Final Results
Hansa Trust PLC
13 June 2003
HANSA TRUST PLC
Preliminary Announcement of Results
for the year ended 31 March 2003
Hansa Trust PLC announces its Preliminary Results for the year ended 31 March
2003.
Financial Highlights Year ended Year ended
31 March 2003 31 March 2002
(unaudited) (audited)
Capital deficit per equity share (101.1p) (42.4p)
Revenue return per equity share 4.0p 4.9p
Net asset value per equity share 270.4p 371.5p
Total dividend per equity share for the year 4.0p 5.0p
Total income (£000's) 2,366 2,584
Revenue before taxation (£000's) 963 1,144
• Final dividend 2.2p per share
• NAV per share fell by 27.2% compared with a fall of 32.1% in the FTSE
All-Share Index
• Proposed change in performance benchmark
The following are attached:
• Chairman's Statement
• Consolidated Statement of Total Return
• Balance Sheet for the Group and Company
• Consolidated Cash Flow Statement
• Reconciliation of Operating Results to Net Cash Flow from operating Activities
• Reconciliation of Net Cash Flow Movement to Movement in (Debt)/Net Funds
• Notes
For further information please contact:
Peter Gardner Hansa Capital Limited 020 7647 5750
David Haggie Haggie Financial Limited 020 7417 8989
CHAIRMAN'S STATEMENT
PERFORMANCE
During the year under review the Net Asset Value per Ordinary and 'A' Ordinary
share fell from 371.5p to 270.4p, a drop of 27.2% compared with a fall in the
FTSE All-Share Index of 32.1%. The comparative figures for the medium and
long-term are as follows:
Period to 31 March 2003 Net Asset Value FTSE All-Share Index
3 Years -39.2% -44.2%
5 Years -12.9% -37.6%
10 Years +110.0% +23.0%
The short-term absolute performance continues to be disappointing. This is
described further in the Adviser's Report, which follows. Whilst the long-term
return on the Company's assets continues to be more satisfactory, the current
performance has meant that the Company's shares continue to trade at a largish
discount. Since 31 March 2002, the discount has widened from 17.2% to 20.5% for
the Ordinary shares, and 17.9% to 19.4% for the 'A' Ordinary shares.
The Directors have powers to buy back 'A' Ordinary shares and will do so if an
appropriate opportunity presents itself. Meanwhile they are considering what
opportunities will be presented by the proposal to allow the purchase of shares
for Treasury. The power to buy back 'A' Ordinary shares lapses at the AGM and so
a renewal of the authority will be proposed at the meeting
REVENUE AND DIVIDENDS
Total income in the year fell from last year's level of £2.58m to £2.37m, and
this generated a revenue return on ordinary activities before taxation of £0.96m
a fall of some £0.18m from the previous year's return of £1.14m. Regrettably the
Company's trading subsidiary Consolidated Investment Funds produced a loss of
£73,000, which although an improvement over the prior year's loss of £373,000,
when combined with the drop in the level of revenue returns, has restricted the
Company's ability to maintain dividends at the prior year level. An interim
dividend of 1.8p per share (2002: 1.8p) was paid to shareholders in December
2002. The Directors have decided to reduce the total level of dividend payable
for the year to 4p (2002: 5p) and are therefore recommending a final dividend of
2.2p per Ordinary and 'A' Ordinary share. This final dividend will be payable on
7 August 2003, subject to shareholders approval at the AGM, to shareholders on
the register at 27 June 2003. It is probably worth repeating that the Company's
focus is on total return and the balance between income and capital will vary
depending on market conditions; therefore there can be no guarantee that the
level of dividend will remain constant from year to year, although over the long
term we would expect it to grow.
CHAIRMAN'S STATEMENT (continued)
INVESTMENTS
Strategic
Following the decision by the board of Adam and Harvey Group PLC to return
shareholders' funds, the Company received the first and major cash distribution
during the year, with a small amount expected to be received before the year
end. Ocean Wilsons Holdings Limited, the Brazilian investment and shipping
group, in which we have a significant stake, maintained its turnover and
substantially increased its operating profits. Regrettably the results were once
again affected by the exchange losses on its foreign currency borrowings.
Although its after tax profit fell from the previous year level of £3.6 to
£0.8m, the company has maintained its dividend.
Portfolio
The portfolio of investments with a breakdown of the investments by size and
market is detailed on pages 9 and 10. The charts on page 8 show the industry
sector weightings and market sector weightings for both 2002 and 2003. From the
industry sector charts you will be able to see that during the year the exposure
to the financial sector has increased by 13%, the majority of which has been the
increase in the insurance sector, with reductions in both the investment trust
and cyclical services sectors of 11% and 15% respectively. Further details on
the portfolio and its performance are covered in the Adviser's Report.
BENCHMARK
As reported in the Interim Report, the Board has been considering the Company's
benchmark and has concluded that a benchmark which reflects real returns is more
in alignment with shareholders' interests than the present FTSE All-Share Index.
