Stock Exchange Announcement
Herald Investment Trust plc
Results for the six months ended 30 June 2012
The following is the unaudited Half-Yearly Financial Report for the six months to 30 June 2012.
Responsibility Statement
We confirm that to the best of our knowledge:
a) the condensed set of financial statements has been prepared in accordance with the Accounting Standards Board's statement 'Half-Yearly Financial Reports';
b) the Chairman's Review includes a fair review of the information required by Disclosure and Transparency Rules 4.2.7R (indication of important events during the first six months, and their impact on the financial statements and a description of principal risks and uncertainties for the remaining six months of the year); and
c) the Half-Yearly Financial Report includes a fair review of the information required by Disclosure and Transparency Rules 4.2.8R (disclosure of related party transactions and changes therein - see note 3).
By order of the Board
Julian Cazalet
Chairman
24 July 2012
Chairman's Review
In marked contrast to the macroeconomic situation and the difficulties in the financial sector, the first half of 2012 has proved to be a benign environment for the portfolio companies in our chosen sector. Generally solid progress has been made in the investments in the UK and the US. The European portfolio has benefited from a flurry of takeover rumours. Our Far East portfolio companies have been the most challenged, reflecting the volume-sensitive, price-competitive nature of the manufacturing sector in Asia. Overall, this progress has been reflected in an appreciation in the net asset value per share of 7.8%.
The total return for the UK portfolio was 9.1%, marginally ahead of the broader Numis Smaller Companies Index return of 7.6% (formerly the HGSCI). The sterling return in North America was 8.2% against a sterling return of 3.4% for the Russell 2000 Technology Index. The R2000 Technology smaller companies index lagged the R1000 Technology larger companies index by 7.9%, which is an interesting continuation of the trend of the second half of 2011, so that the underperformance of smaller companies over a year exceeds 20%. However, this outperformance is accounted for by Apple alone. Our small exposure to Europe rose by 16.9% in sterling, reflecting strong performances primarily resulting from takeover speculation in three companies - Opera Software (Norway), LBI (Holland) and Hologram Industries (France), and some recovery from last year's poor performance. The Far East portfolio continued to lag, falling 0.2% in sterling terms.
The enthusiasm with which some investors have directed equity investment towards territories with growing GDP does not, from the perspective of a smaller companies global technology fund with 'bottom-up analysis company by company', seem rational. While we continue to invest in companies that are pre-profitability we seek investments in companies which have pricing power, and can deliver cash generative profits growth either currently or in due course. Furthermore we value a cultural and regulatory environment where those returns will be delivered to outside equity shareholders. From this perspective the UK and US both have more appealing investment opportunities than the economic numbers might suggest, particularly in a sector which supplies global markets. In the UK the evaporation of pension fund and insurance company allocations to equities is a mixed blessing for Herald. On the one hand it has enabled investments to be made at attractive valuations; on the other hand the lack of the corporate oversight that these investors used to provide so professionally is evident in such matters as the rise in Directors' remuneration. The banks have taken much blame for squeezing the supply of credit to small companies. Herald's stock in trade has been to provide equity to companies for whom bank debt is both inappropriate and unavailable. Since inception in 1994 Herald has raised net outside capital of £64m and has participated in primary placings for new shares, both initial public offerings and secondaries, in the UK for an aggregate value of £225m. It is evident that the demand from sensible investment opportunities exceeds the supply of capital to a much greater extent than has been the case hitherto. It is a cause of great concern as far the UK economy is concerned, if not for Herald for the time being. In terms of fund flows, net sales of £12.6bn of institutional assets from the UK stock market in the first quarter of 2012 is the second highest on record. At least in terms of stock overhang this class of shareholder has largely exited the share registers of Herald's investee companies as well as the Trust's own register. Similarly hedge funds have evaporated from the registers of smaller companies. It appears that initially hedge funds masked the declining institutional ownership, but were only ever transient traders. Takeovers have continued to provide a steady flow of liquidity.
