Half Yearly Report

RNS Number : 2977W
Investment Company PLC
17 November 2010
 



 

 

 

 

 

 

 

 

 

FOUNDED
1868

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

REGISTERED No. 4205

ENGLAND AND WALES

 

 

 

 

 

 

THE INVESTMENT COMPANY PLC

 

 

 

 

 

 

 

 

 

 

 

 

UNAUDITED INTERIM REPORT

For the six month period ended 30 September 2010

 



 

Chairman's Statement

 

The six month period on which I am reporting has continued the recovery in asset value which began towards the end of March 2009.  The unaudited net asset value at 30 September 2010 of 298.81p. per ordinary share compares with the value per the audited accounts at 31 March 2009 for each ordinary share of almost exactly 80p.  Shareholders will find a table similar to that set out in my Statement with the Annual Reports and Accounts explaining the accounting treatment which gives rise to this increase in Note 8.

Geared up by the preference capital, the 5% loan notes and the overdraft/loan facility we were able to negotiate with Barclays Bank, the investments which we held, and those in the prior charges of Lloyds Banking Group and Royal Bank of Scotland Group which we purchased, appreciated rapidly with the recovery of confidence which saw the FTSE Index of 100 shares of the largest companies rise sharply from its nadir of 3460.71.   Today, at the time of writing, the FTSE 100 Index has just hit a two year "high" of 5880.99.

While our portfolio is almost entirely invested in fixed interest securities which have little similarity with the ordinary shares which make up that Index, nevertheless it is a barometer of investor confidence which influences in particular the price of the prior charges of some of the 100 companies therein.  It is almost unbelievable today to look back at some of the bargains available in the Spring of 2009 when fear was rampant and common sense had flown out of the window.  Investors often forget that if any ordinary share is worth anything, preference shares in that company must still be worth their full value. 

With the current absurd notion being perpetrated by some commentators and corporate finance advisors in Investment Banks that "the pain should be shared" or "bondholders should take a haircut" while leaving ordinary shareholders with undeserved value, we hold fast to the obvious truth that bond holders and preference shareholders rank for their entirety ahead of equity investors and we are never inclined to give away our shareholders' money to enable others not to lose theirs.  Essentially, to adapt an apparently fashionable phrase, "we are not all in this together".  We rank ahead and there we will stay.

On the very morning of our Annual General Meeting in July it had been announced that one of our largest holdings, that of Delta Group 4.5% preference shares, was in receipt of a redemption proposal at par, 100p, plus accrued dividend to the date of repayment.  More recently it has been announced that Dunlop Plantations are to repay its 6% preference shares at 100p plus accrued dividend to the date of repayment, which was our 8th largest holding at the 31 March.  The receipt of these sums in cash puts us in a strong position since we repaid half of the 5% loan notes last March and used our bank facilities so as not to have to sell securities to meet the cost of £1,828,502.   Although our bank borrowings are presently only about half the £1.4 million we shall receive in December from Delta, the facility remains in place if we wish to continue to use it, and if not we can repay the loans without having to sell securities.

Revenue for the period was boosted by the receipt of arrears of dividend on our holding of Liberty plc (formerly Retail Stores plc) although no bid was made for the preference issue when the ordinary shares were taken over in the recent agreed offer.  We remain preference shareholders in both the parent company Liberty Limited and its subsidiary Liberty Retail Limited, (both companies having recently renounced public limited company status) and are concerned at the attitude of the former directors of Liberty plc and that of the Private Equity fund, BlueGem whose subsidiary BlueGem Gamma Ltd, now controls the group.

 

Your directors recommend a maintained ordinary dividend of 2p which will be paid on 7 January 2011 to ordinary shareholders registered on 3 December 2010.  The ordinary shares will be quoted ex-dividend on 1 December 2010.  The half year basic preference dividend of 3.5p will be paid on 1 April 2011 but the participating dividend payable on 1 October 2011 will not be known until the final dividend for the year to 31 March 2011 is declared.

 

 

Sir David Thomson Bt.

