comprehensive Income. Translation differences on non-monetary items such as financial assets held at fair value through profit or loss are reported as part of net gains or losses on financial assets through profit or loss in the Statement of Comprehensive Income.
Segmental reporting
A business segment is a distinguishable component of the Company that is engaged in providing products and services and that is subject to risks and returns that are different from those of other business segments. The Board of Directors is of the opinion that the Company is organised in one main business segment, namely the management of the Company's investments in order to achieve the Company's objectives.
The total fair value of the financial instruments held by the Company by each major geographical segment and the equivalent percentages of the total value of the Company can be found in the portfolio statement.
Securities sold and securities purchased awaiting settlement
Securities sold awaiting settlement are sales of securities transacted before the period end with a post period end settlement date. Securities purchased awaiting settlement are purchases of securities transacted before the period end with a post period end settlement date.
2. Taxation
The amounts disclosed as taxation in the Statement of Comprehensive Income of the Company relate solely to withholding tax suffered at source on income. The Company is exempt from taxation in Guernsey under the provisions of The Income Tax (Exempt Bodies) (Guernsey) Ordinance 1989 and has paid an annual exemption fee of £600. With effect from 1 January 2008, Guernsey's Corporate Tax changed, however there is no effect on the Company's tax position as a result of this change as the Company will continue to register as tax exempt.
3. Distribution to Shareholders
The Directors do not expect income (net of expenses) to be significant and do not currently expect to declare any cash dividends. In the event that net income is significant, the Directors may consider the distribution of net income in the form of cash dividends. To the extent that any cash dividends are paid, they will be paid in accordance with any applicable laws and the regulations of the Channel Islands Stock Exchange.
4. Related Party Transactions
Parties are considered to be related if one party has the ability to control the other party or exercise significant influence over the other party in making financial or operational decisions.
The Directors are responsible for the determination of the investment policy of the Company and have overall responsibility for the Company's activities. All Directors are entitled to remuneration for their services of £12,000 per annum. During the period ended 30 June 2009, directors fees of £18,000 were charged to the Company (30 June 2008: £30,000) and £9,000 was payable at the period end (31 December 2008: £9,000). All Directors are non-executive.
The following contracts, not being contracts in the ordinary course of business, have been entered into by the Company and are, or may be material:
Investment Manager
The Company's investment manager was novated on 15 September 2008 to New City Investment Managers Limited (the 'Investment Manager'). The Investment Manager is entitled to an annual management fee, payable monthly in arrears, of 1.5 % of Net Asset Value.
The Investment Manager is also entitled to reimbursement of certain expenses incurred by it in connection with its duties. During the period ended 30 June 2009 investment management fees of £68,693 were charged to the Company (30 June 2008: £98,735) and £15,824 was payable at the period end (31 December 2008: £5,814).
The Investment Manager is also entitled to receive an annual Performance Fee equal to 20% of the increase in the Company's Net Asset Value on the last Trading Day of each calendar year, above an annual hurdle for growth of 8% and subject to a high water mark. During the period ended 30 June 2009 no performance fees had accrued to the Investment Manager (31 December 2008: Nil).
Administrator
The Company's administrator is Northern Trust International Fund Administration Services (Guernsey) Limited (the 'Administrator'). In consideration for the services provided by the Administrator under the Administration and Secretarial Agreement, the Administrator is entitled to receive from the Company an annual fee of 0.10 % of the average monthly Net Asset Value of the Company calculated at each month end and paid quarterly, subject to a minimum fee of £37,500 per annum. The Company will also pay a corporate governance fee of £25,000 per annum. During the period ended 30 June 2009 administration fees of £30,993 were charged to the Company (30 June 2008: £32,550) and £15,582 was payable at the period end (31 December 2008: £15,882).
Custodian
The Company's custodian is Northern Trust (Guernsey) Limited (the 'Custodian'). In consideration for the services provided by the Custodian under the Custodian Agreement, the Custodian is entitled to receive an annual custody fee of 0.10% of the average Net Asset Value of the Company calculated at each month end and paid quarterly. In addition the Company will pay custody transaction charges at rates depending on the number of trades effected and the location of securities held. During the period ended 30 June 2009 custodian fees of £11,459 were charged to the Company (30 June 2008: £9,895) and £3,000 was payable at the period end (31 December 2008: £2,125).
5. Basic and Diluted Earnings Per Ordinary Share
Diluted earnings per Ordinary Share is calculated by dividing the net profit for the period of £867,570 (30 June 2008: loss of £2,765,998) by the weighted average number of Ordinary Shares outstanding during the period adjusted for the effects of the dilutive Warrants. The diluted weighted average number of Ordinary Shares as at 30 June 2009 was 33,799,525 Shares (30 June 2008: 25,853,412).