The TMT space in which we invest has both defensive and aggressive characteristics. Some of the portfolio has a utility-type profile, where revenue is derived on a recurring basis for mission critical purposes. At the other end of the spectrum there are high risk investments in early stage companies with potentially disruptive technologies. The former category provides solid performance, while the latter category has over the years delivered some shooting stars. The star performers in this half year period have been Mellanox, an Israeli based NASDAQ listed company, which is the dominant supplier of infiniband high speed interconnection solutions used within the datacentre, and Bango which has a service for enabling billing for content purchases on mobile phones through the phone service providers. It has signed up customers such as Facebook and Amazon and is UK based. In between are companies that offer cost effective solutions to the corporate and the consumer alike.
Chairman's Review (ctd)
After two years of particularly strong dividend growth in the portfolio (+35% in 2010 and +37% in 2011) there has been a small decline in the first half, reflecting timing and strategic issues rather than any underlying negative trend. As usual no interim dividend will be paid.
The apparent normality seen in trading conditions has unquestionably been enabled by the fiscal and monetary looseness seen around the world, and in Herald's core markets of the US and the UK in particular. Daily we question the sustainability of this and how the structural flaws might be addressed. On balance fundamentals and valuations are sufficiently compelling to lead us to continue to be fully invested, with the ability to use leverage more fully if there is an air pocket caused by a dislocation in Europe, China or elsewhere.
Julian Cazalet
Chairman
24 July 2012
Summary of Performance
|
At inception 16 February 1994 |
At 31 December 2011 |
At 30 June 2012 |
Performance since 31 December 2011 |
Performance since inception |
NAV per share |
98.7p |
563.7p |
607.8p |
7.8% |
515.8% |
Share price |
90.9p |
455.0p |
478.9p |
5.3% |
426.8% |
FTSE 100 Index |
3,417.7 |
5,572.3 |
5,571.2 |
(0.0%) |
63.0% |
NSCI plus AIM (capital gains ex. investment companies) |
1,750.0 |
3,101.6 |
3,298.6 |
6.4% |
88.5% |
Russell 2000 (small cap) Technology Index (in sterling terms)†† |
688.7* |
880.9 |
909.7 |
3.3% |
32.1% |
* At 9 April 1996 being the date funds were first available for international investment.
†† The Russell 2000 (small cap) Technology Index was rebased during 2009 following some minor adjustments to its constituents. The rebased index has been used from 31 December 2008 onwards.
The portfolio comparative index against which performance is measured is 2/3 Numis Smaller Companies Index (previously Hoare Govett Smaller Companies Index) plus AIM (capital gains ex. investment companies) and 1/3 Russell 2000 (small cap) Technology Index (in sterling terms).
Past performance is not a guide to future performance.
For further information please contact:
Ms Katie Potts, Manager
Herald Investment Trust plc 0207 553 6300
Baillie Gifford & Co
Secretaries 0131 275 2000
Income Statement (unaudited)
|
For the six months ended 30 June 2012 |
For the six months ended 30 June 2011 |
For the year ended 31 December 2011 |
||||||
|
Revenue £'000 |
Capital £'000 |
Total £'000 |
Revenue £'000 |
Capital £'000 |
Total £'000 |
Revenue £'000 |
Capital £'000 |
Total £'000 |
Gains on sales of investments |
- |
2,573 |
2,573 |
- |
15,912 |
15,912 |
- |
33,612 |
33,612 |
Movements in investment holding gains/(losses) |
- |
32,493 |
32,493 |
- |
13,368 |
13,368 |
- |
(47,204) |
(47,204) |
Fair value movement on interest rate swap |
- |
312 |
312 |
- |
1,077 |
1,077 |
- |
(11,420) |
(11,420) |
Currency (losses)/gains |
- |
(45) |
(45) |
- |
13 |
13 |
- |
(66) |
(66) |
Income from investments and interest receivable |
4,413 |
- |
4,413 |
4,884 |
- |
4,884 |
9,171 |
- |
9,171 |
Investment management fee (note 3) |
(2,464) |
- |
(2,464) |
(2,502) |
- |
(2,502) |
(4,752) |
- |
(4,752) |
Other administrative expenses |
(165) |
- |
(165) |
(179) |
- |
(179) |
(350) |
- |
(350) |
Net return before finance costs and taxation |
1,784 |
35,333 |
37,117 |
2,203 |
30,370 |
32,573 |
4,069 |
(25,078) |
(21,009) |
Finance costs of borrowings |
(1,511) |
- |
(1,511) |
(1,456) |
- |
(1,456) |
(2,978) |
- |
(2,978) |
Net return on ordinary activities before taxation |
273 |
35,333 |
35,606 |
747 |
30,370 |
31,117 |
1,091 |
(25,078) |
(23,987) |
Tax on ordinary activities |
(67) |
- |
(67) |
(64) |
- |
(64) |
(144) |
- |
(144) |
Net return on ordinary activities after taxation |
206 |
35,333 |
35,539 |
683 |
30,370 |
31,053 |
947 |
(25,078) |
(24,131) |
Net return per ordinary share (note 4) |
0.26p |
44.42p |
44.68p |
0.85p |
38.01p |
38.86p |
1.19p |
(31.43p) |
(30.24p) |
Weighted average number of ordinary shares in issue during each period |
79,551,992 |
|
79,902,592 |
|
79,799,598 |
|
The total column of this statement is the profit and loss account of the Company.