The Board has therefore decided to recommend to shareholders at the forthcoming
AGM the adoption of a new benchmark. The proposed benchmark is the three-year
average rolling rate of return for five-year government bonds, plus two percent.
By way of illustration the chart below plots both the current benchmark and the
proposed benchmark over the last five years.
Owing to problems in converting the chart to transmittable data compatible with
the RNS reporting system the chart has been omitted from this statement.
However a copy of the Chairman's Statement including the chart will be available
from Monday 16 June 2003 on www.closefinsbury.com
If shareholders approve the change in the benchmark at the forthcoming AGM, the
Board together with the Investment Manager will review the Company's investment
policy. The Board believes that focusing on individual stock selection and on
investing in special situations is the best policy for exceeding the new
benchmark and for providing shareholders with a real return on their capital. In
the new circumstances the Board will then consider how best to give effect to
the revised investment policy.
Hansa Trust, as a special situation investment trust, has never been a slave to
its benchmark and whilst it has diverged from it markedly over many years,
normally positively, we do not expect the change in the benchmark will
significantly alter our approach to investing.
CHAIRMAN'S STATEMENT (continued)
FSA PROPOSED CHANGES TO THE LISTING RULES
As no doubt you have read in the newspapers following the collapse of a number
of the Split Trusts, the Financial Services Authority has decided to introduce
additional listing rules in respect of investment trusts and published a
consultation paper earlier this year. The Board responded to the proposals,
which in the main were acceptable. However we did not agree with the proposals
to set limits to the investment policy of investment trusts, in particular in
relation to investing in other closed end funds. This matter should be left to
the Board to determine together with the Investment Manager, in accordance with
the Articles of the Company and as agreed by the shareholders. Furthermore we do
not believe that a representative of the Investment Manager should be prevented
from sitting on the Board. Such a person should have direct fiduciary
accountability to the shareholders, which will be achieved as a consequence of
participation on the Board. The Board will consider the impact on the Company of
any changes finally proposed by the FSA and propose an appropriate course of
action to protect the Company and its shareholders.
THE BOARD
After 27 years as a member of the Board, Edwin Teideman has decided to retire at
the forthcoming AGM rather than stand for re-election. We have been very
fortunate to have had his wide financial experience and detailed analysis over
many years. Alex Hammond-Chambers, who joined the board in November last year,
will in accordance with normal practice resign and offer himself for re-election
at the AGM.
ANNUAL GENERAL MEETING
The Annual General Meeting of the Company will be held at 11.00am on 31 July
2003 in the Curzon Suite, at the Mayfair Intercontinental Hotel, Stratton
Street, London, WIA 2AN. I do hope that as many shareholders as are able will
attend. This will be an opportunity to meet with your Board of Directors. In
addition William Salomon, who is the Chairman of the Investment Manager,
together with John Dodd the Investment Adviser, will make a presentation and be
available to answer questions.
OUTLOOK
It is difficult to comment on the outlook for the UK or overseas stockmarkets.
For three years they have fallen in value and share prices, being so much lower
than they were at the peak of the technology bubble, are clearly in most cases,
much more reasonably valued. But many companies are experiencing pressures on
profits coming from poor sales growth, rising costs and taxes and much tougher
accounting standards for reported profits. If profits generally don't progress
significantly, it is difficult to see markets making much progress either.
However, we believe it would he quite wrong to be bearish about all shares. If
markets move sideways over the next few years, then some shares will rise while
others will fall. There are clearly areas, such as insurance in which we have a
considerable investment, in which companies can do very well. Our proposed new
benchmark has been devised with a view of setting a goal of actually making
money for shareholders. By investing in those companies with good medium-term
prospects, we believe we can make money.
Jamie Borwick
Chairman
12 June 2003
HANSA TRUST PLC
CONSOLIDATED STATEMENT OF TOTAL RETURNS
Incorporating the revenue account for the year ended 31 March
(unaudited) (unaudited) (unaudited) (audited) (audited) (audited)
Revenue Capital Total Revenue Capital Total
2003 2003 2003 2002 2002 2002
£000 £000 £000 £000 £000 £000
Losses on
investments - (24,256) (24,256) - (10,141) (10,141)
Exchange
losses on
currency
balances - - - - (29) (29)
Income 2,366 - 2,366 2,584 - 2,584
Investment
management
fees (547) - (547) (641) - (641)
Other (459) - (459) (484) - (484)
expenses ---------- -------------- ----------- ---------- ------------- -----------
Net return/
(loss) before
finance costs
and
taxation 1,360 (24,256) (22,896) 1,459 (10,170) (8,711)
---------- -------------- ----------- ---------- ------------- -----------
Interest
payable and
similar
charges (397) - (397) (315) - (315)
---------- --------------- ----------- ---------- ------------- -----------
Return/(loss)
on ordinary
activities
before
taxation 963 (24,256) (23,293) 1,144 (10,710) (9,026)
Taxation
charge on
activities - - - 23 - 23
------------ --------------- --------------- --------- ------------- ------------
Return/(loss)
on ordinary
activities
after
taxation 963 (24,256) (23,293) 1,167 (10,710) (9,003)
Dividend on
Ordinary and
'A' Ordinary
shares
(equity)
(960) - (960) (1,165) - (1,165)
-------- --------------- -------------- ---------- ------------- ----------
Transfer to/
(from)
reserves 3 (24,256) (24,253) 2 (10,170) (10,168)
------------ ------------ ---------- ------------- ------------ ----------
Return/
(deficit) per
Ordinary
share 4.0p (101.1p) (97.1p) 4.9p (42.4p) (37.5p)
------------ -------------- ------------ ------------ ------------- ------------
The revenue column of this statement is the profit and loss account for the
Group.