Chairman

 

17 November 2010

 

Registered office:

3rd Floor, Salisbury House

London Wall

London EC2M 5QS

 

 

 


Consolidated Statement of Comprehensive Income

For six months ended 30 September 2010


Notes

6 months to

30 September 2010

(unaudited)

6 months to

30 September 2009

(unaudited)

Year to

31 March 2010

(audited)



Revenue

Capital

Total

Revenue

Capital

Total

Revenue

Capital

Total



£

£

£

£

£

£

£

£

£












Total income


625,798

-

625,798

470,232

-

470,232

1,151,082

-

1,151,082

Administrative expenses


(185,426)

-

(185,426)

(200,435)

-

(200,435)

(391,007)

-

(391,007)

Loan note interest


(45,713)

-

(45,713)

(91,425)

-

(91,425)

(176,275)

-

(176,275)

Other finance costs


(174,818)

-

(174,818)

(174,818)

-

(174,818)

(349,636)

-

(349,636)

Other interest payable


(16,655)

-

(16,655)

(763)

-

(763)

(22,932)

-

(22,932)

Realised gains/(losses) on investments


-

421,648

421,648

-

(14,542)

(14,542)

-

371,369

371,369

Movement in impairment provisions


-

(257,771)

(257,771)

-

707,837

707,837

-

900,635

900,635



          

          

          

          

          

          

          

          

          

Net return before taxation


203,186

163,877

367,063

2,791

693,295

696,086

211,232

1,272,004

1,483,236

Taxation


-

-

-

-

-

-

-

-

-



          

          

          

          

          

          

          

          

          

Net return after taxation


203,186

163,877

367,063

2,791

693,295

696,086

211,232

1,272,004

1,483,236

Other comprehensive income/expense










Movement in unrealised appreciation of investments:










Recognised in equity


-

712,573

712,573

-

1,026,843

1,026,843

-

2,118,734

2,118,734

Recognised in profit or loss


-

(400,613)

(400,613)

-

(35,761)

(35,761)

-

(33,792)

(33,792)



          

          

          

          

          

          

          

          

          

Total comprehensive income for the period attributable to ordinary equity shareholders


203,186

475,837

679,023

2,791

1,684,377

1,687,168

211,232

3,356,946

3,568,178



          

          

          

          

          

          

          

          

          

Return per 50p Ordinary Share











From net return after taxation


10.88p

8.78p

19.66p

0.15p

37.13p

37.28p

9.31p

68.11p

77.42p

From movement in unrealised appreciation of investments:


 

-

 

16.71p

 

16.71p

 

-

 

53.07p

 

53.07p

 

-

 

111.66p

 

111.66p



          

          

          

          

          

          

          

          

          

Total: Basic and diluted

5

10.88p

25.49p

36.37p

0.15p

90.20p

90.35p

9.31p

179.77p

189.08p



          

          

          

          

          

          

          

          

          












Net asset value per 50p Ordinary Share




298.81p



165.84p



265.45p












All the Company's operations are continuing.










 

 

 



 

Consolidated Statement of Changes in Equity

For six months ended 30 September 2010



 

Issued

Capital

 

Share

Premium

 

Own Shares

Held

Capital Redemption

Reserve

 

Revaluation

Reserve

 

Capital

Reserve

 

Revenue

Account

 

 

Total



£

£

£

£

£

£

£

£

Balance at 1 April 2010


1,808,728

1,019,246

(2,919,861)

685,250

2,649,706

3,967,162

244,081

7,454,312

Buy in of own shares


-

-

-

-

-

-

-

-

Movement in unrealised appreciation of investments









 - recognised in equity


-

-

-

-

712,573

-

-

712,573

- recognised in profit or loss


-

-

-

-

(400,613)

-

-

(400,613)

Net increase in net assets from operations


-

-

-

-

-

163,877

203,186

367,063

Ordinary dividends paid


-

-

-

-

-

-

(56,022)

(56,022)

Participating element of preference dividends paid


-

-

-

-

-

-

-

-



                

                

                

                

                

                

                

                

Balance at 30 September 2010


1,808,728

1,019,246

(2,919,861)

