Final Results
Bear Stearns Private Equity Limited
26 October 2007
Company Bear Stearns Private Equity Limited
Headline Final Results
Bear Stearns Private Equity Limited
HSBC Private Bank Building, Rue du Pre, St Peter Port, Guernsey GY1 1LU
26 October 2007
Regulatory News Service
London Stock Exchange
London
EC4M 7LS
Dear Sir,
Preliminary Announcement of Results for the year ended 30 June 2007.
I am happy to report that BSPEL had its second consecutive year of strong
performance. In its fiscal year ending 30 June 2007, the net asset value of the
Equity Shares increased 34.5%, ending the period at a record $1.60 per Equity
Share. The NAV of BSPEL's ZDP Shares rose 7.3%, ending the period at 47.81p per
share.
The share price of the Equity Shares also appreciated significantly over the
year, finishing with a gain of 36.0%. Although the shares traded at a both a
premium and a discount to NAV at times during the period, the shares ended the
year at a 0.7% premium to the latest announced NAV as at 30 June. Moreover,
behind the strength of the NAV growth during the latter part of the fiscal year,
Equity Shares traded at an average 6.7% premium during the fourth quarter. ZDP
Shares ended the period at premium of 3.0%.
The Company ended the period with $521.2 million in net assets.
Investment Activity
During the course of the year, the Company was very active investing in new
transactions. This investment activity was complemented by a consistent stream
of distributions from existing investments.
The Company purchased interests in 25 private equity funds and made four
additional co-investments during the period. These investments represented total
commitments of $199.3 million compared to total commitments of $140.7 million in
fiscal 2006. After starting the period with $89.9 million in private equity NAV,
the Company subsequently concluded fiscal 2007 with $260.0 million in private
equity assets. In addition, the new investments had the effect of (i) increasing
BSPEL's overall exposure to the European and Asian buyout markets, effectively
decreasing its US asset base, and (ii) expanding the Company's position in the
mezzanine and distressed private equity markets.
Secondary Commitments
The Company's investment activities continued to focus on opportunistic
secondary purchases. 19 of the 25 fund investments purchased over the year were
made via the secondary market. These investments represented $145.7 million in
commitments, more than 73% of all capital committed during the period.
Co-Investments
The Company made four new direct investments this period, including BSPEL's
first co-investment in an Asian company. Co-investments have performed well for
BSPEL over the past two years and the Company anticipates allocating more of
BSPEL's capital to these type of investments in the coming year.
Primary Commitments
BSPEL continues to selectively make limited primary fund commitments, focusing
on funds that are either (i) attached to attractive secondary interests (a '
stapled transaction') or (ii) significantly invested at the time BSPEL makes its
commitment (a 'funded primary' interest). For the period, the Company completed
four stapled transactions and two funded primary investments.
Capital Calls and Distributions
BSPEL's private equity portfolio produced approximately $36.2 million of
distributions, versus capital calls of approximately $26.7 million. The Company
continues to invest with a goal of delivering consistent NAV growth and high
level of distributions.
Corporate Actions
On 27 April 2007, the Company raised approximately $308.9 million of new monies
(before expenses) by issuing an additional 201,867,774 new Equity Shares. The
Placing Price per New Equity Share was $1.53, representing a 1.9% premium to the
then existing Equity Share NAV of $1.50.
The placing increased BSPEL's total assets from approximately $189 million to
approximately $494 million, providing significant capital for deployment in the
Company's private equity program. The new capital raise was sufficient to fund
the Company's secondary deal flow for the remainder of 2007.
The Company entered into a bridge commitment arrangement with Bear Stearns
pending the completion of the placing in order to secure its acquisition of
approximately $78.8 million of secondary commitments to Europe's leading
mezzanine funds through a joint venture with the Bank of Scotland. The Company
used a portion of the proceeds of the offering to complete the acquisition.
BSPEL's Board of Directors has previously approved a policy selectively buying
back shares to enhance shareholder returns. In September 2006, the Company
successfully purchased 530,310 shares on the open market. In addition, the
Company follows a policy of bi-annual redemptions for up to 15% of the
outstanding shares. BSPEL redeemed 7,628,577 shares in January 2007 based on a
31 December 2006 NAV.
Outlook
Not withstanding the well-publicised issues relating to the global debt capital
markets, the Company remains optimistic that it is well positioned to perform in
a turbulent market environment. The Company has focused on lower middle market
transactions purchased at discounted multiples, and pursued several investments
with the specific purpose of benefiting from a tightening credit market.
