HIGHBRIDGE MULTI-STRATEGY FUND LIMITED
(the "Company")
Registered in Guernsey - Number 44704
Registered Office:
Sarnia House, Le Truchot,
St Peter Port, Guernsey, GY1 1GR
13 September 2019
Half Yearly Financial Report
The Board of the Company is pleased to announce its results for the period ended 30 June 2019.
In accordance with DTR 6.3.5(1) please find below the full text of the half yearly report.
A copy of the Interim Report will be submitted to the National Storage Mechanism and will shortly be available for inspection at www.morningstar.co.uk/uk/NSM. The Circular will also be available on the Company's website: https://www.highbridgemsfltd.co.uk.
For further information about this announcement contact:
Praxis Fund Services Limited
Company Secretary
Tel: +44 (0) 1481 737 600
LEI: 213800397SYHLYFH5961
END OF ANNOUNCEMENT
Company Key Figures1
2019 Sterling Share price increase |
1.45% |
2019 NAV per share increase |
2.17% |
Sterling AllBlue gross proceeds received (since inception) |
99.4% |
Annualised Sterling NAV return (since inception2 ) |
6.74% |
Underlying Fund Key Figures3
Sharpe Ratio |
0.88 |
Beta to FTSE 1004 |
0.12 |
of the volatility of the FTSE 1004 |
1/3 |
Beta to Barclays Aggregate5 |
(0.03) |
Beta to S&P 5005 |
0.13 |
PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS. There can be no assurance that the Fund's objectives will be realised or that the Fund will not experience losses. A glossary which explains the calculation of these statistics is provided at the end of this report.
A glossary which explains the calculation of these statistics is provided at the end of this report.
1. Information is for the Company as at 30 June 2019.
2. This alternative performance measure ("APM") is provided for shareholders information in addition to the financial statements. Shareholders should base their assessment of the financial performance of the Company on the information contained in the financial statements.
3. Information is for the Highbridge Multi-Strategy Master Fund, L.P. (formerly: 1992 Multi-Strategy Master Fund, L.P.) managed by Highbridge Capital Management, LLC (the "Underlying Fund") for the period between 1 March 2016 and 30 June 2019.
4. Index Source: FTSE International Limited ("FTSE") © FTSE 2017. "FTSE ®" is a trade mark of the London Stock Exchange Group companies and is used by FTSE International Limited under license. All rights in the FTSE indices vest in FTSE and/or its licensors. Neither FTSE nor its licensors accept any liability for any errors or omissions in the FTSE indices or underlying data. No further distribution of FTSE data is permitted without FTSE's express written consent.
5. Index Source : Bloomberg
Note: All index performance information has been obtained from third parties and should not be relied upon as being complete or accurate. Indices are shown for comparison purpose only. While an investor may invest in vehicles designed to track certain indices, an investor cannot invest directly in an index. Indices are unmanaged, do not charge fees or expenses, and do not employ special investment techniques such as leverage or short selling.
CHAIRMAN'S STATEMENT
During the period to 30 June 2019, the Company's Net Asset Value ("NAV") per share has increased from £2.1518 to £2.1984 (2.17%), recovering all that was lost in 2018 and a little more, and the total NAV increased slightly (by 0.8%, £1.8 million), as retained income exceeded expenditure on buy backs in the period.
Of course, this performance was entirely over shadowed by the announcement on 17 June 2019 by Highbridge Capital Management, LLC ("Highbridge" or "Investment Manager"), our investment manager, that they intended to close the Highbridge Multi-Strategy Fund Corporation (formerly known as the 1992 Multi-strategy Fund), our underlying investment, and refocus their business exclusively around Highbridge's credit strategies. Investors in the Highbridge Multi-Strategy Fund Corporation, including this Company, have been given the opportunity to roll over into the 1992 Tactical Credit Fund (the "Credit Fund"), also managed by Highbridge, or to receive cash as and when the underlying fund has realised its own investments.
The Board of Directors of the Company (the "Board" or "Directors") conducted a review of the options available to the Company, which included extensive shareholder consultation and resulted in the Board convening an Extraordinary General Meeting on 16 August 2019 ("First EGM") to seek approval to change the Company's investment policy to allow investment into the Credit Fund. The Credit Fund is a multi-strategy credit fund that seeks to generate return from relative value and idiosyncratic opportunities that invest in six credit focused sub-strategies - Mid-Cap Convertible Credit, European Convertible Credit, Capital Structure Arbitrage, Event Credit, Income Investments and Distressed Credit & Reorganized Equities.
In connection with the First EGM, shareholders were given the opportunity to elect to receive a full or partial cash distribution. Elections were received such that shareholders representing approximately £73.5 million of the Company's NAV would remain. Although this amount was less than the £100 million level that the Board had set as a minimum for continuation, the Board decided to offer those shareholders who wished to remain invested the opportunity to continue in a smaller company, by convening a second EGM, with a minimum continuation condition of £50 million (the "Second EGM"). Whilst the Board is very conscious of the liquidity and cost implications of a smaller company, it does not consider it appropriate to deny the holders of a substantial number of shares the opportunity to continue and furthermore the Board believes that the Company has the potential to grow its NAV above £100 million.
Further details of the results of the First EGM are given in Note 14 to these Financial Statements. Details of the Second EGM, to be held on the 17 September 2019, are set out in the circular and notice of extraordinary general meeting sent to shareholders on 28 August 2019, a copy of which is available on the Company's website.
AllBlue
A small distribution was received from the liquidators of the AllBlue funds in July 2019. The current estimated value of the AllBlue investments stands at approximately 0.4% of the Company's NAV. We look forward to hearing further from the Liquidators and finally having closure, but, unfortunately, we still have no idea when that will be as the largest remaining investment is subject to a number of legal disputes.
Discount Management
During the period the Company's shares mostly traded at a small discount, and this discount has increased since the announcement from Highbridge mentioned above. The Board authorised the resumption of a share buyback program in December 2018 and that continued during most of the period, although was necessarily limited by the cash available. Having been almost fully invested at year end, it was necessary to wait until funds were received from a partial redemption of our investment in the underlying fund in April, once our limited available cash reserves for buy backs at year end were used up. In June, the decision was taken to suspend the program in light of the announcement by Highbridge. The total value of shares purchased under the program amounts to approximately £3.1 million.
The Future
After the period end, the Company has of course reduced in size considerably, and may shrink further at the time of the Second EGM, or may indeed not continue at all. If the Company does continue, albeit very much smaller, the Board believes that Highbridge will be able to source new investors, and that it will be able to grow once again. In the event that they do not do so, fee reductions are locked in to the Company's agreement with Highbridge, so benefiting shareholders who remain invested. If the Company continues the Board has been clear regarding growth expectations and if the Company's NAV has not reached £80 million by the end of 2020 a discontinuation vote will be put to shareholders.
If the Company does not continue, either as a result of the Second EGM or otherwise, the Board is committed to ensuring that shareholder value is maximised during the resulting orderly wind down.