685,250

2,961,666

4,131,039

391,245

8,077,313



                

                

                

                

                

                

                

                











Balance at 1 April 2009


1,808,728

1,019,246

(2,919,861)

685,250

564,764

2,695,158

163,680

4,016,965

Buy in of own shares


-

-

-

-

-

-

-

-

Movement in unrealised appreciation of investments









 - recognised in equity


-

-

-

-

1,026,843

-

-

1,026,843

- recognised in profit or loss


-

-

-

-

(35,761)

-

-

(35,761)

Net increase in net assets from operations


-

-

-

-

-

693,295

2,791

696,086

Ordinary dividends paid


-

-

-

-

-

-

(56,022)

(56,022)

Participating element of preference dividends paid


-

-

-

-

-

-

-

-



                

                

                

                

                

                

                

                

Balance at 30 September 2009


1,808,728

1,019,246

(2,919,861)

685,250

1,555,846

3,388,453

110,449

5,648,111



                

                

                

                

                

                

                

                











Balance at 1 April 2009

 


1,808,728

1,019,246

(2,919,861)

685,250

564,764

2,695,158

163,680

4,016,965

Movement in unrealised appreciation of investments









 - recognised in equity


-

-

-

-

2,118,734

-

-

2,118,734

- recognised in profit or loss


-

-

-

-

(33,792)

-

-

(33,792)

Net increase in net assets from operations


-

-

-

-

-

1,272,004

211,232

1,483,236

Ordinary dividends paid


-

-

-

-

-

-

(93,370)

(93,370)

Participating element of preference dividends paid


-

-

-

-

-

-

(37,461)

(37,461)



                

                

                

                

                

                

                

                

Balance at 31 March 2010


1,808,728

1,019,246

(2,919,861)

685,250

2,649,706

3,967,162

244,081

7,454,312



                

                

                

                

                

                

                

                


Consolidated Balance Sheet

At 30 September 2010



30 September

2010

(Unaudited)

£

30 September

2009

(Unaudited)

£

31 March

2010

(Audited)

£

Investments

Investments at cost


 

13,155,330

 

13,728,843

 

13,249,016

Unrealised (depreciation)/appreciation


(76,608)

(1,417,455)

(130,798)



           

           

           

Portfolio investments at market value


13,078,722

12,311,388

13,118,218

Current assets





Trade and other receivables


152,848

16,916

14,462

Investments


138,221

168,355

96,595

Cash and bank balances


519,281

77,749

254,283



           

           

           



810,350

263,020

365,340



           

           

           

Current liabilities





Bank overdraft


1,150,000

383,434

1,350,000

Preference dividends payable


174,818

174,818

174,818

Trade and other payables


161,036

213,638

178,523

5% loan notes maturing 2010


365,700

1,828,502

365,700



           

           

           



1,851,554

2,600,392

2,069,041



           

           

           

Net current assets/(liabilities)


(1,041,204)

(2,337,372)

(1,703,701)

Non-current liabilities





5% loan notes maturing 2010 / 2015


(1,462,802)

(1,828,502)

(1,462,802)

Participating preference shares


(2,497,403)

(2,497,403)

(2,497,403)



              

              

              

Net assets


8,077,313

5,648,111

7,454,312



              

              

              

Capital and reserves





Issued capital


1,808,728

1,808,728

1,808,728

Share premium


1,019,246

1,019,246

1,019,246

Own shares held


(2,919,861)

(2,919,861)

(2,919,861)

Capital redemption reserve


685,250

685,250

685,250

Revaluation reserve


2,961,666

1,555,846

2,649,706

Capital reserve


4,131,039

3,388,453

3,967,162

Revenue reserves


391,245

110,449

244,081



              

              

              

Shareholders' funds


8,077,313

5,648,111

7,454,312



              

              

              

Net Asset Value per 50p Ordinary share


298.81p

165.84p

265.45p

Company Number:  4205

 



Consolidated Cash Flow Statement

For the six months ended 30 September 2010


Notes

6 months to

30 September

2010

(unaudited)

6 months to

30 September

2009

(unaudited)

