13 June 2013
GRAPHITE ENTERPRISE TRUST PLC
INTERIM MANAGEMENT STATEMENT
QUARTER ENDED 30 APRIL 2013
Graphite Enterprise Trust PLC ('Graphite Enterprise' or 'the Company') presents its Interim Management Statement for the quarter ended 30 April 2013.
Unaudited net asset value
In the three months to 30 April 2013 the unaudited net asset value per share rose by 0.7% from 631.5p to 635.7p.
The increase in the underlying value of the investment portfolio, which represented 88.1% of total assets at the quarter end, generated a 1.5% increase in net asset value in the period. This was partially offset by currency movements, principally the depreciation of the euro against sterling, which reduced the net asset value by 0.5%, and by expenses and other items which accounted for a further reduction of 0.3%.
These results do not include the effect of the proposed dividend of 5.0p per share (£3.6 million in total or 0.8% of net asset value at the quarter end) which will be recorded in the second quarter if approved at the forthcoming Annual General Meeting.
Share price and discount
The share price rose by 1.0% to 492.0p in the quarter and by 20.9% over the twelve months to 30 April. The discount to net asset value improved slightly over the quarter to 22.6%.
Investment portfolio
Investment performance
The underlying value of the portfolio in local currencies increased by £7.1 million or by 1.5% of net asset value in Q1. The euro fell in value by 1.1% against sterling, reducing net asset value by 0.5%. The overall increase in net asset value generated by the portfolio was therefore 1.0%.
March valuations had only been received for 43% of the portfolio by the cut-off date and many of those managers who had reported at March do not prepare full portfolio revaluations at that date. As a result, the great majority of the portfolio remains at its reported December valuation.
The largest gain recorded in the period related to the disposal by Graphite Capital of Dominion Gas, the Company's eleventh largest underlying investment at 31 January 2013. The exit was agreed in April but completed in May. The price achieved represented an uplift of 44% to the carrying value of the investment at 31 January and generated an increase of 0.5% in the net asset value in the quarter. The carrying value of this investment at the end of April was increased to reflect the exit price.
Five full exits were completed in the quarter. The average uplift against the previous carrying value was 51%.
Proceeds
Proceeds generated by the portfolio in the quarter totalled £15.2 million or 3.7% of its opening value. The largest cash inflow was of £2.6 million from the investment in HellermanTyton which was partially exited via an IPO in March.
We expect proceeds in the second quarter to exceed those received in the first. Cash of £4.8 million has been received since the quarter end and we will receive approximately £7.8 million from the sale of Dominion Gas. We are aware of a further £5.5 million of proceeds which should be received in the next few weeks.
Additions
A total of £12.9 million was invested in the quarter. Of this amount, drawdowns from funds accounted for £9.4 million and the secondary purchase of an interest in a fund managed by GCP Capital Partners accounted for the remaining £3.5 million. The rate of drawdown was similar to the average for last year.
A total of thirteen new underlying investments were made in the quarter, none of which was large enough to enter the top 30.
Since the period end, a total of £3.1 million has been invested in the portfolio. We have exchanged contracts for a secondary purchase of a fund interest for £5.5 million and expect this to complete shortly. A further £1.5 million of drawdowns from funds are likely to be made in the next few weeks.
Cash and liquid assets
In the three months to 30 April 2013, the portfolio generated a cash inflow of £2.3 million. However, after taking account of other net outflows, cash and liquid assets fell slightly by £0.2 million to £55.0 million:
Movement in liquid assets |
3 months to |
£m |
30 April 2013 |
Additions |
(12.9) |
Proceeds generated by the portfolio* |
15.2 |
Net cash flow from the investment portfolio |
2.3 |
Non-investment cash flows |
(2.6) |
Net cash outflow |
(0.3) |
Effect of changes in foreign exchange rates |
0.1 |
Total movement |
(0.2) |
Opening cash and liquid assets |
55.2 |
Closing cash and liquid assets |
55.0 |
|
|
*Including income |
|
Balance sheet and commitments
The summary balance sheet and commitment position as at 30 April 2013 is set out below. The Company remains 88.1% invested.