BSPEL now stands with sufficient capital to opportunistically pursue
transactions resulting from recent market fluctuations. In the near term, the
Company may deploy capital in special situations investments and seek to acquire
assets that are deemed value investments. The Company will continue to
emphasise the development of a diverse, seasoned pool of private equity assets
consistent with its current portfolio of 66 funds and over 900 companies.
Trevor Ash
Chairman
25 October 2007
Company Balance Sheet at 30 June 2007
30/6/2007 30/6/2006
£'000 £'000
Non-current assets
Investments 105,401 48,598
Subsidiaries 24,232 -
129,633 48,598
Current assets
Cash and cash equivalents 131,931 40,216
Receivables 500 88
132,431 40,304
Current liabilities
Payables and accruals (2,630) (407)
Net current assets 129,801 39,897
Non-current liabilities
Zero dividend preference shares (28,433) (26,497)
Net Assets 231,001 61,998
Represented by:
Share Capital 29 9
Reserves 230,972 61,989
231,001 61,998
NAV per Equity share £0.80 £0.64
Consolidated Balance Sheet at 30 June 2007
30/6/2007
£'000
Non-current assets
Investments 150,460
Current assets
Cash and cash equivalents 132,177
Receivables 500
132,677
Current liabilities
Payables and accruals (2,768)
Net current assets 129,909
Non-current liabilities
Zero dividend preference shares (28,433)
Loan (14,876)
(43,309)
Net assets 237,060
Represented by:
Share Capital 29
Reserves 230,972
Total equity attributable to equity holders of the Company 231,001
Minority Interest 6,059
Total equity 237,060
NAV per Equity share £0.80
Company Income Statement for the year end 30 June 2007
01/07/2006 28/04/2005
to to
30/06/2007 30/06/2006
£'000 £'000
Income
Interest income 1,802 1,246
Expenses
Investment management fee (1,234) (555)
Valuers' fees - (74)
Administrative fee (117) (83)
Audit fee (15) (14)
Directors' fees (67) (58)
Performance fee (2,069) (203)
Other expenses (736) (147)
Total Expenses (4,238) (1,134)
Net (loss)/profit before finance costs (2,436) 112
Finance costs
Interest payable (2,013) (1,385)
Gains from investments
Net gains on investments 31,593 7,459
Unrealised gain on Subsidiaries 3,596 -
Profit for the period 30,740 6,186
Basic earnings per share 24.0p 10.6p
All items in the above statement are derived from continuing operations.
Consolidated Income Statement for the year end 30 June 2007
01/07/2006
to
30/06/2007
£'000
Income
Interest income 1,802
Expenses
Investment management fee (1,234)
Valuers' fees -
Administrative fee (117)
Audit fee (15)
Directors' fees (67)
Performance fee (2,069)
Other expenses (859)
Total Expenses (4,361)
Net loss before finance costs (2,559)
Finance costs
Interest payable (2,947)
Gains from investments
Net gains on investments 37,306
Profit for the period 31,800
Attributable to equity holders of the Company 30,711
Attributable to minority interests 1,089
31,800
Basic earnings per share 24.0p
All items in the above statement are derived from continuing operations.
Company Statement of Changes in Equity for the period ended 30 June 2006
Share Share Accumulated Capital Currency Special Total
Capital Premium Losses Reserve Translation Distributable
Reserve Reserve £'000
£'000 £'000 £'000 £'000 £'000 £'000
At 28 April 2005 - - - - - - -
(Date of
Incorporation)
Issue of equity 9 59,144 - - - - 59,153
shares
Redemption of (298) - - - - (298)
equity shares
Issue costs - (1,586) - - - - (1,586)
Reduction of - (57,260) - - - 57,260 -
share premium
Effect of - - - - (1,457) - (1,457)
translation to
presentation
currency
Movement for the - - (1,273) 7,459 - - 6,186
period
At 30 June 2006 9 - (1,273) 7,459 (1,457) 57,260 61,998
Company Statement of Changes in Equity for the year ended 30 June 2007
Share Share Accumulated Capital Currency Capital Special Total
Capital Premium Losses Reserve Translation Redemption Distributable
Reserve Reserve Reserve
£'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
At 1 July 2006 9 - (1,273) 7,459 (1,457) - 57,260 61,998
Issue of equity 21 157,327 - - - - - 157,348
shares
Redemption of (1) - - - - - (5,968) (5,969)
equity shares
Transfer to - - - - - 1 (1) -
capital
redemption
reserve
Issue costs - (2,998) - - - - - (2,998)
Effect of - - - - (10,118) - - (10,118)
translation to
presentation
currency
Movement for - - (4,449) 35,189 - - - 30,740
the year
At 30 June 2007 29 154,329 (5,722) 42,648 (11,575) 1 51,291 231,001
Consolidated Statement of Changes in Equity for the year ended 30 June 2007