6. Financial Instruments
Details of the significant accounting policies and methods adopted, including the criteria for recognition, the basis of measurement and the basis on which income and expenses are recognised, in respect of its financial assets and liabilities are disclosed in Note 1. The following table analyses the carrying amounts of the financial assets and liabilities by category as defined in IAS 39.
Categories of financial instruments: |
|
|
|
|
|
30.06.2009 |
|||||
|
|
|
|
|
|
|
|
|
|
|
% of net assets |
|
|
|
|
|
|
|
|
|
Fair Value |
|
attributable to |
|
|
|
|
|
|
|
|
|
£ |
|
Shareholders |
Financial assets designated as at fair value through profit or loss |
|
|
|||||||||
|
|
Listed equity securities |
|
|
|
13,033,179 |
|
101.76 |
|||
|
|
Listed debt securities |
|
|
|
245,453 |
|
1.92 |
|||
|
|
|
|
|
|
|
|
|
£13,278,632 |
|
103.68 |
Financial instruments designated as loans and receivables |
|
|
|||||||||
|
|
Cash and cash equivalents |
|
|
|
851,521 |
|
6.65 |
|||
|
|
Receivables |
|
|
|
|
|
|
36,155 |
|
0.28 |
|
|
|
|
|
|
|
|
|
£887,676 |
|
6.93 |
Financial instruments designated as other financial liabilities |
|
|
|||||||||
|
|
Payables and accruals |
|
|
|
(108,371) |
|
(0.85) |
|||
|
|
Loan payable |
|
|
|
|
|
|
(1,250,000) |
|
(9.76) |
|
|
|
|
|
|
|
|
|
(£1,358,371) |
|
(10.61) |
|
|
|
|
|
|
|
|
|
|
|
|
Net gains on financial assets at fair value through profit or loss: |
|
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|
01.01.09 |
|
|
|
|
|
|
|
|
|
|
|
to 30.06.09 |
|
|
|
|
|
|
|
|
|
|
|
£ |
Realised losses on financial assets |
|
|
|
|
|
|
|||||
designated as at fair value through profit or loss |
|
|
|
(1,091,728) |
|||||||
Net unrealised gains on financial assets |
|
|
|
|
|
|
|||||
designated as at fair value through profit or loss |
|
|
|
2,337,218 |
|||||||
Net gains on financial assets |
|
|
|
|
|
|
|||||
at fair value through profit or loss |
|
|
|
|
|
£1,245,490 |
|
|
|
|
|
|
|
|
|
|
|
31.12.2008 |
|
|
|
|
|
|
|
|
|
|
|
% of net assets |
|
|
|
|
|
|
|
|
|
Fair Value |
|
attributable to |
|
|
|
|
|
|
|
|
|
£ |
|
shareholders |
Financial assets designated as at fair value through profit or loss |
|
|
|||||||||
|
|
Listed equity securities |
|
|
|
4,319,786 |
|
95.25 |
|||
|
|
Listed debt securities |
|
|
|
242,462 |
|
5.35 |
|||
|
|
|
|
|
|
|
|
|
£4,562,248 |
|
100.60 |
Financial instruments designated as loans and receivables |
|
|
|
||||||||
|
|
Cash and cash equivalents |
|
|
|
478,502 |
|
10.55 |
|||
|
|
Receivables |
|
|
|
|
|
|
402,984 |
|
8.89 |
|
|
|
|
|
|
|
|
|
£881,486 |
|
19.44 |
Financial instruments designated as other financial liabilities |
|
|
|||||||||
|
|
Payables and accruals |
|
|
|
(64,495) |
|
(1.43) |
|||
|
|
Loan payable |
|
|
|
|
|
|
(750,000) |
|
(16.54) |
|
|
Bank overdraft |
|
|
|
|
|
(93,840) |
|
(2.07) |
|
|
|
|
|
|
|
|
|
|
(£908,335) |
|
(20.04) |
Net losses on financial assets at fair value through profit or loss: |
|
01.01.08 |
|||||||||
|
|
|
|
|
|
|
|
|
|
|
to 30.06.08 |
|
|
|
|
|
|
|
|
|
|
|
£ |
Realised gains on financial assets |
|
|
|
|
|
|
|||||
designated as at fair value through profit or loss |
|
|
|
130,454 |
|||||||
Net unrealised losses on financial assets |
|
|
|
|
|
|
|||||
designated as at fair value through profit or loss |
|
|
|
(2,590,601) |
|||||||
Net losses on financial assets |
|
|
|
|
|
|
|||||
at fair value through profit or loss |
|
|
|
|
|
(£2,460,147) |
7. Cash and Cash Equivalents
For the purpose of the Cash Flow Statement, cash and cash equivalents comprise the following: |
|||||||||||
|
|
|
|
|
|
|
|
|
30.06.2009 |
|
31.12.2008 |
|
|
|
|
|
|
|
|
|
£ |
|
£ |
Cash at bank |
|
|
|
|
|
|
851,521 |
|
478,502 |
||
Bank overdraft |
|
|
|
|
|
|
- |
|
(93,840) |
||
|
|
|
|
|
|
|
|
|
£851,521 |
|
£384,662 |
8. Receivables
|
|
|
|
|
|
|
|
|
30.06.2009 |
|
31.12.2008 |
|
|
|
|
|
|
|
|
|
£ |
|
£ |
Dividend income receivable |
|
|
|
|
|
1,096 |
|
253 |
|||
Bank interest receivable |
|
|
|
|
|
|
286 |
|
278 |
||
Sale of investments awaiting settlement |
|
|
|
25,986 |
|
400,973 |
|||||
General expenses prepaid |
|
|
|
|
|
|
8,787 |
|
1,480 |
||
|
|
|
|
|
|
|
|
|
£36,155 |
|
£402,984 |
The Directors consider that the carrying amount of receivables approximate their fair value.