|
30 April 2013 |
% of total assets |
31 January 2013 |
% of total assets |
Total portfolio |
417.7 |
88.1% |
415.2 |
88.1% |
Cash and liquid assets |
55.0 |
11.6% |
55.2 |
11.7% |
Other net current assets |
1.5 |
0.3% |
1.1 |
0.2% |
Total assets |
474.2 |
100.0% |
471.5 |
100.0% |
Equity shareholders' funds |
463.5 |
|
460.4 |
|
Undrawn bank facility 1 |
99.2 |
|
59.5 |
|
Total liquidity 2 |
154.2 |
|
114.7 |
|
Outstanding commitments |
138.7 |
|
126.5 |
|
Overcommitment/(excess of liquidity over commitments) 3 |
(15.5) |
|
11.8 |
|
Overcommitment/(excess of liquidity over commitments) as % of total assets |
(3.3%) |
|
2.5% |
|
1. £50.0 million and €58.1 million translated into sterling at period end.
2. Cash and liquid assets plus undrawn borrowing facilities.
3. Outstanding commitments less total liquidity.
As previously reported, in March the Company entered into an agreement with The Royal Bank of Scotland and Lloyds Bank Corporate Markets to increase its bank facilities by £40 million. The Company now has access to facilities totalling £99.2 million of which £50.0 million is denominated in sterling and £49.2 million is denominated in euros. These remain undrawn.
Mainly as a result of the larger facilities, total liquidity has increased from £114.7 million to £154.2 million which more than covers existing commitments.
Outstanding commitments increased by £12.2 million to £138.7 million during the quarter as new commitments exceeded drawdowns.
We made three new primary commitments totalling £20.6 million of which two were to new relationships with Towerbrook and IK Investment Partners and the third was to an existing manager, Cinven. The secondary purchase of the GCP Capital Partners fund interest increased commitments by a further £1.8 million.
Drawdowns from funds reduced commitments by £9.4 million. Other items reduced commitments by a net £0.8 million.
The strength of the balance sheet is allowing us to increase commitments in what is an attractive market for fund investors. As previously reported, the Board has decided to make a commitment of at least £70 million to the next fund to be raised by Graphite Capital which we expect to be launched later this year. We also continue to review a number of opportunities to acquire secondary interests in funds and co-investments alongside funds.
Events since the quarter end
In June, Cinven achieved a stock market listing for Partnership and Doughty Hanson disposed of Vue Entertainment. These were the Company's 19th and 20th largest underlying investments. The impact of these events has not been reflected in the net asset value at 30 April.
The Company retained the majority of its investment in Partnership after its listing. The share price of Partnership at 11 June and the exit price of Vue represent in aggregate an uplift of 71% to the carrying values at the end of the quarter, and an increase in the 30 April NAV of 1.2% on a pro-forma basis. Based on current performance, the uplift in Graphite Capital Partners VII is likely to generate a similar level of increase in net asset value in the quarter ending 31 July.
The Directors are not aware of any other events or transactions which have taken place between 30 April 2013 and the date of publication of this statement which have had a material effect on the financial position of the company.
Not audited or reviewed
This information has not been audited or reviewed by the Company's auditors.