All revenue and capital items in this statement derive from continuing operations. No operations were acquired or discontinued during the year.
A Statement of Total Recognised Gains and Losses is not required as all gains and losses of the Company have been reflected in the above statement.
Balance Sheet (unaudited)
|
At 30 June 2012 £'000 |
At 30 June 2011 £'000 |
At 31 December 2011 £'000 |
Fixed assets |
|
|
|
Investments held at fair value through profit or loss |
532,936 |
540,650 |
488,689 |
Current assets |
|
|
|
Debtors |
2,276 |
1,472 |
1,947 |
Cash and short term deposits |
18,032 |
23,107 |
30,021 |
|
20,308 |
24,579 |
31,968 |
Creditors: |
|
|
|
Amounts falling due within one year (note 6) |
(51,098) |
(52,886) |
(51,001) |
Derivative financial instruments (note 6) |
(20,045) |
(7,860) |
(20,357) |
|
(71,143) |
(60,746) |
(71,358) |
Net current liabilities |
(50,835) |
(36,167) |
(39,390) |
Total net assets |
482,101 |
504,483 |
449,299 |
Capital and reserves |
|
|
|
Called up share capital |
19,830 |
19,924 |
19,924 |
Share premium |
73,738 |
73,738 |
73,738 |
Capital redemption reserve |
2,122 |
2,028 |
2,028 |
Capital reserve |
384,114 |
406,169 |
350,721 |
Revenue reserve |
2,297 |
2,624 |
2,888 |
Shareholders' funds |
482,101 |
504,483 |
449,299 |
Net asset value per ordinary share (including current period income) |
607.77p |
632.99p |
563.75p |
Net asset value per ordinary share (excluding current period income) |
607.51p |
632.14p |
562.56p |
Ordinary shares in issue (note 7) |
79,323,283 |
79,698,283 |
79,698,283 |
Reconciliation of Movements in Shareholders' Funds (unaudited)
For the six months ended 30 June 2012
|
Called up share £'000 |
Share £'000 |
Capital redemption reserve £'000 |
Capital reserve* £'000 |
Revenue reserve £'000 |
Shareholders' £'000 |
Shareholders' funds at 1 January 2012 |
19,924 |
73,738 |
2,028 |
350,721 |
2,888 |
449,299 |
Net return on ordinary activities after taxation |
- |
- |
- |
35,333 |
206 |
35,539 |
Shares bought back (note 7) |
(94) |
- |
94 |
(1,940) |
- |
(1,940) |
Dividends paid during the year (note 5) |
- |
- |
- |
- |
(797) |
(797) |
Shareholders' funds at 30 June 2012 |
19,830 |
73,738 |
2,122 |
384,114 |
2,297 |
482,101 |
For the six months ended 30 June 2011
|
Called up share £'000 |
Share £'000 |
Capital redemption reserve £'000 |
Capital reserve* £'000 |
Revenue reserve £'000 |
Shareholders' £'000 |
Shareholders' funds at 1 January 2011 |
19,978 |
73,738 |
1,974 |
376,931 |
1,941 |
474,562 |
Net return on ordinary activities after taxation |
- |
- |
- |
30,370 |
683 |
31,053 |
Shares bought back (note 7) |
(54) |
- |
54 |
(1,132) |
- |
(1,132) |
Shareholders' funds at 30 June 2011 |
19,924 |
73,738 |
2,028 |
406,169 |
2,624 |
504,483 |
For the year ended 31 December 2011
|
Called up share £'000 |
Share £'000 |
Capital redemption reserve £'000 |
Capital reserve* £'000 |
Revenue reserve £'000 |
Shareholders' £'000 |
Shareholders' funds at 1 January 2011 |
19,978 |
73,738 |
1,974 |
376,931 |
1,941 |
474,562 |
Net return on ordinary activities after taxation |
- |
- |
- |
(25,078) |
947 |
(24,131) |
Shares bought back (note 7) |
(54) |
- |
54 |
(1,132) |
- |
(1,132) |
Shareholders' funds at 31 December 2011 |
19,924 |
73,738 |
2,028 |
350,721 |
2,888 |
449,299 |
* The capital reserve as at 30 June 2012 includes investment holding gains of £104,718,000 (30 June 2011 - £132,797,000; 31 December 2011 - £72,225,000).