9. Payables and Accruals
|
|
|
|
|
|
|
|
|
30.06.2009 |
|
31.12.2008 |
|
|
|
|
|
|
|
|
|
£ |
|
£ |
Purchase of investments awaiting settlement |
|
|
|
41,604 |
|
- |
|||||
Administration fee payable (Note 4) |
|
|
|
15,582 |
|
15,882 |
|||||
Directors' fees payable (Note 4) |
|
|
|
9,000 |
|
9,000 |
|||||
Investment management fee payable (Note 4) |
|
|
|
15,824 |
|
5,814 |
|||||
Other accruals |
|
|
|
|
|
|
16,741 |
|
16,016 |
||
Audit fee payable |
|
|
|
|
|
|
4,500 |
|
8,500 |
||
Custodian fee payable (Note 4) |
|
|
|
3,000 |
|
2,125 |
|||||
Loan arrangement and commitment fees payable |
|
|
|
1,500 |
|
1,732 |
|||||
Loan interest payable |
|
|
|
|
|
|
620 |
|
5,426 |
||
|
|
|
|
|
|
|
|
|
£108,371 |
|
£64,495 |
The Directors consider that the carrying amount of payables approximate their fair value.
10. Loan Payable
|
|
|
|
|
|
|
|
|
30.06.2009 |
|
31.12.2008 |
|
|
|
|
|
|
|
|
|
£ |
|
£ |
Loan amount drawn |
|
|
|
|
|
|
£1,250,000 |
|
£750,000 |
Allied Irish Bank plc has made available to the Company a multicurrency revolving loan facility of up to £3 million. The Company drew down £2,400,000 on 23 March 2007, which was reduced to £750,000 as at 31 December 2008. On 19 March 2009 the Company drew down a further £500,000 which matured on 20 July 2009 at a margin of 1.1%. Loan interest is charged at Libor plus a margin of 0.90% per annum on the £750,000 portion and 1.10% on the £500,000 portion plus mandatory cost (if any) which is the percentage rate per annum calculated by the Bank. The interest rate as at 30 June 2009 was 1.56475% on the £750,000 portion of the loan and 1.76475% on the £500,000 portion of the loan. The loan incurred a commitment fee of 0.44% per annum on the daily unutilised portion of the loan facility, payable quarterly in arrears until 19 March 2009. The revised commitment fee as from 20 March 2009 is 1.10% per annum. As there was no undrawn amount from 20 March 2009, no commitment fee is payable at the period end.
An arrangement fee of £3,000 was also charged. Each amount withdrawn is repayable on the last day of its interest period which is agreed between the Company and the Bank. If the Company fails to select an interest period for a withdrawal, the interest period is 3 months.
The Company shall ensure that at all times net borrowings will not exceed 30% of adjusted Net Asset Value and borrowings will not exceed 100% of the value of its Eligible Assets. Eligible Assets are investments in companies that have a market capitalisation of more than £100 million and are listed on the leading stock exchanges of countries with long term foreign currency credit ratings of at least AA by Standard & Poor's or its equivalent by Moody's & Fitch.