For further information please contact:
Tim Spence |
020 7825 5358 |
Emma Osborne |
020 7825 5357 |
SUPPLEMENTARY INFORMATION
The 30 largest fund investments
The 30 largest funds by value at 30 April 2013 are set out below:
|
Fund |
Outstanding commitment £ million |
Year of commitment |
Country/ |
Value |
1 |
Graphite Capital Partners VII * / ** |
15.9 |
2007 |
UK |
43.0 |
|
Mid-market buy-outs
|
||||
2 |
Fourth Cinven Fund ** |
2.5 |
2006 |
Europe |
31.1 |
|
Large buy-outs
|
||||
3 |
Graphite Capital Partners VI ** |
5.1 |
2003 |
UK |
30.9 |
|
Mid-market buy-outs
|
||||
4 |
ICG European Fund 2006 ** |
2.3 |
2007 |
Europe |
24.2 |
|
Mezzanine loans to buy-outs
|
||||
5 |
Euromezzanine 5 |
1.8 |
2006 |
France |
21.5 |
|
Mezzanine loans to mid-market buy-outs
|
||||
6 |
Thomas H Lee Parallel Fund VI |
4.9 |
2007 |
USA |
19.6 |
|
Large buy-outs
|
||||
7 |
TDR Capital II |
1.8 |
2006 |
Europe |
17.6 |
|
Mid-market and large buy-outs
|
||||
8 |
Candover 2005 Fund ** |
1.1 |
2005 |
Europe |
17.2 |
|
Large buy-outs
|
||||
9 |
CVC European Equity Partners V |
7.3 |
2008 |
Global |
14.9 |
|
Large buy-outs
|
||||
10 |
Apax Europe VII |
0.8 |
2007 |
Global
|
14.5 |
|
Large buy-outs
|
||||
11 |
Activa Capital Fund II |
2.8 |
2007 |
France |
13.7 |
|
Mid-market buy-outs
|
||||
12 |
Doughty Hanson & Co V |
4.4 |
2006 |
Europe |
13.4
|
|
Mid-market and large buy-outs
|
||||
13 |
Doughty Hanson & Co IV |
1.1 |
2005 |
Europe |
9.7 |
|
Mid-market and large buy-outs
|
||||
14 |
Deutsche Beteiligungs AG Fund V |
0.1 |
2006 |
Germany |
8.5 |
|
Mid-market buy-outs
|
||||
15 |
Bowmark Capital Partners IV |
2.5 |
2007 |
UK |
7.7 |
|
Mid-market buy-outs
|
||||
16 |
Charterhouse Capital Partners VIII ** |
1.3 |
2006 |
Europe |
7.1 |
|
Large buy-outs |
||||
17 |
CVC European Equity Partners Tandem |
1.0 |
2006 |
Global |
6.8 |
|
Large buy-outs
|
||||
18 |
PAI Europe V |
1.1 |
2007 |
Europe |
5.7 |
|
Large buy-outs
|
||||
19 |
CVC European Equity Partners IV ** |
1.5 |
2008 |
Global |
5.6 |
|
Large buy-outs
|
||||
20 |
Advent Central and Eastern Europe IV |
2.6 |
2008 |
Europe |
5.0 |
|
Mid-market buy-outs
|
||||
21 |
Apax Europe VII Sidecar 2 |
1.0 |
2007 |
Global |
3.6 |
|
Large buy-outs
|
||||
22 |
GCP Capital Partners Europe II |
1.8 |
2013 |
UK |
3.5 |
|
Small buy-outs
|
||||
23 |
Vision Capital Partners VII |
0.8 |
2007 |
Global |
3.4 |
|
Secondary portfolios
|
||||
24 |
Deutsche Beteiligungs AG Fund IV |
- |
2002 |
Germany |
3.3 |
|
Mid-market buy-outs
|
||||
25 |
Segulah IV |
1.1 |
2008 |
Sweden |
3.3 |
|
Mid-market buy-outs
|
||||
26 |
Vision Capital Partners VI |
0.5 |
2006 |
Europe |
3.1 |
|
Secondary portfolios
|
||||
27 |
Charterhouse Capital Partners VII ** |
1.6 |
2002 |
Europe |
3.0 |
|
Large buy-outs
|
||||
28 |
BC European Capital IX |
5.8 |
2012 |
Europe |
2.9 |
|
Large buy-outs
|
||||
29 |
Piper Private Equity Fund IV |
1.2 |
2006 |
UK |
2.9 |
|
Small buy-outs
|
||||
30 |
Fifth Cinven Fund |
14.3 |
2012 |
Europe |
2.6 |
|
Large buy-outs |
||||
|
|
|
|
|
|
|
Total of the largest 30 fund investments |
90.0 |
|
|
349.3 |
|
Percentage of total investment portfolio
|
|
|
|
83.6% |
* Includes Graphite Capital Partners VII Top Up Fund and Top Up Fund Plus
** All or part of interest acquired through a secondary fund purchase
The 30 largest underlying INVESTMENTS
The table below presents the 30 companies in which Graphite Enterprise had the largest investments by value at 30 April 2013. These investments may be held directly or through funds, or in some cases in both ways. The valuations are gross and are shown as a percentage of the total investment portfolio.