The Board have discussed the potential impact on the Company of the UK leaving the European Union ("Brexit") with the Investment Manager. They note that the Company is a feeder vehicle ultimately invested in a multi strategy hedge fund which has relatively few of its investments in companies or securities which will be impacted by Brexit, and that in any event these impacts may be either positive or negative. Accordingly, the Board considers that Brexit does not pose a significant risk to the performance of the Company and that its impact is very unlikely to be material.
I hope that you do choose to continue the Company, and I hope I have the opportunity to write to you again in 2020.
Vic Holmes
Chairman
12 September 2019
INVESTMENT MANAGER'S REPORT
The commentary is not intended to constitute, and should not be construed as, investment advice. Potential investors in the Company should seek their own independent financial advice and may not rely on this communication in evaluating the merits of investing in the Company. The commentary is provided as a source of information for shareholders of the Company but is not attributable to the Company.
The first six months of 2019 saw global equity markets rebound following a difficult Q4 2018. While trade tensions dominated the headlines, we believe the dovish monetary policy shift from central banks, in particular from the U.S. Federal Reserve, provided a tailwind for investor sentiment. In the U.S., the S&P 500 hit a new high in April 2019 and then again in June 2019 to extend the current record bull run despite a sharp pullback in May 2019 over renewed trade war concerns between the U.S. and China. International stock markets also rallied during the period but underperformed the U.S., in dollar terms, as central banks signalled they would take measures to combat slowing economic growth and address the ongoing risks associated with the ongoing trade tension providing a risk-on environment lifting markets higher.
The global bond markets also had strong results for the first half of 2019. In the U.S., the Federal Reserve kept short-term rates unchanged and expressed a dovish tone that led to a decline in yields. The European bond market also benefitted from quantitative easing as yields declined and bond prices rose. As we go into Q3, the market is anticipating more rate cuts amid concerns of both a slowdown in global growth and a potential upcoming recession given the ongoing trade conflict.
In the first half of 2019, Highbridge Multi-Strategy Fund Limited GBP delivered a +2.17% Net Asset Value ("NAV") return. The sub-strategies within the Underlying Fund that were the largest contributors to performance were Asia Arbitrage, Equity Capital Markets, and Convertible & Volatility Arbitrage. The largest detractors from Underlying Fund performance were Event-Focused European Long/Short Equity, Convergence Long/Short Equity, and Convertible Credit & Capital Structure Arbitrage.
Event-Driven Equity: Event-Driven strategies have had mixed performance so far this year. Merger Arbitrage and Equity Capital Markets have both performed well; US Event Long/Short Equity was relatively flat while Event-Focused European Long/Short Equity experienced a more volatile performance. Merger Arbitrage was able to take advantage of volatility in deal spreads caused by activist investors. Several deals that require China's approval continue to trade with wide spreads as US/China trade talks remain in limbo. Deals that aggressively push the antitrust boundaries continue to trade wide as even Republican regulators and politicians push for deal concessions and threaten to block certain transactions. The strategy delivered decent gains on a smaller and more concentrated portfolio given the relatively lower volume of announced deals in early 2019. Despite earlier market volatility, our Equity Capital Markets strategy had a strong start to the year as risk assets and sentiment improved. Both equity and SPAC issuance recovered from the sharp negative sentiment shift in Q4 2018. In particular, the SPACs portfolio delivered strong returns as positions that were opportunistically initiated and increased at the end of Q4 2018 performed well, several new business combinations were well received and numerous warrant exchanges put a floor on post-deal warrant valuations. Event-Focused European Long/Short Equity strategy was the largest detractor in the first half of 2019. As global risk assets traded positively, Europe was no exception as central banks reacted to disappointing macro data pointing to a pending recession and global political uncertainty around Brexit and multiple Eurozone elections. Despite having repositioned the book coming into 2019, the portfolio continued to be negatively impacted by overall short positioning and macro hedges. US Event Long/Short produced relatively flat performance driven by a narrow opportunity set in 2019, dominated by a slowdown in mergers and acquisitions /corporate actions, as well as continued corporate concerns over economic slowdown and the persistence of trade policy uncertainties. We decided to eliminate the strategy in June, given continued muted performance.
Fundamental Equities: While Convergence Long/Short Equity was a detractor in the first half of the year, performance has been mixed. Our semiconductor and software longs did well as cloud continued to gain market share in the IT stack. On the short side, we had success on a fair amount of our retail shorts while a few of our technology-focused short bets detracted on returns. Performance took a hit in May 2019 as the US/China trade talks broke down and some our more cyclically-exposed longs detracted as a result.
Capital Structure Arbitrage and Fundamental Credit: Together, Convertible Credit & Capital Structure Arbitrage and Distressed Credit, allocations run by the same investment team, detracted from performance in the first half of 2019. Performance in Q1 2019 was challenged primarily by a pronounced underperformance between liquid and less liquid instruments. Many of our long exposures, which are less liquid than their associated hedges, were the victims of technical selling pressure. While this dislocation continued into Q2 2019, a number of positive idiosyncratic company-specific events and corporate actions contributed positively to performance, helping to recoup much of Q1's 2019 loss. Asia Arbitrage was the top contributor in the first half of 2019, providing strong portfolio performance across both quarters. At the beginning of the year, the strategy was well-positioned to take advantage of the extended Q4 2018 sell-off in cyclicals and tech, which forced valuations down to support levels not tested since the Global Financial Crisis. We leaned long into this weakness and particularly into the aforementioned areas that we believe were undervalued. Q2 began with continued compression of risk premium as complacency set in regarding the normalization of relations between the US and China but this was abruptly halted in May 2019 when trade tensions quickly re-escalated. The conditions of Q2 2019 seem very akin to the Q4 of 2018, though the magnitudes were smaller and pessimistic sentiment on resolution is now more ingrained. The majority of gains in Q2 were driven by our derivatives positioning in Japan and continental Asia which carefully navigated the volatility of the continued trade war. The Cross Asset Relative Value strategy continued to deliver solid returns in the first half of the year. In Q1 2019, the strategy generated strong returns with very limited beta exposure to the market. The sharp sell-off at the end of last year created several interesting dislocations that we were able to take advantage of in the debt versus equity sub-strategy. Performance in Q2 2019 was muted as market conditions for the strategy became more challenging.
Convertible & Volatility Arbitrage: The Convertible & Volatility Arbitrage strategy posted positive returns in the first half of 2019. Returns were driven by long volatility positioning which benefitted from Q1's 2019 rebound in risk assets following the unprecedented Q4 2018 sell-off. US convertible issuance was down 20% YTD in 2019 compared to 2018. Much of the portfolio's long exposure has been reduced and the book contains several cheap long gamma positions that we believe are well positioned for both upside and downside scenarios. Derivatives Relative Value produced modestly positive performance in the first half of 2019. Equity and FX implied volatility levels have generally been trending lower, although with periodic pockets of mild shocks. Several idiosyncratic drivers across different countries characterized the macro landscape, leading to relative value opportunities which capitalize on dislocations in the volatility surface. And lastly, an active mergers and acquisitions environment has also provided opportunities to express distribution views with attractive risk-reward.