11. Share Capital, Share Premium and Distributable Reserve
Authorised Share Capital
|
|
|
|
|
|
£
|
200,000,000 Ordinary Shares of £0.001 par value
|
|
|
|
£200,000
|
||
200,000,000 Warrants of no par value
|
|
|
|
|
£-
|
|
|
|
|
|
No. of Shares |
Share Capital |
||||||
|
|
|
|
|
||||||||
|
|
|
|
|
|
2009 |
|
2008 |
|
2009 |
|
2008 |
Issued and Fully Paid Share Capital |
|
|
|
|
£ |
|
£ |
|||||
Equity Shares |
|
|
|
|
|
|
|
|
|
|
||
Ordinary Shares of £0.001 each at inception |
|
|
|
|
|
|||||||
As at 1 January |
|
|
|
12,926,706 |
|
12,926,706 |
|
12,927 |
|
12,927 |
||
Issued during the period |
|
|
|
18,924,294 |
|
- |
|
7,569,718 |
|
- |
||
Issue costs |
|
|
|
- |
|
- |
|
(164,750) |
|
- |
||
As at 30 June/ 31 December |
31,851,000 |
|
12,926,706 |
|
7,417,895 |
|
12,927 |
The Company is a closed ended investment company with an unlimited life. The Ordinary Shares are not puttable instruments. As such they are not required to be classified as debt under IAS 32 because redemption is conditional upon certain market conditions and/or Board approval.
IFRIC Interpretation 2: 'Members' Shares in Co-operative Entities and Similar Instruments' paragraph 7 states 'Members' share is equity if the entity has an unconditional right to refuse redemption of the members' share.'
As defined in the Articles of Association, redemption of Ordinary Shares is at the discretion of the Directors, therefore the Ordinary Shares have been classified as equity.
Ordinary Shareholders are entitled to one vote for each Ordinary Share held and are entitled to receive any distributions declared by the Company. On a winding up, the Ordinary Shareholders shall be entitled, pro rata to their holdings, to all the assets of the Company available for distribution to shareholders.
No additional Warrants were issued during the period (31 December 2008: Nil). Warrant holders are entitled to subscribe for Ordinary Shares on any Subscription Date at a subscription price of 105p per Ordinary Share. All Warrants can be exercised at any time within a thirty-six month period of the date of the Warrant Agreement which was 15 November 2006.
Warrant holders agreed at a Warrant holders meeting held on 27 May 2008 to change the terms of the Warrant Instrument as follows:
1. Extend the subscription period by one year to 16 November 2009;
2. Reduce the subscription price from 120 pence to 105 pence per Ordinary Share; and
3. Reduce the closing price condition on the Ordinary Shares at which the accelerated call feature can be exercised by the Company from 140 pence or more to 122.5 pence or more. The requirement that the closing price condition must be met for any 20 or more trading days out of a period of 30 consecutive trading days before the accelerated call feature can be exercised was not changed.
By way of a special resolution passed on 8 November 2006, it was resolved that the amount standing to the credit of the share premium account of the Company be cancelled and the amount so cancelled be credited to Distributable Reserve. This resolution was approved by the Royal Court of Guernsey on 17 November 2006.
No distributions were made from the Distributable Reserve during the period.
12. Reserves
|
|
|
|
|
|
|
01.01.2009 |
|
Movement |
|
30.06.2009 |
|
|
|
|
|
|
|
£ |
|
£ |
|
£ |
Distributable reserve |
|
|
|
|
12,422,955 |
|
- |
|
12,422,955 |
||
Realised losses on investments sold |
|
(4,495,101) |
|
(1,091,728) |
|
(5,586,829) |
|||||
Movement in unrealised gains |
|
|
|
|
|
|
|||||
on investments |
|
|
|
|
(2,202,396) |
|
2,337,218 |
|
134,822 |
||
Net expenditure for the period |
|
(1,202,986) |
|
(377,920) |
|
(1,580,906) |
|||||
|
|
|
|
|
|
|
£4,522,472 |
|
£867,570 |
|
£5,390,042 |
|
|
|
|
|
|
|
01.01.2008 |
|
Movement |
|
31.12.2008 |
|
|
|
|
|
|
|
£ |
|
£ |
|
£ |
Distributable reserve |
|
|
|
|
12,422,955 |
|
- |
|
12,422,955 |
||
Realised gains/(losses) on investments sold |
|
1,455,345 |
|
(5,950,446) |
|
(4,495,101) |
|||||
Movement in unrealised |
|
|
|
|
|
|
|
||||
losses on investments |
|
|
|
|
1,159,447 |
|
(3,361,843) |
|
(2,202,396) |
||
Net expenditure for the year |
|
|
(673,307) |
|
(529,679) |
|
(1,202,986) |
||||
|
|
|
|
|
|
|
£14,364,440 |
|
(£9,841,968) |
|
£4,522,472 |
13. Statement of Changes in Net Assets Attributable To Holders of Ordinary Shares
|
|
|
|
|
|
|
|
|
30.06.2009 |
|
31.12.2008 |
|
|
|
|
|
|
|
|
|
£ |
|
£ |
Movement due to issues and redemptions of shares |
|
|
|
|
|||||||
Issue of Ordinary Shares |
|
|
|
|
|
|
7,569,718 |
|
- |
||
Costs of issue of Ordinary Shares |
|
|
|
(164,750) |
|
- |
|||||
|
|
|
|
|
|
|
|
|
7,404,968 |
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
Increase/(decrease) in net assets attributable to holders of Ordinary Shares |
867,570 |
|
(9,841,968) |
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
Net assets attributable to holders of Ordinary Shares as at beginning of period/year |
4,535,399 |
|
14,377,367 |
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
Net assets attributable to holders of Ordinary Shares as at end of period/year |
£12,807,937 |
|
£4,535,399 |
14. Financial Risk Management
The Company is exposed to a variety of financial risks as a result of its activities. These risks include credit risk, liquidity risk and market risk (including currency risk, fair value interest rate risk and price risk). The Company's risk management policies, approved by the Board of Directors, seek to minimise the potential adverse effects of these risks on the Company's financial performance.