Condensed Cash Flow Statement (unaudited)
|
For the six months ended 30 June 2012 £'000 |
For the six months ended 30 June 2011 £'000 |
For the year ended 31 December 2011 £'000 |
Net cash inflow from operating activities |
1,734 |
2,029 |
3,547 |
Net cash outflow from servicing of finance |
(1,520) |
(1,492) |
(2,935) |
|
|
|
|
Financial investment |
|
|
|
Purchase of investments |
(31,586) |
(54,344) |
(89,449) |
Sale of investments |
22,120 |
38,549 |
80,493 |
Net cash outflow from financial investment |
(9,466) |
(15,795) |
(8,956) |
Equity dividend paid (note 5) |
(797) |
- |
- |
Net cash outflow before financing |
(10,049) |
(15,258) |
(8,344) |
Financing |
|
|
|
Shares repurchased (note 7) |
(1,940) |
(1,132) |
(1,132) |
Loans drawn down |
- |
25,000 |
25,000 |
Loans repaid |
- |
(25,000) |
(25,000) |
Net cash outflow from financing |
(1,940) |
(1,132) |
(1,132) |
Decrease in cash |
(11,989) |
(16,390) |
(9,476) |
|
|
|
|
Reconciliation of net cash flow to movement in net debt |
|
|
|
Decrease in cash in period |
(11,989) |
(16,390) |
(9,476) |
Movement in net debt in period |
(11,989) |
(16,390) |
(9,476) |
Net debt at 1 January |
(19,979) |
(10,503) |
(10,503) |
Net debt at 30 June/31 December |
(31,968) |
(26,893) |
(19,979) |
|
|
|
|
Reconciliation of net return before finance costs and taxation to net cash inflow from operating activities |
|
|
|
Net return on ordinary activities before finance costs and taxation |
37,117 |
32,573 |
(21,009) |
(Gains)/losses on investments |
(35,378) |
(30,357) |
25,012 |
Currency losses/(gains) |
45 |
(13) |
66 |
Changes in debtors and creditors |
23 |
(148) |
(291) |
Amortisation of fixed income book cost |
43 |
19 |
(25) |
Income tax (suffered)/repaid |
(4) |
6 |
4 |
Overseas tax suffered |
(67) |
(64) |
(144) |
Realised currency (loss)/profit |
(45) |
13 |
(66) |
Net cash inflow from operating activities |
1,734 |
2,029 |
3,547 |
Top Twenty Equity Holdings at 30 June 2012 (unaudited)
Company |
Business |
Value £'000 |
% of total assets* |
|
Imagination Technologies |
Licenser of semiconductor intellectual property |
21,938 |
4.0 |
|
SDL |
Internet software and website globalisation services |
18,888 |
3.4 |
|
Telecom Plus |
Supplier of telecommunications services and other utilities |
15,329 |
2.8 |
|
IDOX |
Supplier of software solutions and services primarily to the UK public sector |
12,051 |
2.2 |
|
Mellanox Technologies |
Supplier of infiniband and ethernet semiconductors and connectivity solutions |
11,575 |
2.1 |
|
Diploma |
Distributor |
10,488 |
1.9 |
|
Phoenix IT Group |
IT support and business continuity service |
10,124 |
1.8 |
|
OpSec Security |
Developer of anti-counterfeiting technologies, services and software |
9,934 |
1.8 |
|
Bango |
Developer of mobile payment and customer analytics systems |
8,953 |
1.6 |
|
NCC Group |
Provides IT assurance and IT protection solutions |
8,539 |
1.5 |
|
Advent Software |
Developer of investment management software |
8,296 |
1.5 |
|
Toumaz |
Develops ultra-low power wireless telemetry technologies |
8,022 |
1.5 |
|
ATMI |
Develops process materials and technology for the semiconductor industry |
7,865 |
1.4 |
|
Euromoney Institutional Investor |
Business-to-business media group focused on international finance sector |
7,838 |
1.4 |
|
Actuate |
Developer of business intelligence software environment |
7,023 |
1.3 |
|
M&C Saatchi |
Global marketing services business |
6,953 |
1.3 |
|
IQE |
Supplier of advanced compound semiconductor wafers |
6,561 |
1.2 |
|
Silicon Motion Technology |
Designer and developer of memory and RF semiconductors |
6,279 |
1.1 |
|
Allocate Software |
Provider of workforce optimisation and corporate governance software |
6,242 |
1.1 |
|
Fidessa Group |
Developer of trading and portfolio management software |
6,026 |
1.1 |