Accum- Currency Capital Special Minority
Share Share ulated Capital Translation Redemption Distrib- Total Interest Total
Capital Premium Losses Reserve Reserve Reserve utable
£'000 £'000 £'000 £'000 £'000 £'000 Reserve £'000 £'000 £'000 £'000
At 1 July 9 - (1,273) 7,459 (1,457) - 57,260 61,998 - 61,998
2006
Issue of 21 157,327 - - - - - 157,348 - 157,348
equity shares
Redemption of (1) - - - - - (5,968) (5,969) - (5,969)
equity shares
Transfer to - - - - - 1 (1) - - -
capital
redemption
reserve
Issue Costs - (2,998) - - - - - (2,998) - (2,998)
Effect of - - - - (10,089) - - (10,089) (40) (10,129)
translation
ofpresentation
currency
Movement for - - (5,317) 36,028 - - - 30,711 1,089 31,800
the year
Issue of - - - - - - - - 5,010 5,010
shares in
subsidiary to
minority
interests
At 30 June 29 154,329 (6,590) 43,487 (11,546) 1 51,291 231,001 6,059 237,060
2007
Company Statement of Cash Flows for the year ended 30 June 2007
01/07/2006 28/04/2005
to to
30/06/2007 30/06/2006
£'000 £'000
Operating activities
Profit for the period 30,740 6,186
Adjustments for:
Interest income (1,802) (1,246)
Interest expense 2,013 1,385
Net gains on investments (31,593) (7,459)
Unrealised gains from subsidiaries (3,596) -
Operating cash flows before changes in working capital (4,238) (1,134)
Increase in receivables (109) (92)
Increase in payables 2,343 423
Cash flows from operating activities (2,004) (803)
Investing activities
Purchase of investments (46,219) (54,064)
Return of capital from investments 14,745 11,484
Investment in subsidiary (21,588) -
Interest received 1,802 1,246
Cash flows from investing activities (51,260) (41,334)
Financing activities
Proceeds on issue of equity shares 157,348 59,153
Equity shares buy back (5,969) (298)
Issue costs (2,998) (1,586)
Proceeds from issue of zero dividend preference shares - 25,163
Cash flows from financing activities 148,381 82,432
Net increase in cash and cash equivalents 95,117 40,295
Cash and cash equivalents at 30 June 2006 40,216 -
Effects of exchange difference arising from cash and cash equivalents (3,402) (79)
Cash and cash equivalents at 30 June 2007 131,931 40,216
Consolidated Statement of Cash Flows for the year ended 30 June 2007
01/07/2006
to
30/06/2007
£'000
Operating activities
Profit for the year 31,800
Adjustments for:
Interest income (1,802)
Interest expense 2,947
Net gains on investments (37,306)
Operating cash flows before changes in working capital (4,361)
Increase in receivables (109)
Increase in payables 2,487
Cash flows from operating activities (1,983)
Investing activities
Purchase of investments (87,334)
Return of capital from investments 14,745
Interest received 1,802
Cash flows from investing activities (70,787)
Financing activities
Proceeds on issue of equity shares 157,348
Equity shares buy back (5,969)
Issue costs (2,998)
Loan proceeds received 15,490
Interest paid (759)
Issue of shares in subsidiary to minority interest 5,010
Cash flows from financing activities 168,122
Net increase in cash and cash equivalents 95,352
Cash and cash equivalents at 30 June 2006 40,216
Effects of exchange difference arising from cash and cash equivalents (3,391)
Cash and cash equivalents at 30 June 2007 132,177
Statement of compliance
This report has been prepared in accordance with International Financial
Reporting Standards ('IFRS') issued and adopted by the International Accounting
Standards Board (the 'IASB'), interpretations issued by the International
Financial Reporting Interpretations Committee, applicable legal and regulatory
requirements of Guernsey Law and the Listing Rules of the UK Listing Authority.
Basis of Preparation
This report is presented in sterling, rounded to the nearest thousand.
The accounting policies have been consistently applied to the results, assets,
liabilities and cash flows of the company.
The preparation of this report in conformity with IFRS, requires management to
make judgement, estimates and assumptions that affect the application of
policies and the reported amounts of assets and liabilities, income and
expenses. The estimates and associated assumptions are based on historical
experience and various other factors that are believed to be reasonable under
the circumstances, the results of which form the basis of making judgements
about the carrying values of assets and liabilities that are not readily
apparent from other sources. Actual results may differ from these estimates.
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