Credit risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Company.
As at the date of the Balance Sheet, financial assets exposed to credit risk comprise a single debt instrument as disclosed in Note 6 as well as bank balances and receivables. It is in the opinion of the Board of Directors that the carrying amount of these financial assets represents the maximum credit risk exposure as at the date of the Balance Sheet.
As at 30 June 2009 there were no debt instruments past due.
The Board of Directors has a policy in place of spreading the aggregate value of transactions concluded amongst approved counterparties with an appropriate credit quality. The Company's exposure and the credit ratings of its counterparties are continuously monitored by management. The following table illustrates the credit concentration by institution:
|
|
|
|
|
|
|
|
|
30.06.2009 |
|
31.12.2008 |
|
|
|
|
|
|
|
|
|
£ |
|
£ |
Debt securities: |
|
|
|
|
|
|
|
|
|
||
Crescent Gold Convertible loan |
|
|
|
245,453 |
|
242,462 |
|||||
Cash and cash equivalents: |
|
|
|
|
|
|
|
|
|||
Northern Trust (Guernsey) Limited |
|
|
|
851,521 |
|
478,502 |
|||||
Other receivables |
|
|
|
|
|
|
36,155 |
|
402,984 |
||
Total assets at credit risk |
|
|
|
|
|
|
£1,133,129 |
|
£1,123,948 |
Liquidity risk
Liquidity risk is the risk that the Company will encounter in realising assets or otherwise raising funds to meet financial commitments.
Whilst most of the Company's financial assets are listed securities which are considered readily realisable as they are listed on major recognised stock exchanges, some of the financial assets held by the Company may not be listed on recognised stock exchanges and so will not be readily realisable and their marketability may be restricted. The Company might only be able to liquidate these positions at disadvantageous prices, should the Investment Manager determine, or it become necessary, to do so.
The following table details the Company's liquidity analysis for its financial liabilities. The table has been drawn up based on the undiscounted net cash flows on the financial liabilities that settle on a net basis and the undiscounted gross cash flows on those financial liabilities that require gross settlement.
|
|
|
|
Less than |
1-3 |
|
3 months |
|
1 year |
|
30.06.2009 |
|
|
|
|
1 month |
months |
|
to 1 year |
|
to 5 years |
|
Total |
|
|
|
|
£ |
£ |
|
£ |
|
£ |
|
£ |
Gross settled: |
|
|
|
|
|
|
|
|
|
||
Borrowings |
|
- |
1,250,000 |
|
- |
|
- |
|
1,250,000 |
||
Loan interest |
|
620 |
- |
|
- |
|
- |
|
620 |
||
Investment management |
|
|
|
|
|
|
|
|
|||
fee payable |
|
15,824 |
- |
|
- |
|
- |
|
15,824 |
||
Administration fee payable |
15,582 |
- |
|
- |
|
- |
|
15,582 |
|||
Directors' fees payable |
|
9,000 |
- |
|
- |
|
- |
|
9,000 |
||
Audit fee payable |
|
- |
- |
|
4,500 |
|
- |
|
4,500 |
||
Purchase of investements |
41,604 |
- |
|
- |
|
- |
|
41,604 |
|||
awaiting settlement |
|
|
|
|
|
|
|
|
|
||
Other payables |
|
3,000 |
- |
|
18,241 |
|
- |
|
21,241 |
||
|
|
|
|
£85,630 |
£1,250,000 |
|
£22,741 |
|
£- |
|
£1,358,371 |
|
|
|
|
Less than |
1-3 |
|
3 months |
|
1 year |
|
31.12.2008 |
|
|
|
|
1 month |
months |
|
to 1 year |
|
to 5 years |
|
Total |
|
|
|
|
£ |
£ |
|
£ |
|
£ |
|
£ |
Gross settled: |
|
|
|
|
|
|
|
|
|
||
Borrowings |
|
- |
750,000 |
|
- |
|
- |
|
750,000 |
||
Bank overdraft |
|
|
93,840 |
|
|
|
- |
|
93,840 |
||
Loan interest |
|
5,426 |
- |
|
- |
|
- |
|
5,426 |
||
Investment management |
|
|
|
|
|
|
|
|
|
||
fee payable |
|
5,814 |
- |
|
- |
|
- |
|
5,814 |
||
Administration fee payable |
15,882 |
- |
|
- |
|
- |
|
15,882 |
|||
Directors' fees payable |
|
9,000 |
- |
|
- |
|
- |
|
9,000 |
||
Audit fee payable |
|
- |
- |
|
8,500 |
|
- |
|
8,500 |
||
Other payables |
|
3,857 |
- |
|
16,016 |
|
- |
|
19,873 |
||
|
|
|
|
£39,979 |
£843,840 |
|
£24,516 |
|
£- |
|
£908,335 |
The Investment Manager manages liquidity on a daily basis. The Company's overall exposure to liquidity risk is monitored by the Board of Directors on a quarterly basis.