|
|
|
198,924 |
36.0 |
|
* Total assets before deduction of bank loans and derivative financial instruments.
Distribution of Assets (unaudited)
|
At 30 June 2012 % |
At 30 June 2011 % |
At 31 December 2011 % |
Equities: |
|
|
|
United Kingdom |
60.9 |
61.9 |
59.2 |
Continental Europe |
1.9 |
2.0 |
1.8 |
USA |
22.5 |
22.1 |
21.6 |
Asia Pacific |
5.0 |
6.0 |
6.0 |
Emerging Markets |
0.4 |
0.4 |
0.4 |
Total equities |
90.7 |
92.4 |
89.0 |
Sterling denominated bonds |
3.3 |
2.8 |
3.1 |
EUR denominated bonds |
2.5 |
0.9 |
1.9 |
Net liquid assets |
3.5 |
3.9 |
6.0 |
Total assets (before deduction of bank loans and derivative financial instruments) |
100.0 |
100.0 |
100.0 |
Notes to the Condensed Financial Statements (unaudited)
1.
|
The condensed financial statements comprise the statements for the six months to 30 June 2012. They have been prepared on the basis of the same accounting policies as set out in the Company's Annual Report and Financial Statements at 31 December 2011 and in accordance with the ASB's Statement 'Half-Yearly Financial Reports' and have not been audited or reviewed by the Auditors pursuant to the Auditing Practices Board Guidance on 'Review of Interim Financial Information'. The Company's assets, the majority of which are investments in quoted securities, exceed its liabilities significantly. All borrowings require the prior approval of the Board. Gearing levels and compliance with loan covenants are reviewed by the Board on a regular basis. In accordance with the Company's Articles of Association, Shareholders have the right to vote on the continuation of the Company every three years with the next vote being in April 2013. Accordingly, the Half-Yearly Financial Report has been prepared on the going concern basis as it is the Directors' opinion that the Company will continue in operational existence for the foreseeable future. |
|||
2. |
The financial information contained within this Half-Yearly Financial Report does not constitute statutory accounts as defined in sections 434 to 436 of the Companies Act 2006. The financial information for the year ended 31 December 2011 has been extracted from the statutory accounts which have been filed with the Registrar of Companies. The Auditors' Report on those accounts was not qualified and did not contain statements under sections 498(2) or (3) of the Companies Act 2006. |
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3. |
Related party transactions Herald Investment Management Limited is appointed investment manager under a management agreement which is terminable on twelve months' notice. Its annual remuneration is 1.0% of the Company's net asset value based on middle market prices, calculated on a monthly basis payable in arrears. The management fee is levied on all assets except the holding in Herald Ventures II Limited Partnership managed by Herald Investment Management Limited. |
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4. |
Net return per ordinary share |
Six months ended 30 June 2012 £'000 |
Six months ended 30 June 2011 £'000 |
Year ended 31 December 2011 £'000 |
|
Revenue return on ordinary activities after taxation |
206 |
683 |
947 |
|
Capital return on ordinary activities after taxation |
35,333 |
30,370 |
(25,078) |
|
Total net return |
35,539 |
31,053 |
(24,131) |
|
|
|
|
|
|
Weighted average number of ordinary shares |
79,551,992 |
79,902,592 |
79,799,598 |
|
Net return per ordinary share is based on the above totals of revenue and capital and the weighted average number of ordinary shares in issue during each period. There are no dilutive or potentially dilutive shares in issue. |
Notes to the Condensed Financial Statements (unaudited) (ctd)
5. |
Dividends |
Six months ended 30 June 2012 £'000 |
Six months ended 30 June 2011 £'000 |