All revenue and capital items in the above statement derive from continuing
operations.
HANSA TRUST PLC
BALANCE SHEET OF THE GROUP AND COMPANY
at 31 March
(unaudited) (audited) (unaudited) (audited)
Group Group Company Company
2003 2002 2003 2002
£000 £000 £000 £000
Fixed assets - investments
Group undertakings - - 50 123
Other investments 72,466 89,345 72,466 89,345
---------- -------- ---------- --------
72,466 89,345 72,516 89,468
Current assets
Debtors 92 231 197 221
Investments 126 43 - -
Cash at bank 51 488 21 417
---------- ----------- --------- -----------
269 762 218 638
Creditors
Amounts falling due (7,831) (950) (7,830) (949)
within one year ------------- --------- ------------- ---------
Net current (7,562) (188) (7,612) (311)
liabilities ------------- ---------- ------------- ---------
Net Assets 64,904 89,157 64,904 89,157
=========== ========== ========== =========
Capital and reserves
Called up share capital 1,200 1,200 1,200 1,200
Capital reserve - 77,725 81,800 77,725 81,800
realised
Capital reserve - (15,807) 4,374 (15,760) 4,494
unrealised
Revenue reserve 1,786 1,783 1,739 1,663
--------- --------- --------- ---------
Total equity 64,904 89,157 64,904 89,157
shareholders funds ======== ======== ======== ========
Net asset value per 270.4p 371.5p 270.4p 371.5p
Ordinary share
HANSA TRUST PLC
CONSOLIDATED CASH FLOW STATEMENT
for the year ended 31 March
(Unaudited) (Audited)
2003 2002
£000 £000
Net cash inflow from operating activities 1,347 2,055
--------- ---------
Service of finance
Interest paid (395) (325)
--------- ---------
Net cash outflow from servicing finance (395) (325)
--------- ---------
Taxation
Taxation recovered 23 71
--------- ---------
Financial investments
Purchase of investments (42,771) (72,459)
Sales of investments 35,394 76,625
--------- ---------
Net cash (outflow)/inflow from financial (7,377) 4,166
investment --------- ---------
Equity dividends paid (1,200) (1,200)
Unclaimed dividends - 35
--------- ---------
(1,200) (1,165)
--------- ---------
Financing
Drawdown/(repayment) of loans 7,165 (5,500)
--------- ---------
Decrease in cash (437) (698)
--------- ---------
HANSA TRUST PLC
RECONCILIATION OF OPERATING RESULTS TO NET CASH FLOW FROM OPERATING ACTIVITIES
(unaudited) (audited)
2003 2002
£000 £000
Net revenue return before finance costs and 1,360 1,459
taxation
Decrease/(increase) in prepayments and accrued 116 (60)
income
(Increase)/decrease in current asset investments (83) 827
Decrease in other creditors and accruals (46) (171)
--------- --------
Net cash inflow from operating activities 1,347 2,055
--------- --------
RECONCILIATION OF NET CASH FLOW MOVEMENT TO MOVEMENT IN NET (DEBT)/FUNDS
(unaudited) (audited)
2003 2002
£000 £000
Movement in net funds resulting from cashflows (7,602) 4,802
Exchange losses - (29)
--------- ---------
Movement in net funds in the year (7,602) 4,773
Net funds/(debt) at the start of year 488 (4,285)
--------- ---------
Net (debt)/funds at end of year (7,114) 488
--------- ---------
Represented by:
(audited) (unaudited) (unaudited) (unaudited)
At 31 March Exchange At 31 March
2002 Cashflows Movements 2003
£000 £000 £000 £000
Cash at bank 488 (437) - 51
Short-term bank - (7,165) - (7,165)
loans --------- --------- --------- ---------
Net (debt)/funds 488 (7,602) - (7,114)
--------- --------- --------- ---------
Notes:
1. This Preliminary Announcement is not the Company's statutory accounts.
It has been agreed by the auditors and is an abridged version of the Company's
full draft accounts, which have not yet been signed or filed with the Registrar
of Companies.
2. Statutory accounts for the 12 months ended 31 March 2002 have been
delivered to the Registrar of Companies and received an audit report which was
unqualified and did not contain statements under Section 237 (2) and (3) of the
Companies Act 1985.
Hansa Capital Limited - Company Secretary
12 June 2003
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