The Company expects to meet its other obligations for operating cash flows at the balance sheet date. The Company expects to maintain current debt to equity ratio within 30% of NAV.
Market risk
The Company's activities expose it primarily to the market risks of changes in market prices, interest rates and foreign currency exchange rates.
Price risk
Price risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices (other than those arising from interest rate risk or currency risk).
The Company is exposed to market price risk arising from its financial assets designated as at fair value through profit or loss. The performance of these financial assets will be affected by the performance of the investee companies. The exploration, development and production of metal and mineral deposits involves significant uncertainties and the investee companies will be subject to all the hazards and risks normally encountered in such activities. Many of these are difficult to predict and are outside the control of the investee companies. They include, amongst others, issues relating to the environment, the climate, the geopolitical environment, local and international regulatory requirements, licensing terms, planning permission, unexpected geological formations, rock falls, flooding, pollution, legal liabilities, the availability and reliability of plant and equipment, the scaling-up of operations, the reliance on key individuals, local finance and tax regimes, foreign currency repatriation, capital and budget constraints, contractors and suppliers, local employment regulations and practices, employment unions and the availability of suitable labour. In addition, there is often no guarantee that the estimates of quantities and grades of metals and minerals disclosed by investee companies will be available for extraction.
The Company's financial assets are exposed to market price fluctuations which are monitored by the Investment Manager in pursuance of the investment objectives and policies. Adherence to investment guidelines and to investment and borrowing powers set out in the Placing and Offer for Subscription document mitigates the risk of excessive exposure to any particular type of security or issuer. However, with respect to the investment strategy utilised by the Company there is always some, and occasionally some significant, degree of market risk.
Price sensitivity
The value of the Company's financial assets had a sensitivity of £663,932 (31 December 2008: £228,112) to a 5% increase or decrease in the market prices with other variables being held constant as at 30 June 2009. A 5% change is the sensitivity rate used when reporting price risk internally to key management personnel.
Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates.
The Company is exposed to interest rate risk as it has a loan, the drawn down component of which is subject to interest calculated as a function of LIBOR (see Note 10), and cash and cash equivalents which are invested at short term rates. The Investment Manager manages the Company's exposure to interest rate risk on a daily basis in accordance with the Company's investment objective and policies. The Company's overall exposure to interest rate risk is monitored on a quarterly basis by the Board of Directors.
Interest rate sensitivity
The sensitivity analysis below has been determined based on the Company's exposure to interest rates for interest bearing assets and liabilities at the date of the Balance Sheet and the stipulated change taking place at the beginning of the financial year and held constant throughout the reporting period in the case of instruments that have floating rates.
If interest rates had been 25 basis points higher or lower and all other variables had been held constant, the Company's net assets attributable to holders of Ordinary Shares for the period to 30 June 2009 would have been £1,352 (31 December 2008: £876) lower or higher due to the change in the interest payable on the bank loan and the interest receivable on cash and cash equivalents.
Currency risk
Currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign currency exchange rates. The presentation currency of the Company is Sterling. The Company's financial assets are currently denominated in various currencies other than Sterling and the Company may hold other financial instruments, the price of which may be determined with reference to currencies other than Sterling.
To the extent that these financial instruments are unhedged, or are not adequately hedged, the value of the Company's financial instruments may fluctuate with exchange rates as well as with price changes in various local markets and currencies. The value of the financial assets may therefore be affected unfavourably by fluctuations in currency rates and exchange control regulations. The Investment Manager has the power to manage exposure to currency movements by using hedging instruments. The Investment Manager's treatment of currency transactions is set out in Note 1 to the Financial Statements under 'Translation of foreign currency'.
There were no hedging instruments held at 30 June 2009 (31 December 2008: Nil).