Year to

31 March

2010

(audited)



£

£

£

Cash flows from operating activities





Cash received from investments


541,769

282,212

668,054

Interest received


70,761

188,565

281,503

Sundry income


-

-

2,677

Cash paid to and on behalf of employees


(71,647)

(71,366)

(142,583)

Other cash payments


(140,000)

(148,839)

(254,674)



              

              

              

Net cash inflow from operating activities


400,883

250,572

554,977

Cash flows from financing activities





Bank interest paid


(16,655)

(763)

(22,932)

Loan note interest paid


(45,713)

(91,425)

(176,275)

Loan notes redeemed


-

-

(1,828,502)

Fixed element of dividends paid on preference shares


(174,818)

(174,818)

 

(349,636)

Participating element of dividends paid on preference shares


-

-

 

(37,461)

Dividends paid on ordinary shares


(55,379)

(11,197)

(89,252)



              

              

              

Net cash outflow from financing activities


(292,565)

(278,203)

(2,504,058)






Cash flows from investing activities





Purchase of investments


(837,200)

(1,869,793)

(2,390,740)

Sale of investments


1,193,880

1,104,314

2,756,679



              

              

              

 

Net cash inflow/(outflow) from investing activities


 

356,680

 

(765,479)

 

365,939



              

              

              

Net increase/(decrease) in cash and cash equivalents

 

7

 

464,998

 

(793,110)

 

(1,583,142)



              

              

              

 

Notes to the Interim Report

1           Financial information

The Investment Company plc is a limited company incorporated in Great Britain and registered in England and Wales, company number 4205. The address of its registered office and principal place of business is 3rd Floor, Salisbury House, London Wall, London EC2M 5QS.

The financial information contained in this half year financial report does not constitute statutory accounts as defined in section 434 of the Companies Act 2006. The financial information for the half years ended 30 September 2010 and 30 September 2009 has been neither audited nor reviewed by the auditors.

The figures and financial information for the year ended 31 March 2010 are extracted from the latest published audited financial statements of the Company and do not constitute the statutory accounts for that year. The audited financial statements for the year ended 31 March 2010 have been filed with the Registrar of Companies. The report of the independent auditors on those accounts contained no qualification or statement under section 498(2) or section 498(3) of the Companies Act 2006.

Except as described below, the Group has applied consistent accounting policies in preparing the interim financial statements for the six months ended 30 September 2010, the comparative information for the six months ended 30 September 2009, and the financial statements for the period ended 31 March 2010.

The Group applies revised IAS 1 Presentation of Financial Statements, as a result of which the Company presents in the statement of changes in equity all owner changes in equity, whereas all non-owner changes in equity are presented in the statement of comprehensive income. This standard is concerned with presentation only and does not have any impact on the results or net assets of the Company.

2           Accounting policies

These financial statements have been prepared in accordance with International Accounting Standards (IAS) issued by the International Accounting Standards Board (IASB) as adopted by the EU and in accordance with the Interpretations of International Accounting Standards issued by the Standing Interpretations Committee of the IASB.

These financial statements have been prepared under the historical cost convention, except for Portfolio Investments which are stated at market value.

3           Directors' Responsibility Statement

The Directors confirm that, to the best of their knowledge:

(a) these condensed financial statements have been prepared in accordance with IAS 34;

(b) the interim management report includes a fair review of the information required by Disclosure and Transparency Rule 4.2.7R (an indication of important events that have occurred during the first six months of the financial year and a description of the principal risks and uncertainties for the remaining six months of the financial year); and

(c) the interim management report includes a fair review of the information required by Disclosure and Transparency Rule 4.2.8R (disclosure of related party transactions and changes therein).