|
Company |
Manager |
Year of investment |
Country |
Value as a % of investment portfolio |
1 |
Micheldever |
|
|
|
|
|
Distributor and retailer of tyres |
Graphite Capital |
2006 |
UK |
3.6% |
2 |
Algeco Scotsman |
|
|
|
|
|
Supplier and operator of modular buildings |
TDR Capital |
2007 |
USA |
2.9% |
3 |
Alexander Mann Solutions |
|
|
|
|
|
Provider of recruitment process outsourcing |
Graphite Capital |
2007 |
UK |
2.6% |
4 |
Park Holidays UK |
|
|
|
|
|
Operator of caravan parks |
Graphite Capital |
2006 |
UK |
2.3% |
5 |
National Fostering Agency |
|
|
|
|
|
Provider of foster care services |
Graphite Capital |
2012 |
UK |
2.2% |
6 |
Dominion Gases ** |
|
|
|
|
|
Supplier of specialist gases to the oil and gas industries |
Graphite Capital |
2007 |
UK |
2.0% |
7 |
Stork |
|
|
|
|
|
Provider of technical engineering services |
Candover |
2008 |
Netherlands |
1.6% |
8 |
U-POL |
|
|
|
|
|
Manufacturer and distributor of automotive refinishing products |
Graphite Capital |
2010 |
UK |
1.6% |
9 |
Avio |
|
|
|
|
|
Manufacturer of aerospace engine components |
Cinven |
2007 |
Italy |
1.4% |
10 |
CEVA |
|
|
|
|
|
Manufacturer and distributor of animal health products |
Euromezzanine |
2007 |
France |
1.3% |
11 |
Spire Healthcare |
|
|
|
|
|
Operator of hospitals |
Cinven |
2007 |
UK |
1.3% |
12 |
London Square |
|
|
|
|
|
Developer of residential housing |
Graphite Capital |
2010 |
UK |
1.2% |
13 |
Education Personnel |
|
|
|
|
|
Provider of temporary staff for the education sector |
Graphite Capital |
2010 |
UK |
1.2% |
14 |
Parques Reunidos |
|
|
|
|
|
Operator of attraction parks |
Candover |
2007 |
Spain |
1.2% |
15 |
Evonik Industries * |
|
|
|
|
|
Manufacturer of specialty chemicals |
CVC |
2008 |
Germany |
1.2% |
16 |
Willowbrook Healthcare |
|
|
|
|
|
Operator of care homes for the elderly |
Graphite Capital |
2008 |
UK |
1.2% |
17 |
CPA Global |
|
|
|
|
|
Provider of patent renewal services |
Cinven |
2012 |
UK |
1.2% |
18 |
Ceridian |
|
|
|
|
|
Provider of payment processing services |
Thomas H Lee Partners |
2007 |
USA |
1.1% |
19 |
Partnership *** |
|
|
|
|
|
Provider of retirement solutions |
Cinven |
2008 |
UK |
1.1% |
20 |
Vue Entertainment ** |
|
|
|
|
|
Operator of cinemas |
Doughty Hanson |
2010 |
UK |
1.1% |
21 |
Intermediate Capital Group * |
|
|
|
|
|
Provider of mezzanine finance |
ICG |
1989 |
UK |
1.0% |
22 |
Stonegate Pub Company |
|
|
|
|
|
Operator of pubs |
TDR Capital |
2010 |
UK |
0.9% |
23 |
Acromas |
|
|
|
|
|
Provider of financial, motoring, travel and healthcare services |
CVC / Charterhouse |
2007 |
UK |
0.9% |
24 |
Spheros |
|
|
|
|
|
Provider of bus climate control systems |
Deutsche Beteiligungs |
2011 |
Germany |
0.8% |
25 |
Sebia |
|
|
|
|
|
Provider of in-vitro diagnostics |
Cinven |
2010 |
France |
0.8% |
26 |
TMF |
|
|
|
|
|
Provider of management and accounting outsourcing services |
Doughty Hanson |
2008 |
Netherlands |
0.8% |
27 |
InnBrighton |
|
|
|
|
|
Operator of pubs |
Graphite Capital |
2001 |
UK |
0.8% |
28 |
Guardian Financial Services |
|
|
|
|
|
Provider of personal insurance |
Cinven |
2011 |
UK |
0.7% |
29 |
AMCo |
|
|
|
|
|
Distributor of niche generic pharmaceuticals |
Cinven |
2012 |
UK |
0.7% |
30 |
Primavista Provider of maternity photography and sample packs
|
Activa II |
2011 |
France |
0.7% |
|
Total of the 30 largest underlying investments |
|
|
41.4% |
|
|
|
|
|
|
* Quoted
** Sold after the period end
*** Floated and partially sold after quarter end
Portfolio analySIS
The following five tables analyse the companies in which Graphite Enterprise had investments at 30 April 2013.