The carrying amount of the Company's foreign currency denominated financial assets and financial liabilities at the date of the Balance Sheet is as follows:
|
|
|
|
|
30.06.2009 |
|
31.12.2008 |
||||
|
|
|
|
|
Assets |
|
Liabilities |
|
Assets |
|
Liabilities |
|
|
|
|
|
£ |
|
£ |
|
£ |
|
£ |
Australian Dollar (AUD) |
|
|
2,726,109 |
|
- |
|
2,106,508 |
|
(23,528) |
||
Canadian Dollar (CAD) |
|
|
7,067,154 |
|
- |
|
2,054,951 |
|
- |
||
United States Dollar (USD) |
|
3,334,462 |
|
- |
|
364,704 |
|
(70,312) |
|||
Euros (EUR) |
|
|
- |
|
- |
|
8 |
|
- |
||
|
|
|
|
|
13,127,725 |
|
- |
|
4,526,171 |
|
(93,840) |
Foreign currency sensitivity
The Company is mainly exposed to AUD, CAD and USD.
The following table details the Company's sensitivity to a 5% increase or decrease in Sterling against the relevant foreign currencies. A 5% change is the sensitivity rate used when reporting foreign currency risk internally to key management personnel. The sensitivity analysis includes only outstanding foreign currency denominated financial assets and financial liabilities and adjusts their translation at the period end for a 5% change in foreign currency rates. A positive number indicates an increase in net assets attributable to holders of Ordinary Shares where Sterling weakens against the relevant currency and a negative number indicates a decrease in net assets where Sterling strengthens against the relevant currency.
|
|
|
|
|
|
|
|
|
30.06.2009 |
||
|
|
|
|
|
|
|
AUD |
|
CAD |
|
USD |
|
|
|
|
|
|
|
£ |
|
£ |
|
£ |
Change in net assets in response to a |
|
143,479 |
|
371,955 |
|
175,498 |
|||||
5% change in foreign currency rates |
|
(129,815) |
|
(336,531) |
|
(158,784) |
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
31.12.2008 |
||
|
|
|
|
|
|
|
AUD |
|
CAD |
|
USD |
|
|
|
|
|
|
|
£ |
|
£ |
|
£ |
Change in net assets in response to a |
|
109,630 |
|
108,155 |
|
15,494 |
|||||
5% change in foreign currency rates |
|
(99,190) |
|
(97,855) |
|
(14,019) |
15. Contingent Liabilities
There were no contingent liabilities at the balance sheet date.
16. Controlling Party
The issued shares of the Company are owned by numerous parties and therefore, in the opinion of the Directors, there is no immediate or ultimate controlling party of the Company.
17. Subsequent Events
The Board advises that Legis Fund Services Limited has been appointed as Administrator and Company Secretary of the Company and also as Sponsor of the Company's CISX listing in succession to Northern Trust International Fund Administration Services (Guernsey) Limited. Legis Fund Services Limited has been appointed to fulfil these duties subject to GFSC approval of the variation of authorisation granted to the Company on 6 May 2009.
Credit Suisse Securities (Europe) Limited has been appointed in succession to Northern Trust (Guernsey) Limited as Custodian of the Company.
Substantial Interests
Significant Shareholders
The Company has received notification that the following Shareholders had a substantial interest of 10% or more of the Company's issued share capital as at 18 September 2009:
|
|
|
|
|
|
% of issued share capital |
Clients of HSBC Global Custody Nominee (UK) |
|
25.28% |
||||
Clients of the Bank of New York (Nominees) Limited |
17.44% |
|||||
Clients of Vestra Nominees Ltd |
|
|
13.36% |
Significant Warrant Holders
The Company has received notification that the following Shareholders had a substantial interest of 10% or more of the Company's warrants as at 18 September 2009:
|
|
|
|
|
|
% of warrants |
|
|
|
|
|
|
|
|
|
Clients of Pershing Keen Nominees Limited PSL981 Account |
30.02% |
||||||
Ambrian Capital plc |
|
|
|
22.43% |
Portfolio Statement
|
|
|
|
|
|
|
|
Fair Value |
|
% of Total |
Description |
|
|
|
|
Holding |
|
£ |
|
Net Assets |
|
|
|
|
|
|
|
|
|
|
|
|
Equities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Australia |
|
|
|
|
|
|
|
|
|
|
Lihir Gold Ltd |
|
|
|
500,000 |
|
724,088 |
|
5.65 |
|
|
Mineral Deposits |
|
|
|
575,000 |
|
172,186 |
|
1.34 |
|
|
Newcrest Mining Ltd |
|
|
|
50,000 |
|
748,878 |
|
5.86 |
|
|
Sino Gold Ltd |
|
|
|
150,000 |
|
375,544 |
|
2.93 |
|
|
|
|
|
|
|
|
|
2,020,696 |
|
15.78 |
|
|
|
|
|
|
|
|
|
|
|
|
Canada |
|
|
|
|
|
|
|
|
|
|
Alamos Gold Inc |
|
|
|
70,000 |
|
349,164 |
|
2.73 |
|
|
Aurizon Mines |
|
|
|
150,000 |
|
328,616 |
|
2.56 |
|
|
Barrick Gold Corp |
|
|
|
45,000 |
|
918,320 |
|
7.17 |
|
|
Eldorado Gold Corp |
|
|
|
70,000 |
|
380,640 |
|
2.97 |
|
|
First Majestic Silver Corp |
|
|
200,000 |
|
246,788 |
|
1.93 |
||
|
Goldcorp Inc |
|
|
|
40,000 |
|
843,473 |
|
6.58 |
|
|
Great Basin Gold Ltd |
|
|
|
400,000 |
|
332,537 |
|
2.60 |
|
|
Iamgold Corp |
|
|
|
140,000 |
|
862,296 |
|
6.73 |
|
|
Jaguar Mining Inc |
|
|
|
75,000 |
|
344,693 |
|
2.69 |
|
|
Kinross Gold Corp |
|
|
|
22,500 |
|
248,226 |
|
1.94 |
|
|
Malbex Resourses |
|
|
|
500,000 |
|
130,714 |
|
1.02 |
|
|
Red Back Mining |
|
|
|
50,000 |
|
264,566 |
|
2.07 |
|
|
Silver Wheaton Corp |
|
|
|
120,000 |
|
601,076 |
|
4.69 |
|
|
Silvercorp Metals Inc |
|
|
|
90,000 |
|
190,581 |
|
1.49 |
|
|
Ventana Gold Corp |
|
|
|
50,000 |
|
128,884 |
|
1.01 |
|
|
Yamana Gold Inc |
|
|
|
50,000 |
|
269,271 |
|
2.10 |
|
|
Other holdings |
|
|
|
515,000 |
|
333,948 |
|
2.61 |
|
|
|
|
|
|
|
|
|
6,773,793 |
|
52.89 |
|
|
|
|
|
|
|
|
|
|
|
|
United Kingdom |
|
|
|
|
|
|
|
|
|
|
Pan African Resources plc |
|
|
4,300,000 |
|
225,750 |
|
1.76 |
||
|
Randgold Resources |
|
|
|
5,000 |
|
195,650 |
|
1.53 |
|
|
Sylvania Resources |
|
|
|
250,000 |
|
203,750 |
|
1.59 |
|
|
Other holdings |
|
|
|
4,681,666 |
|
205,292 |
|
1.60 |
|
|
|
|
|
|
|
|
|
830,442 |
|
6.48 |
|
United States |
|
|
|
|
|
|
|
|
|
|
Anglogold |
|
|
|
|
35,000 |
|
778,486 |
|
6.08 |
|
Drdgold Ltd |
|
|
|
30,000 |
|
138,264 |
|
1.08 |
|
|
Gold Bullion Securities |
|
|
|
22,000 |
|
1,211,379 |
|
9.46 |
|
|
Hecla Mining Co |
|
|
|
140,000 |
|
227,829 |
|
1.78 |
|
|
Newmont Mining Corp |
|
|
10,000 |
|
247,806 |
|
1.93 |
||
|
Pan American Silver Corp |
|
|
40,000 |
|
445,214 |
|
3.48 |
||
|
Silver Standard Resources |
|
|
25,000 |
|
284,634 |
|
2.22 |
||
|
|
|
|
|
|
|
|
3,333,612 |
|
26.03 |
|
|
|
|
|
|
|
|
|
|
|
|
Total Equities |
|
|
|
|
|
12,958,543 |
|
101.18 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Warrants |
|
|
|
|
|
|
74,636 |
|
0.58 |
|
|
|
|
|
|
|
|
|
|
|
|
Total warrants |
|
|
|
|
|
74,636 |
|
0.58 |
|
|
|
|
|
|
|
|
|
|
|
|
Debt Securities |
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
Australia |
|
|
|
|
|
|
|
|
|
|
Crescent Gold Ltd |
|
|
|
1,250,000 |
|
245,453 |
|
1.92 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Debt Securities |
|
|
|
|
245,453 |
|
1.92 |
||
|
|
|
|
|
|
|
|
|
|
|
|
Total investments |
|
|
|
|
|
13,278,632 |
|
103.68 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Other current assets less current liabilities |
|
|
|
(470,695) |
|
(3.68) |
|||
|
|
|
|
|
|
|
|
|
|
|
|
Total Net Assets |
|
|
|
|
|
£12,807,937 |
|
100.00 |
Further details are available on the Company's website - www.gppm.co.uk