 

 4           Dividends payable

 



6 months to

30 September

2010

(unaudited)

6 months to

30 September

2009

(unaudited)

Year to

31 March

2010

(audited)



£

£

£

Participating preference shares





Participating preference element


-

-

37,461

Ordinary shares





Prior year final


56,022

56,022

56,022

Current year interim


-

-

37,348



              

              

              

Total dividends


56,022

56,022

130,831



              

              

              

 

5           Return per ordinary share


6 months to

30 September

2010

(unaudited)

6 months to

30 September

2009

(unaudited)

Year to

31 March

2010

(audited)

Ordinary shares

1,867,391

1,867,391

1,867,391


                

                

                


£

Per

Share

Pence

£

Per

Share

Pence

£

Per

Share

Pence

Revenue







Net return/(deficit) after taxation

203,186

10.88

2,791

0.15

211,232

11.32

Participating dividend

-

-

-

-

(37,461)

(2.01)

Capital







Net investment gains/(losses) after taxation

163,877

8.78

693,295

37.13

1,272,004

68.11


            

        

            

        

            

        

Net return/(deficit) after taxation

367,063

19.66

696,086

37.28

1,445,775

77.42

Movement in unrealised appreciation of investments

 

311,960

 

16.71

 

991,082

 

53.07

 

2,084,942

 

111.66


            

        

            

        

            

        

Total

679,023

36.37

1,687,168

90.35

3,530,717

189.08


            

        

             

        

             

        

 

 

As the Company has no options or warrants in issue, basic and diluted loss per share are the same.

Of the ordinary shares in issue, 1,717,565 shares are held by the company, are non-voting, and are excluded when calculating the adjusted return per share:

 

6           Preference shares

The participating preference shares entitle the holders, in priority to the payment of any dividend to the holders of all or any other shares in the capital of the company, to a fixed net cash cumulative dividend at the rate of 7p per share per annum. In addition, holders are entitled to a participating dividend at the rate of 25% of any dividends paid on the Ordinary Shares in excess of 2p per share for any year, subject to a maximum participating dividend in respect of any year of 3p net per share. On any return of capital holders are entitled to the payment of a premium of 50p per share.

7           Analysis of net debt



At

30 September

2010

(unaudited)

Cash flow

(unaudited)

At

1 April

2010

(audited)



£

£

£

Cash and bank balances


519,281

264,998

254,283

Bank overdraft


(1,150,000)

200,000

(1,350,000)

5% loan notes maturing March 2011


(365,700)

-

(365,700)

5% loan notes maturing March 2012-15


(1,462,802)

-

(1,462,802)



              

              

              



(2,459,221)

464,998

(2,924,219)

Participating preference shares


 

(2,497,403)

 

-

 

(2,497,403)



              

              

              



(4,956,624)

464,998

(5,421,622)



              

              

              

 

8           Movement in Net Asset Value


 £

 p

 p

Opening NAV



265.45

Revenue in period

 203,186

10.87






Realised gains on investments

421,648

22.58


Movement in impairment provisions

(257,771)

(13.80)



  163,877

8.78





19.65

Revaluation reserve at year-end

 2,961,666



Revaluation reserve at start of year

2,649,706



Increase in the year in unrealised appreciation of investments above cost

 311,960


16.71

Dividends paid to ordinary shareholders

 (56,022)


(3.00)

Closing NAV



298.81

 

IFRS requires diminution in value from the cost of an investment to be reflected through the Consolidated Income Statement. This does not reflect similarly any rise in value above the cost. However once provision for any diminution in value or unrealised loss (known as an Impairment Provision) has been put through the Income Statement, any subsequent recovery up to original cost does go through the Income Statement; but if the value of those investments continues to rise above cost, until that gain is realised it is confined to the Statement of Changes in Equity where it is shown in the Revaluation Reserve on the Balance Sheet.

9           Principal Risks and Uncertainties

The group's financial instruments comprise investments in fixed interest securities and prior charge investments, borrowings for investment purposes, cash balances and debtors and creditors that arise directly from its operations. Its principal risks are market price risk, interest rate risk and liquidity risk. These risks, and the way in which they are managed, are described in more detail within the Company's Annual Report and Accounts for the year ended 31 March 2010. The nature of the Company's principal risks and uncertainties has not changed materially since the date of that report.

10         Related Party Transactions

During the first six months of the current financial year, no new transactions with related parties have taken

Place. Details of related party transactions are contained in the Company's Annual Report for the year ended 31 March 2010.

 


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