Macro: Fundamental Macro detracted the first half of the year. In Q1 2019, the strategy losses were largely due to its long British Pound Sterling (GBP) positioning, which was negatively impacted by the lack of resolution between the UK and EU before the 29 March 2019 Brexit deadline. The strategy also had losses in its short Euro Interbank Offered Rate (Euribor) positioning, which was negatively affected by weakened economic data from Europe. Due to underperformance and a perceived low macro opportunity set, we decided to scale back capital dedicated to this strategy by two-thirds in Q1 2019 and eventually eliminated the strategy in May 2019.
As you are aware, Highbridge notified investors on 17 June 2019 of our decision to refocus our business exclusively around Highbridge's credit strategies, including the Credit Fund, the multi-strategy credit vehicle managed by Jon Segal and Jason Hempel since November 2013. Multi-Strategy Fund investors, including the Company, have been given three options for their existing Multi-Strategy Fund investment: 1) transfer the entire Multi-Strategy Fund investment to the Credit Fund, 2) request a full return of the investment, or 3) transfer a portion of the Multi-Strategy Fund investment to the Credit Fund and request a return of the balance of the investment.
COMPANY AND INVESTMENT OVERVIEW
The Company is a Guernsey domiciled closed-ended investment company listed on the Premium Segment of the Official List of the Financial Conduct Authority and traded on the Main Market of the London Stock Exchange with assets of approximately £228 million1.
_________________________________
1 As of 30 June 2019 net of all applicable fees and expenses. Returns are estimated and unaudited for 2019. Shareholders should note that past performance is not necessarily indicative of future results and that there can be no assurance that the Company's and/or the Underlying Fund’s return objectives will be realised or that the Company and/or the Underlying Fund will not experience losses.
The Company
The Company has one class of shares in issue, the Sterling class. The Company seeks to provide Shareholders with the following key benefits:
• Attractive returns which are not beholden to the direction of asset markets, created by skilled portfolio management and a non-correlated, multi-strategy approach.
• Strong capital preservation characteristics reflecting robust risk management and expert blending of various assets across strategies.
• Liquidity occasioned by active trading in the Company's shares on the Main Market of the London Stock Exchange.
About the Underlying Highbridge Multi Strategy Fund
The Company invests into the Underlying Fund through sterling hedged Class F shares of MSF Corp, which feeds into the Underlying Fund.
The Underlying Fund is a US Dollar denominated global multi-strategy hedge fund focused on relative value strategies with idiosyncratic sources of return. The Underlying Fund allocates capital to a number of distinct strategies pursuing equity, credit, convertible bond, volatility, capital structure arbitrage and macro opportunities across the globe, as further described below.
Since its inception on 1 January 1993, the Underlying Fund has achieved 9.70% annualised net returns, 6.54% annualised volatility and low beta relative to equity and credit indices1. Since the Company invested in MSF Corp on 1 March 2016, MSF Corp's Class F (Sterling denominated) shares have delivered 3.12% annualised net returns and 3.03% annualised volatility.
Highbridge's intention is to wind down the Underlying Fund. Please see the Investment Manager's Report and Note 14 for further details.
Key Features of the Underlying Fund
Consistent Returns: The Underlying Fund targets attractive risk-adjusted returns with low volatility and low beta to broad markets. It has a track record of delivering consistent risk-adjusted returns over market cycles for 25 years.
Diversified Global Exposure: Underlying investment strategies are diversified across asset classes, investment styles and geographies. Highbridge employs dedicated teams on the ground in London, New York and Hong Kong that seek to capture global investment opportunities.
Relative Value Focus: The Underlying Fund focuses on relative value strategies with idiosyncratic sources of return.
Dynamic Capital Allocation: Within the Underlying Fund there is flexibility to allocate capital dynamically across various asset classes and geographies.
Capital Preservation: The investment process is focussed on robust risk management and drawdown protection.
Institutional Quality Infrastructure: Highbridge's world-class trading and investment platforms are supported by infrastructure capabilities across risk management, compliance, client service, operations, technology and finance.
Investment Objective and Strategy of the Underlying Fund
The Underlying Fund seeks to achieve annualised net returns of 7% to 12%, with annualised volatility of 3% to 6%, and a beta to the S&P 500 below 25%2.
____________________________
2 The Underlying Fund’s annual target net return and other fund objectives have been established by Highbridge based on its assumptions and calculations using data available to it and in light of current market conditions and available investment opportunities and is subject to various risks including, without limitations, those set out in the Company’s Risk Disclosure Document (which can be found on the Company’s website at www.highbridgemsfltd.co.uk). These fund objectives are for illustrative purposes only and are subject to significant limitations. An investor should not expect to achieve actual returns similar to the annual target return shown above. Because of the inherent limitations of the target returns, investors should not rely on them when making any investment decision. These objectives cannot account for the impact that economic, market and other factors may have on the implementation of an actual investment program. Unlike actual performance, the target return and other fund objectives do not reflect actual trading, liquidity constraints and other factors that could impact the future returns of the portfolio. The Underlying Fund’s ability to achieve the target net return and fund objectives is subject to risk factors over which Highbridge may have no or limited control. There can be no assurance that the Underlying Fund will achieve its investment objective, the annual target net return or any other fund objectives. The actual returns achieved may be more or less than the annual target net return shown.
Financial Statements
INTERIM MANAGEMENT REPORT
A description of the important events that have occurred during the first six months of the financial year and their impact on the performance of the Company as shown in the Financial Statements is given in the Chairman's Statement, and the Notes to the Financial Statements, and are incorporated here by reference.
Statement of Principal Risks and Uncertainties
The principal risks and uncertainties facing the Company for the period 1 January 2019 to 30 June 2019 are unchanged, from those disclosed in the Company's most recent Annual Financial Report, which is available at www.highbridgemsfltd.co.uk. These principal risks and uncertainties are: operational, investment, share price discount, concentration, leverage, counterparty, credit and regulatory risk. A detailed explanation of the risks, and how the Company seeks to mitigate them can be found within the Annual Financial Report for the year ended 31 December 2018.
Depending on the outcome of the Second EGM to be held on 17 September 2019 (the "Second EGM"), whilst significant changes are not expected, the Company's exposure to the principal risks and uncertainties may vary in the future. If the Company invests into the Credit Fund as outlined in the Shareholder Circular dated 28 August 2019 there will be a higher degree of liquidity risk as a result of the Credit Fund's underlying investments.
Liquidity Risk
Credit Fund is invested in a higher proportion of securities which lack an established secondary trading market or are otherwise considered illiquid than the current Underlying Fund. In the Board's opinion, the risk to the Company is its inability to realise assets at a price which reflects the valuation of those assets, or indeed at all, due inter alia to illiquidity in the market for such assets and general economic and financial conditions.