Portfolio - Investment type
|
|
% of value of total portfolio |
Large buy-outs |
|
46.6% |
Small and mid-market buy-outs |
|
42.3% |
Mezzanine |
|
10.1% |
Quoted |
|
1.0% |
Total |
|
100.0% |
Portfolio - Geographic distribution*
|
|
% of value of total portfolio |
UK |
|
48.9% |
France |
|
13.0% |
North America |
|
11.2% |
Germany |
|
7.5% |
Benelux |
|
4.9% |
Spain |
|
4.4% |
Italy, Ireland, Portugal, Greece |
|
4.1% |
Scandinavia |
|
2.9% |
Other Europe |
|
1.9% |
Rest of world |
|
1.2% |
Total |
|
100.0% |
|
|
|
* Location of headquarters of underlying companies in the portfolio. Does not necessarily reflect countries to which companies have economic exposure.
Portfolio - Year of investment
|
Valuation as multiple of cost |
Primary portfolio % of total value |
Secondary portfolio % of total value |
Total Portfolio % of total value |
2012 onwards |
1.0x |
12.5% |
1.2% |
13.7% |
2011 |
1.3x |
11.3% |
0.3% |
11.6% |
2010 |
1.3x |
14.2% |
0.6% |
14.8% |
2009 |
2.0x |
1.9% |
0.2% |
2.1% |
2008 |
1.3x |
10.4% |
1.6% |
12.0% |
2007 |
1.5x |
21.2% |
3.6% |
24.8% |
2006 |
1.4x |
11.4% |
2.6% |
14.0% |
2005 |
1.0x |
0.9% |
0.0% |
0.9% |
2004 |
2.7x |
2.1% |
0.1% |
2.2% |
2003 and before |
1.5x |
3.6% |
0.3% |
3.9% |
Total |
1.4x |
89.5% |
10.5% |
100.0% |
Portfolio - Sector analysis
|
|
% of value of total portfolio |
Business services |
|
20.2% |
Healthcare and education |
|
15.2% |
Industrials |
|
13.6% |
Consumer goods and services |
|
11.9% |
Leisure |
|
11.4% |
Financials |
|
9.4% |
Automotive supplies |
|
6.1% |
Technology and telecommunications |
|
4.1% |
Chemicals |
|
4.1% |
Media |
|
4.0% |
Total |
|
100.0% |
Portfolio - Graphite and third party investments
30 April 2013 £ million |
|
Value of third party investments |
Value of Graphite investments |
Total value |
Fund investments |
|
294.7 |
74.9 |
369.6 |
Direct investments |
|
25.0 |
23.1 |
48.1 |
Total portfolio |
|
319.7 |
98.0 |
417.7 |
Graphite investments |
|
|
|
23.4% |
Third party fund investments |
|
|
|
70.6% |
Third party co-investments |
|
|
|
6.0% |
Investment activity
Largest new underlying investments in the quarter
Investment |
Description |
Country |
Cost £ million |
Formel D |
Services to automobile manufacturers and suppliers |
Germany |
1.7 |
AMCo * |
Distributor of niche generic pharmaceuticals |
UK |
1.3 |
Law Business Review |
Publisher of specialist information for the legal industry |
UK |
1.1 |
Cerved |
Provider of credit and business information |
Italy |
0.7 |
Drake & Morgan |
Operator of contemporary bars in London |
UK |
0.7 |
Total of 5 largest new underlying investments |
|
5.5 |
* Merged with an existing underlying investment. Combined entity is the 30th largest underlying investment at 30 April.