Year ended 31 December 2011 £'000 |
|
Amounts recognised as distributions in the period: |
|
|
|
|
Final dividend for the year ended 31 December 2011 - 1.00p (2010 - Nil) |
797 |
- |
- |
|
No interim dividend will be declared. |
|
|
|
6. |
The Company has a £50 million multi-currency variable rate loan facility with The Royal Bank of Scotland plc which comprises two £25 million tranches expiring May 2013 (30 June 2011 - £50 million; 31 December 2011 - £50 million). The interest on this facility has been fixed for the long term through a 30 year interest rate swap, expiring in 2038, but may vary on periodic renewals of the debt facility to the extent that the mark up over LIBOR charged by a lending bank varies. At 30 June 2012 there were outstanding drawings of £50 million (30 June 2011 - £50 million; 31 December 2011 - £50 million). The fair value of the interest rate swap contract at 30 June 2012 was an estimated liability of £20.0 million (30 June 2011 - £7.9 million; 31 December 2011 - £20.4 million) which was based on the swap provider's valuation. |
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7. |
At the Annual General Meeting held on 17 April 2012 the Company's authority to buy back shares was renewed in respect of 11,946,772 ordinary shares (equivalent to 14.99% of its issued share capital at that date). In the six months to 30 June 2012 a total of 375,000 (30 June 2011- 215,000; 31 December 2011 - 215,000) ordinary shares of 25p each were bought back at a total cost of £1,940,000 (30 June 2011 - £1,132,000; 31 December 2011 - £1,132,000). At 30 June the Company had authority to buy back a further 11,571,772 ordinary shares. |
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8. |
During the period transaction costs on purchases amounted to £172,000 (30 June 2011 - £276,000; 31 December 2011 - £424,000) and transaction costs on sales amounted to £85,000 (30 June 2011 - £95,000; 31 December 2011 - £198,000). |
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9. |
Principal risks and uncertainties The principal risks facing the Company relate to the Company's investment activities. These risks are market risk (comprising other price risk, interest rate risk and foreign currency risk), credit risk and liquidity risk. An explanation of these risks and how they are managed is contained in note 20 of the Company's Annual Report and Financial Statements for the year to 31 December 2011. The principal risks and uncertainties have not changed since the publication of the Annual Report which can be obtained free of charge from Herald Investment Management Limited and is available on the Managers' website: www.heralduk.com†. Other risks facing the Company include the following: regulatory risk (that the loss of investment trust status or a breach of applicable legal and regulatory requirements could have adverse financial consequences and cause reputational damage), operational/financial risk (failure of service providers accounting systems could lead to inaccurate reporting or financial loss), the risk that the discount can widen and gearing risk (the use of borrowings can magnify the impact of falling markets). Further information can be found on page 23 of the Annual Report and Financial Statements. |
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10. |
The Half-Yearly Financial Report will be available on the Managers' website www.heralduk.com† and will be posted to shareholders on or around 9 August 2012. |
None of the views expressed in this document should be construed as advice to buy or sell a particular investment.
† Neither the contents of the Company's website nor the contents of any website accessible from hyperlinks on the Company's website (or any other website) is incorporated into, or forms part of, this announcement.
- ends -