The Board monitors the Company's risk management systems on an ongoing basis. There were no material related party transactions during the first six months of the financial year, other than those disclosed at Note 7 to the Financial Statements. This Interim Report has not been audited or reviewed by auditors pursuant to the Auditing Practices Board guidance on Review of Interim Financial Information.
Shareholders' attention is also drawn to the Company's risk disclosure document (which can be found on the Company's website).
Going Concern
As referred to in the Chairman's Statement, the Directors have called a Second EGM at which a special resolution shall be proposed to approve to continue the Company at a minimum Net Asset Value of £50 million. Whilst the Directors cannot be certain what the results of the continuation vote will be at the forthcoming EGM, the Board believe that the Company has adequate financial resources and as a consequence the Company is well placed to manage its business risks successfully. After making enquiries, the Directors have a reasonable expectation that the Company will be able to continue in operation and meet its liabilities as they fall due over the 12 month period from the approval of the Financial Statements. The Directors also believe that there is no material difference between preparing these Financial Statements on a going concern or non-going concern basis. Accordingly, the Directors have adopted the going concern basis in preparing the Financial Statements.
Responsibility Statement
We confirm that to the best of our knowledge:
· the Condensed Unaudited Interim Financial Statements have been prepared in accordance with International Accounting Standard 34 'Interim Financial Reporting'; as required by Disclosure Guidance & Transparency Rule ("DTR") 4.2.4R of the UK's Financial Conduct Agency ("FCA"); and
· the Interim Management report includes a fair review of the information required by:
(a) DTR 4.2.7R of the Disclosure and Transparency Rules, being an indication of important events that have occurred during the first six months of the financial year and their impact on the condensed set of Financial Statements; and a description of the principal risks and uncertainties for the remaining six months of the year; and
(b) DTR 4.2.8R of the Disclosure and Transparency Rules, being related party transactions that have taken place in the first six months of the current financial year and that have materially affected the financial position or performance of the entity during that period; and any changes in the related party transactions described in the last Annual Report that could do so.
The Directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company's website, and for the preparation and dissemination of financial statements. Legislation in Guernsey governing the preparation and dissemination of financial statement may differ from legislation in other jurisdictions.
By order of the Board
Steve Le Page, Director
12 September 2019
CONDENSED UNAUDITED STATEMENT OF COMPREHENSIVE INCOME
FOR THE SIX MONTH PERIOD ENDED 30 JUNE 2019
|
|
30 June 2019 |
30 June 2018 |
|
|
(unaudited) |
(unaudited) |
|
Notes |
£ |
£ |
Revenue |
|
|
|
Net gains on non-current assets at fair value through profit or loss |
8 |
5,133,838 |
4,004,097 |
Net gains on current assets at fair value through profit or loss |
8 |
912 |
613,944 |
Net losses on current liabilities at fair value through profit or loss |
9 |
(697) |
(500,698) |
Interest income received |
|
2,565 |
52,743 |
Operating expenses |
4 |
(306,697) |
(305,356) |
|
|
|
|
Profit and total comprehensive income for the period |
|
4,829,921 |
3,864,730 |
|
|
Pence (£) |
Pence (£) |
Earnings per share for the period - basic and diluted |
6 |
4.63 |
3.88 |
In arriving at the results for the period, all amounts above relate to continuing operations.
There is no Other Comprehensive Income for the period other than as disclosed above.
The Notes form an integral part of these Financial Statements.
CONDENSED UNAUDITED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2019
|
|
30 June 2019 |
31 December 2018 |
|
|
(unaudited) |
(audited) |
|
Notes |
£ |
£ |
|
|
|
|
Non current assets |
|
|
|
Unquoted financial assets designed at fair value through profit or loss |
8 |
219,211,590 |
224,077,752 |
Current assets |
|
|
|
Unquoted financial assets designed at fair value through profit or loss |
8 |
4,511,224 |
4,510,312 |
Cash and cash equivalents |
|
8,177,401 |
1,783,224 |
Prepayments and receivables |
|
38,801 |
29,802 |
|
|
12,727,426 |
6,323,338 |
Current liabilities |
|
|
|
Unquoted financial assets designed at fair value through profit or loss |
9 |
3,316,119 |
3,315,422 |
Overdraft |
|
5,574 |
- |
Other payables |
|
67,140 |
304,740 |
|
|
3,388,833 |
3,620,162 |
|
|
|
|
Net assets |
|
228,550,183 |
226,780,928 |
|
|
|
|
Equity |
|
|
|
Share capital |
10 |
- |
- |
Reserves |
11 & 12 |
228,550,183 |
226,780,928 |
Shareholder's equity |
|
228,550,183 |
226,780,928 |
|
|
|
|
Shares in issue |
10 |
103,960,869 |
105,391,869 |
NAV per share |
|
£2.1984 |
£2.1518 |
The Financial Statements and accompanying Notes were approved and authorised for issue by the Board of Directors on 12 September 2019 and are signed on its behalf by:
Vic Holmes |
Steve Le Page |
Chairman |
Chairman of the Audit Committee |
The Notes form an integral part of these Financial Statements.
CONDENSED UNAUDITED STATEMENT OF CHANGES IN EQUITY
FOR THE SIX MONTH PERIOD ENDED 30 JUNE 2019
|
|
Share Capital |
Reserves |
Total |
|
|
(unaudited) |
(unaudited) |
(unaudited) |
|
Note |
£ |
£ |
£ |
|
|
|
|
|
Opening balance |
|
- |
226,780,928 |
226,780,928 |
On-market purchase of ordinary shares |
11 |
- |
(3,060,666) |
(3,060,666) |
Total comprehensive income for the period |
|
- |
4,829,921 |
4,829,921 |
Balance at 30 June 2019 |
|
- |
228,550,183 |
228,550,183 |
FOR THE SIX MONTH PERIOD ENDED 30 JUNE 2018
|
|
Share Capital |
Reserves |
Total |
|
|
(unaudited) |
(unaudited) |
(unaudited) |
|
Note |
£ |
£ |
£ |
|
|
|
|
|
Opening balance |
|
- |
214,156,099 |
214,156,099 |
Sale of Shares from Treasury |
|
- |
13,233,835 |
13,233,835 |
Total comprehensive income for the period |
|
- |
3,864,730 |
3,864,730 |
Balance at 30 June 2018 |
|
- |
231,254,664 |
231,254,664 |
The Notes form an integral part of these Financial Statements.