Largest underlying realisations in the quarter
Investment |
Manager |
Buyer type |
Proceeds £ million |
HellermanTyton |
Doughty Hanson |
Public offering |
2.6 |
Ziggo |
Cinven |
Public offering |
1.9 |
Education Personnel |
Graphite Capital |
Refinancing |
1.7 |
Tumi |
Doughty Hanson |
Public offering |
1.6 |
Sunrise Communications |
CVC |
Recapitalisation |
1.0 |
Total of 5 largest underlying realisations |
|
8.8
|
Commitments analysis
Commitments at 30 April 2013
|
Original commitment1 £ million |
Outstanding commitment £ million |
Average drawdown percentage |
% of commitments |
Funds not yet in investment period |
11.7 |
11.7 |
- |
8.4% |
Funds in investment period |
222.7 |
93.8 |
57.9% |
67.7% |
Funds post investment period |
433.8 |
33.2 |
92.4% |
23.9% |
Total |
668.2 |
138.7 |
79.2% |
100.0% |
1 Original commitments are translated at 30 April 2013 exchange rates
Commitments at 30 April 2013 - remaining investment period |
% of commitments |
Investment period not commenced |
8.4% |
> 5 years |
6.9% |
4-5 years |
22.4% |
3-4 years |
9.1% |
2-3 years |
2.0% |
1-2 years |
1.1% |
<1 year |
26.2% |
Investment period complete |
23.9% |
Total |
100.0% |
New commitments in the quarter
Fund |
Strategy |
Geography |
£ million |
Primary commitments |
|
|
|
Fifth Cinven Fund |
Large buy-out |
Europe |
8.7 |
IK VII |
Mid-market buy-out |
Europe |
8.7 |
Towerbrook IV |
Upper mid-market buy-out |
USA/Europe |
3.2 |
Total primary commitments |
|
|
20.6 |
|
|
|
|
Secondary purchase |
|
|
|
GCP Capital Partners Europe II |
Small buy-out |
UK |
1.8 |
|
|
|
|
Total
|
|
|
22.4 |
NOTES
Graphite Enterprise Trust PLC
Graphite Enterprise Trust PLC ("Graphite Enterprise" or "the Company") aims to provide shareholders with long term capital growth through investment in unquoted companies. To achieve this, the Company invests in private equity funds and also directly in private companies.
The Company was listed in 1981 and has invested exclusively in private equity and been managed by Graphite Capital throughout its life.
Graphite Enterprise provides access to a diverse portfolio of buy-outs of mature, profitable companies in established European private equity markets. The Company invests in in UK-based mid-market companies through funds managed directly by Graphite Capital. Typically these will make up 20-25% of the portfolio. Investments in other UK companies and in overseas markets are made through funds managed by third parties. The Company does not invest in start ups or early stage businesses. Direct investments in companies may be made alongside both Graphite Capital and third party funds.
Shareholders of Graphite Enterprise gain exposure to a diverse portfolio of buy-outs of mature, profitable companies in established European private equity markets, with over 300 underlying companies. Graphite Capital directly manages many of the largest companies in the portfolio.
Since inception, the Company has generated a return of more than 26 times the amount subscribed.
Graphite Capital
Graphite Capital is one of the UK's leading mid-market private equity firms with over £1.2 billion of funds under management. It has raised and managed funds for 32 years. The senior management team has worked together for 16 years.
Graphite Capital manages both direct investments in portfolio companies and private equity fund investments.
Direct investments are predominantly made through limited life funds which have a global institutional investor base. The focus of direct investments is on UK mid-market buy-outs of companies valued at between £40 million and £150 million across a range of industry sectors.
Fund investments are made exclusively by Graphite Enterprise. Fund investments focus mainly on European buy-out funds, but there is also some exposure to the USA and to growth capital and mezzanine funds. The investment strategy is to back private equity managers with strong track records operating in mature markets, with the aim of building long term relationships.
As it has a long experience both of managing its own funds and of investing in third party funds, Graphite Capital has an unusually broad perspective when assessing fund and co-investment opportunities. Graphite Enterprise benefits from both the expertise of a dedicated fund investment team as well as the insights of Graphite Capital's direct investment team.