CONDENSED UNAUDITED STATEMENT OF CASH FLOWS
FOR THE SIX MONTH PERIOD ENDED 30 JUNE 2019
|
|
30 June 2019 |
30 June 2018 |
|
|
(unaudited) |
(unaudited) |
|
Note |
£ |
£ |
|
|
|
|
Cash flows from operating activities |
|
|
|
Profit and total comprehensive income for the period |
|
4,829,921 |
3,864,730 |
Unrealised gains on financial assets at fair value through profit or loss |
8 |
(4,192,619) |
(2,952,288) |
Unrealised losses/(gains) on financial liabilities at fair value through profit or loss |
9 |
697 |
(295,175) |
Realised losses on sales of financial liabilities at fair value through profit or loss |
9 |
- |
796,420 |
Realised gains on sales of financial assets at fair value through profit or loss |
8 |
(942,131) |
(1,665,753) |
Purchase of financial assets |
|
- |
(13,880,000) |
Proceeds from sale of financial assets |
|
10,000,000 |
3,786,982 |
Interest income |
|
(2,565) |
(52,743) |
Realised exchange gains |
|
- |
(546) |
Decrease in other payables |
|
(237,600) |
(399) |
Increase in prepayments and receivables |
|
(8,999) |
(687,236) |
Net cash flow generated/(used in) from operating activities |
|
9,446,704 |
(11,086,008) |
|
|
|
|
Cash flows from investing activities |
|
|
|
Interest received |
|
2,565 |
52,743 |
Net cashflow generated from investing activities |
|
2,565 |
52,743 |
|
|
|
|
Cash flows from financing activities |
|
|
|
Sales of Shares from Treasury |
|
- |
13,233,835 |
On-market purchase of shares |
11 |
(3,060,666) |
- |
Net (outflow)/cashflow used in financing activities |
|
(3,060,666) |
13,233,835 |
|
|
|
|
Cash and cash equivalents at beginning of period |
|
1,783,224 |
23,639,602 |
Increase in cash and cash equivalents |
|
6,388,603 |
2,200,570 |
Cash and cash equivalents at end of period |
|
8,171,827 |
25,840,172 |
|
|
|
|
The Notes form an integral part of these Financial Statements.
Notes to the Financial Statements
1. ACCOUNTING POLICIES
Basis of accounting
These Unaudited Condensed Financial Statements ("Financial Statements") have been prepared in accordance with International Accounting Standard ("IAS") 34 'Interim Financial Reporting' as required by DTR 4.2.4R, the Listing Rules of the London Stock Exchange and applicable legal and regulatory requirements. They do not include all the information and disclosures required in Annual Financial Statements and should be read in conjunction with the Company's last Annual Report and Audited Consolidated Financial Statements for the year ended 31 December 2018.
The same accounting policies and methods of computation are followed in the Interim Financial Report as compared with the most recent Annual Financial Statements (31 December 2018). This report should be read in conjunction with the latest Annual Financial Report (31 December 2018).
2. SIGNIFICANT JUDGEMENTS AND ESTIMATES
There have been no changes to the significant accounting judgements, estimates and assumptions from those applied in the Company's Audited Annual Financial Statements for the year ended 31 December 2018, with the exception of the going concern assumption as follows.
Going concern
As referred to in the Chairman's Statement, the Directors have called a Second EGM to be held on 17 September 2019 at which a special resolution shall be proposed to approve to continue the Company at a minimum Net Asset Value of £50 million. Whilst the Directors cannot be certain what the results of the continuation vote will be at the forthcoming EGM. The Board believe that the Company has adequate financial resources and as a consequence the Company is well placed to manage its business risks successfully. After making enquiries, the Directors have a reasonable expectation that the Company will be able to continue in operation and meet its liabilities as they fall due over the 12 month period from the approval of the Financial Statements. The Directors also believe that there is no material difference between preparing these Financial Statements on a going concern or non-going concern basis. Accordingly, the Directors have adopted the going concern basis in preparing the Financial Statements.
3. SEGMENTAL REPORTING
The Board has considered the requirements of IFRS 8 - "Operating Segments". In the Board of Directors' opinion, the Company is engaged in a single segment of business, being investment in a portfolio of funds, funds of funds and other similar assets.
Segment information is measured on the same basis as that used in the preparation of the Company's Financial Statements.
The Company receives no revenues from external customers, nor holds any non-current assets, in any geographical area other than Guernsey.
4. OPERATING EXPENSES
|
30 June 2019 |
|
30 June 2018 |
|
(unaudited) |
|
(unaudited) |
|
£ |
|
£ |
|
|
|
|
Administrators fee |
63,854 |
|
55,888 |
Directors' remuneration (Note 5) |
100,000 |
|
106,374 |
Registration fees |
13,585 |
|
16,631 |
Audit fees |
17,149 |
|
25,391 |
Legal and professional fees |
10,598 |
|
12,162 |
Gain on exchange |
(8) |
|
(15,052) |
Other operating expenses |
101,519 |
|
103,962 |
|
|
|
|
Total expenses for the period |
306,697 |
|
305,356 |
5. DIRECTORS' REMUNERATION
|
30 June 2019 |
|
30 June 2018 |
|
(unaudited) |
|
(unaudited) |
|
£ |
|
£ |
|
|
|
|
Vic Holmes, Chairman |
30,000 |
|
30,000 |
Steve Le Page, Audit Committee Chairman |
25,000 |
|
25,000 |
Paul Le Page (appointed 1 May 2018) |
24,000 |
|
6,374 |
Sarita Keen |
21,000 |
|
21,000 |
Paul Meader (resigned 31 December 2018) |
- |
|
24,000 |
|
|
|
|
Total Director remuneration |
100,000 |
|
106,374 |
6. EARNINGS PER SHARE
|
30 June 2019 |
|
30 June 2018 |
|
(unaudited) |
|
(unaudited) |
|
Pence £ |
|
Pence £ |
|
|
|
|
Profit and total comprehensive income for the period |
4,829,921 |
|
3,864,730 |
The weighted average number of shares in issue during the period |
104,209,040 |
|
99,515,941 |
|
|
|
|
Earnings per share |
4.63 |
|
3.88 |
7. RELATED PARTY TRANSACTIONS
Transactions with related parties are made on terms equivalent to those that prevail in an arm's length transaction. Directors' remuneration is disclosed in Note 5.
8. INVESTMENTS DESIGNATED AT FAIR VALUE THROUGH PROFIT OR LOSS
|
30 June 2019 |
31 December 2018 |
30 June 2018 |
|
(unaudited) |
(audited) |
(unaudited) |
Unquoted financial assets |
£ |
£ |
£ |
|
|
|
|
Portfolio cost carried forward |
203,925,014 |
212,969,637 |
201,549,637 |
Unrealised gain on financial assets at fair value through profit or loss |
19,797,800 |
15,618,427 |
24,136,410 |
Valuation carried forward |
223,722,814 |
228,588,064 |
225,686,047 |
|
|
|
|
Realised gains on sales on non-current assets |
942,131 |
- |
- |
Realised gains on sales on current assets |
- |
1,665,753 |
1,665,753 |
Unrealised gains/(losses) on non-current assets |
4,191,707 |
(4,784,583) |
4,004,097 |
Unrealised gains/(losses) on current assets |
912 |
(781,113) |
(1,051,809) |
Net gains/(losses) on financial assets at fair value through profit or loss |
5,134,750 |
(3,899,943) |
4,618,041 |
IFRS 13 requires fair value to be disclosed by the source of inputs, using a three-level hierarchy.
• Quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1);
• Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (as prices) or indirectly (derived from prices) (Level 2); and
• Inputs for the asset or liability that are not based on observable market data (unobservable inputs) (Level 3).
The fair values of the unquoted investments held by the Company are based on the published NAV of the Underlying Fund, and the most recently available NAV of AllBlue and AllBlue Leveraged. On the basis that the significant input to the fair value of the Underlying Fund is observable and no significant unobservable adjustments are made to the valuations, the Company categorises the Underlying Fund as Level 2. As the fair value determination for AllBlue and AllBlue Leveraged as at 30 June 2019 is unobservable, these have been categorised as Level 3.
Details of the value of the classifications are listed in the table below. Values are based on the fair value of the investments as at the reporting date:
Financial assets at fair value through profit or loss |
30 June 2019 |
|
31 December 2018 |
|
(unaudited) |
|
(audited) |
|
£ |
|
£ |
|
|
|
|
Level 1 |
- |
|
- |
Level 2 |
219,211,590 |
|
224,077,752 |
Level 3 |
4,511,224 |
|
4,510,312 |
|
|
|
|
Total |
223,722,814 |
|
228,588,064 |
Financial liabilities at fair value through profit or loss |
30 June 2019 |
|
31 December 2018 |
|
(unaudited) |
|
(audited) |
|
£ |
|
£ |
|
|
|
|
Level 1 |
- |
|
- |
Level 2 |
(298,433) |
|
(298,379) |
Level 3 |
(3,017,686) |
|
(3,017,043) |
|
|
|
|
Total |
3,316,119 |
|
(3,315,422) |
There have been no transfers between levels of the fair value hierarchy during the period. Transfers between levels of the fair value hierarchy are recognised at the end of the reporting period during which the change has occurred.
Movements in the Company's Level 3 financial instruments during the period/year were as follows:
Financial Assets Level 3 reconciliation |
30 June 2019 |
|
31 December 2018 |
|
(unaudited) |
|
(audited) |
|
£ |
|
£ |
|
|
|
|
Balance at beginning of the period/year |
4,510,312 |
|
7,365,264 |
Disposals |
- |
|
(3,786,982) |
Net realised gain on valuation for the period/year |
- |
|
1,665,753) |
Movement in unrealised gain/(loss) on valuation |
912 |
|
(733,723) |
|
|
|
|
Balance at end of period/year |
4,511,224 |
|
4,510,312 |
Financial Liabilities Level 3 reconciliation |
30 June 2019 |
|
31 December 2018 |
|
(unaudited) |
|
(audited) |
|
£ |
|
£ |
|
|
|
|
Balance at beginning of the period/year |
(3,017,043) |
|
(19,394,142) |
Repayments |
- |
|
16,525,784 |
Net realised losses on valuation for the period/year |
- |
|
(723,907) |
Movement in unrealised (losses)/gains on valuation |
(643) |
|
575,222 |
|
|
|
|
Balance at end of period/year |
(3,017,686) |
|
(3,017,043) |
Return of Capital from AllBlue and AllBlue Leveraged
On 1 December 2015, BlueCrest, the Investment Manager to the BlueCrest suite of funds, and the board of Directors of each of the relevant BlueCrest funds (or General Partner, where appropriate) announced that the BlueCrest funds would embark upon a programme to return the capital managed in these funds to investors.
From the start of the program, the Company received redemption proceeds from the AllBlue funds totalling £711,164,083 from the Sterling Share Class and $42,637,169 from the US Dollar Share Class. No redemption proceeds were received during the period.
The Company was notified in August 2018 that the BlueCrest funds had appointed liquidators on 11 July 2018. The appointment of BlueCrest as investment manager to the BlueCrest Funds terminated on 11 July 2018, although BlueCrest will continue to assist the Liquidators during the liquidation process as required. The liquidators advised that the completion of the liquidation and future distributions to investors would be dependent upon the successful realisation of the assets held by the BlueCrest funds. No further distributions are planned at this time, and the possibility of interim distributions resulting from the future sale of the investments held by the BlueCrest funds will be considered by the Liquidators as investments are realised by the BlueCrest funds.
9. FINANCIAL LIABILITIES DESIGNATED AT FAIR VALUE THROUGH PROFIT OR LOSS
|
30 June 2019 |
31 December 2018 |
30 June 2018 |
|
(unaudited) |
(audited) |
(unaudited) |
|
£ |
£ |
£ |
|
|
|
|
Designated at fair value through profit and loss at inception: |
|
|
|
Balance at beginning of the period/year |
(3,315,422) |
(20,410,162) |
(20,410,162) |
Repayments |
- |
17,793,656 |
- |
Realised loss on repayments |
- |
(795,872) |
(796,420) |
Change in unrealised (losses)/gains |
(697) |
96,956 |
295,722 |
|
(3,316,119) |
(3,315,422) |
(20,910,860) |
|
|
|
|
Other net changes in fair value on financial liabilities at fair value through profit or loss: |
|
|
|
Realised loss |
- |
(795,872) |
(796,420) |
Change in unrealised (losses)/gains |
(697) |
96,956 |
295,722 |
|
|
|
|
Total losses |
(697) |
(698,916) |
(500,698) |
These liabilities represent the liability payable to cash exit creditors and tender offer creditors being shareholders of the Company that opted to exit the Company and not remain as Shareholders following the appointment of Highbridge as Investment Manager and the Investment into MSF Corp (the "Redemption Liability"), together with the liability payable to those shareholders who elected to avail of the Tender Offer (the "Repurchase Portfolio" respectively). The Redemption Liability and the Repurchase Portfolio value meet the following classification criteria of IAS 32 for FVTPL. Please refer to Note 8 for the IFRS 13 Level 3 reconciliation.
10. SHARE CAPITAL
Authorised Share Capital
An unlimited number of Ordinary shares of no par value each.
Issued |
Total |
|
Number |
|
|
Number of shares in issue (excluding Treasury Shares) at 1 January 2018 |
97,500,119 |
|
|
Purchase of own shares |
(497,000) |
Sales of Shares from Treasury |
8,388,750 |
|
|
Number of shares in issue (excluding Treasury Shares) at 31 December 2018 |
105,391,869 |
|
|
Purchase of own shares |
(1,431,000) |
|
|
Number of shares in issue (excluding Treasury Shares) at 30 June 2019 |
103,960,869 |
Pursuant to Section 276 of the Law, a share in the Company confers on the shareholder the right to vote on resolutions of the Company, the right to an equal share in dividends authorised by the Board of Directors, and the right to an equal share in the distribution of the surplus assets of the Company.
The total number of Shares in issue, as at 30 June 2019 was 131,627,733, of which 27,666,864 Shares were held in treasury, and the total number of shares in issue excluding treasury shares was 103,960,869.
11. TREASURY SHARES
The Capital and Reserves disclosure below is intended to highlight the legal nature, under applicable Company Law, of the amounts attributable to shareholders and also the existence and effect of the Treasury shares held by the Company. This is a supplemental disclosure and not required under IFRS.
During the six month period ended 30 June 2019, the Company sold no treasury shares (31 December 2018: 8,388,750) and the Company bought back 1,431,000 Sterling shares, at an average price of £2.1388 during the period (31 December 2018: 497,000 Shares at an average price of £2.0745).
The Treasury Shares hold no voting rights or rights to dividends.
|
|
30 June 2019 |
|
31 December 2018 |
|
|
(unaudited) |
|
(audited) |
Capital and reserves |
Note |
£ |
|
£ |
|
|
|
|
|
Share capital |
10 |
- |
|
- |
Treasury shares |
|
(55,783,284) |
|
(52,722,618) |
Reserves |
12 |
284,333,467 |
|
279,503,546 |
|
|
|
|
|
Closing balance |
|
228,550,183 |
|
226,780,928 |
|
30 June 2019 |
|
31 December 2018 |
|
(unaudited) |
|
(audited) |
Treasury shares |
£ |
|
£ |
|
|
|
|
Opening balance |
52,722,618 |
|
70,505,735 |
Acquired during period/year |
3,060,666 |
|
1,031,235 |
Cancelled during period/year |
- |
|
(18,814,352) |
|
|
|
|
Closing balance |
55,783,284 |
|
52,722,618 |
12. RESERVES
|
30 June 2019 |
|
31 December 2018 |
|
(unaudited) |
|
(audited) |
|
£ |
|
£ |
|
|
|
|
Opening balance |
279,503,546 |
|
284,661,834 |
Comprehensive income/(loss) attributable to Shareholders |
4,829,921 |
|
(5,158,288) |
|
|
|
|
Closing balance |
284,333,467 |
|
279,503,546 |
13. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES
The Company's financial risk management objectives and policies are consistent with those disclosed in the Company's Audited Annual Financial Statements for the year ended 31 December 2018.
14. EVENTS AFTER THE REPORTING PERIOD
The Company received distributions from its residual holdings in AllBlue and AllBlue Leveraged in July 2019. The Company retained this cash with a view to making a distribution to creditors following the receipt of the first tranche of redemption proceeds from the Highbridge Multi-Strategy Fund Corporation which is expected to occur in Q4 2019.
The Board of the Company held an Extraordinary General Meeting ("First EGM") on the 16 August 2019 to approve, subject to meeting the certain continuation conditions, a change to the Company's investment policy. The resolution was passed but one condition was not met, so the investment policy was not amended. A cash exit offer was offered alongside the First EGM ("Initial Cash Exit Offer"), and elections for the Initial Cash Exit Offer were received such that the Continuation Condition in respect of the Company having a minimum Net Asset Value of £100 million following implementation of the Initial Cash Exit Offer had not been met.
The Board resolved that the Shares of those Shareholders who elected for the Initial Cash Exit Offer set out in the July Circular would nevertheless be redeemed and these Shares cancelled on 19 August 2019 (the "Initial Cash Exit Redemption Date").
The Board noted that the Net Asset Value attributable to those Shares which were not elected for the Initial Cash Exit Offer (the "Remaining Shareholder") amounted to approximately £73.5 million. In light of this significant number, the Board decided to attempt to facilitate the wishes of those Shareholders who have not elected to exit the Company by affording them the opportunity to continue in the Company with a revised continuation condition of a minimum Net Asset Value of the Company of £50 million.
Accordingly, subsequent to the Initial Cash Exit Redemption Date, the Board has posted a further circular to the Remaining Shareholders to convene a further extraordinary general meeting (the "Second EGM") to seek approval to adopt, inter alia, the New Investment Policy and Name as set out in the July Circular to allow those Remaining Shareholders, who wish to do so, the opportunity to remain invested in the Company (the "Revised Proposals"). At the same time as seeking approval from the Remaining Shareholders for the Revised Proposals, the Company will offer all Remaining Shareholders a further cash exit opportunity (the "Subsequent Cash Exit Offer").
Under the Subsequent Cash Exit Offer, any Remaining Shareholder who no longer wishes to remain invested in the Company will receive the same quantum of redemption proceeds per Share over exactly the same time frame as would have been the case had they elected to participate in the Initial Cash Exit Offer.
If the Revised Proposals are not approved and/or the Revised Continuation Conditions are not satisfied, then the Board will commence the Managed Wind-down of the Company in the manner described in the July Circular.
The Investment Manager has agreed to reimburse the Company for its costs in connection with the First EGM and the Second EGM. Highbridge's contribution, which is a smaller related party transaction under the Listing Rules, is capped at £300,000.There have been no other significant events since the period end which would require revision of the figures or disclosures in these Financial Statements.
Schedule of Investments
Unaudited Schedule of Investments as at 30 June 2019
Investment assets |
Nominal holdings |
Valuation source currency |
Valuation GBP |
Total net assets % |
|
|
|
|
|
*Highbridge Multi-Strategy Fund Corporation - Class F -Series N - RF/Mar 16 |
175,346 |
194,224,713 |
194,224,713 |
84.98% |
* Highbridge Multi-Strategy Fund Corporation - Class F - Series N - RF/Apr 18 |
12,890 |
12,722,415 |
12,722,415 |
5.57% |
* Highbridge Multi-Strategy Fund Corporation - Class F- Series N - RF/Jun 18 |
990 |
963,768 |
963,768 |
0.42% |
* Highbridge Multi-Strategy Fund Corporation - Class F - Series N - RF/Jul 18 |
5,370 |
5,263,290 |
5,263,290 |
2.30% |
* Highbridge Multi-Strategy Fund Corporation - Class F -Series N - RF/Aug 18 |
2,400 |
2,361,321 |
2,361,321 |
1.03% |
* Highbridge Multi-Strategy Fund Corporation - Class F - RF/Dec 18 |
3,650 |
3,676,083 |
3,676,083 |
1.61% |
|
|
|
219,211,590 |
95.91% |
|
|
|
|
|
AllBlue Limited Sterling Share |
11.144 |
3,501,805 |
3,501,805 |
1.53% |
AllBlue Limited US Dollar Shares |
809 |
$254,556 |
200,501 |
0.09% |
AllBlue Leveraged Feeder Limited Sterling Shares |
2,040 |
808,918 |
808,918 |
0.35% |
|
|
|
4,511,224 |
1.97% |
|
|
|
|
|
|
|
|
223,722,814 |
97.88% |
*Highbridge decided to aggregate the different investment series into the main (original) series that was bought into originally (Highbridge Multi Strategy Fund Class F Series N -RF/Mar 16) on the 1 January 2017. Highbridge Multi-Strategy Fund Corporation (formerly: 1992 Multi-Strategy Fund Corporation).
Glossy
Unless the context suggests otherwise, references within this report to:
'AIFM' means Alternative Investment Fund Manager.
'AllBlue Leveraged' means AllBlue Leveraged Feeder Limited.
'AllBlue' means AllBlue Limited.
Barclays Aggregate Bond Index ('Barclays Aggregate') represents securities that are U.S. domestic, taxable and dollar denominated. The index covers the U.S. investment grade fixed rate bond market, with index components for government and corporate securities, mortgage pass-through securities, and asset-backed securities. These major sectors are subdivided into more specific indices that are calculated and reported on a regular basis. The index is USD denominated. The Products are not sponsored, endorsed, sold or promoted by Barclays Capital, and Barclays Capital makes no warranty, express or implied, as to the results to be obtained by any person or entity from the use of any index, any opening, intra-day or closing value therefor, or any data included therein or relating thereto, in connection with any Fund or for any other purpose. Barclays Capital's only relationship to the Licensee with respect to the Products is the licensing of certain trademarks and trade names of Barclays Capital and the Barclays Capital indexes that are determined, composed and calculated by Barclays Capital without regard to Licensee or the Products.
'Beta' is a measure of how sensitive the price of an investment is to movements in a reference index. The Underlying Fund's Beta is determined by calculating the slope of a regression line of a scatter plot of the fund's return to the FTSE 100 index's return, based on monthly observations.
'BlueCrest' means BlueCrest Capital Management Limited.
'Board' means the Board of Directors of the Company.
'Company' means Highbridge Multi-Strategy Fund Limited.
'Credit Fund' The Tactical Credit Fund is a multi-strategy credit fund that seeks to generate returns from relative value and idiosyncratic opportunities. The Tactical Credit Fund, which launched in November 2013, currently invests in six credit focused sub-strategies: (i) mid-cap convertible credit; (ii) European convertible credit; (iii) capital structure arbitrage; (iv) event credit; (v) income investments and (vi) distressed credit and reorganised equities.
'FTSE 100' is a capitalisation weighted performance index of the 100 companies listed on the London Stock Exchange with the highest market capitalisation. Ticker: UKX Index (Currency GBP). The index is GBP denominated.
'Funds underlying AllBlue' means the seven underlying funds of AllBlue comprising BlueCrest Capital International Limited, BlueTrend 2x Leveraged Fund Limited (with effect from 1 July 2015, BlueTrend Fund Limited prior to 1 July 2015), BlueCrest Multi Strategy Credit Fund Limited, BlueCrest Emerging Markets Fund Limited, BlueCrest Mercantile Fund Limited, BlueCrest Equity Strategies Fund Limited and BlueCrest Quantitative Equity Fund Limited (together, including the master funds into which such funds invest).
'GFSC Code' means the Guernsey Financial Services Commission Financial Sector Code of Corporate Governance.
'Highbridge' means Highbridge Capital Management, LLC.
'MSF Corp' means Highbridge Multi-Strategy Fund Corporation (formerly: 1992 Multi-Strategy Fund Corporation), an exempted company incorporated with limited liability in the Cayman Islands.
'IFRS' means the International Financial Reporting Standards as adopted by the European Union.
The 'Secretary' or the 'Administrator' means Praxis Fund Services Limited.
'Law' means the Companies (Guernsey) Law 2008 (as amended).
The S&P 500 Index ('S&P 500') consists of 500 stocks chosen for market size, liquidity and industry group representation. It is a market value weighted index (stock price times number of shares outstanding), with each stock's weight in the Index proportionate to its market value. Ticker: SPX Index (Currency USD). The index is USD denominated
'Shares' means the sterling Shares of the Company in issue.
'SPACs' - ('Special Purpose Acquisition Companies'). These are stock exchange listed companies that raise capital to acquire private companies which are not typically identified in advance. They are more commonly known as shell companies in the UK.
'Sharpe Ratio' means the average return earned in excess of the risk-free rate per unit of volatility or total risk. The Sharpe measure was developed by Nobel Laureate William Sharpe. Return (the numerator) is defined as the incremental average monthly return of an investment over the risk free rate. Risk (the denominator) is defined as the standard deviation of the monthly investment returns less the risk free rate. The values for the risk free rate for the calculations are those of the 90 Day U.S. Treasury Bill. Values are presented in annualized terms; annualized Sharpe Ratios are calculated by multiplying the monthly Sharpe Ratio by the square root of twelve.
'Underlying Fund' means Highbridge Multi-Strategy Master Fund, L.P. (formerly: 1992 Multi-Strategy Master Fund, L.P.), the multi-strategy fund managed by Highbridge into which the Company invests substantially all of its assets, via its investment in Class F shares of Highbridge Multi-Strategy Fund Corporation (formerly: 1992 Multi-Strategy Fund Corporation).
'Annualised Volatility' measures the dispersal or uncertainty in a random variable. It measures the degree of variation of monthly net returns around the average monthly net return. For this reason, volatility is often used as a measure of investment risk. Values are calculated by applying the traditional sample standard deviation formula to monthly return data, and then annualised by multiplying the result by the square root of twelve.
'Website' means the Company's website, https://www.highbridgemsfltd.co.uk
Directors and Service Providers
Directors Vic Holmes Steve Le Page Sarita Keen Paul Le Page (appointed 1 May 2018) Paul Meader (resigned 31 December 2018)
|
Registered Office of the Company Sarnia House Le Truchot St Peter Port Guernsey GY1 1GR
|
Administrator and Secretary (appointed 3 June 2019) Praxis Fund Services Limited Sarnia House Le Truchot St Peter Port Guernsey GY1 1GR
|
Previous Administrator and Secretary (resigned 3 June 2019) JTC Fund Solutions (Guernsey) Limited Ground Floor Dorey Court St Peter Port Guernsey GY1 2HT
|
Registrar, Paying Agent and Transfer Agent Anson Registrars Limited PO Box 426 Anson House Havilland Street St Peter Port Guernsey GY1 3WX
|
UK Transfer Agent Anson Registrars (UK) Limited 3500 Parkway Whiteley, Hampshire England PO15 7AL |
Auditor PricewaterhouseCoopers CI LLP Royal Bank Place 1 Glategny Esplanade St Peter Port Guernsey GY1 4ND
|
Investment Manager and AIFM Highbridge Capital Management LLC 40 West 57th Street - 32nd Floor New York NY10019 |
Investor and Public Relations J.P. Morgan Asset Management 60 Victoria Embankment London England EC4Y 0JP
|
Corporate Brokers Peel Hunt LLP Moor House 120 London Wall London England EC2Y 5ET |
Solicitors to the Company as to English Law Herbert Smith Freehills LLP Exchange House Primrose Street London England EC2A 2EG
|
Advocates to the Company as to Guernsey Law Mourant Ozannes PO Box 186 Royal Chambers St Julian's Avenue St Peter Port Guernsey GY1 4HP
|
Advocates to the Company as to Guernsey Law Carey Olsen LLP P.O. Box 98 Carey House, Les Banques St Peter Port Guernsey GY1 4BZ
|
|