Final Results
Bear Stearns Private Equity Limited
27 October 2006
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
27 October 2006
Regulatory News Service
London Stock Exchange
London
EC4M 7LS
Dear Sir,
Preliminary Announcement of Results for the period ended 30 June 2006.
Chairman's Statement
Overview
I am pleased to announce that Bear Stearns Private Equity Limited ('BSPEL' or
the 'Company') made good progress during its inaugural financial period.
Against the backdrop of starting the period with substantial levels of cash, the
Company was able to efficiently deploy capital, build a diversified private
equity portfolio of seasoned assets and generate strong performance.
In the financial period ending 30 June 2006, the investment portfolio's net
asset value ('NAV') per Equity Share increased 16.67% to US$1.19 from US$1.02.
Also during this time, the NAV of the ZDP Shares rose from 41.5p to 44.55p, an
increase of approximately 7%.
The private equity portfolio has been cash generative, producing distributions
of approximately US$22.4 million against capital calls of approximately US$21.0
million. This exceeded initial expectations as the Company began the period
with no private equity investments. This is a testament to the Company's
strategy which focuses on secondary acquisitions of mature private equity
limited partnerships in order to more quickly generate value and NAV growth.
For much of the period, the share price of the Equity Shares traded at a
premium. However, the share price did not keep pace with the rapid growth of
NAV and closed at US$1.10, a discount to NAV. However, the ZDP Shares ended the
period at premium, closing at 46.5p per share versus a reported NAV of 44.55p.
Investment Activity
The financial period saw a high level of investment activity. The Company
purchased interests in 44 private equity funds and made two initial
co-investments. These investments represented total commitments of $US136.5
million. More critically, after starting the period with no private equity
assets, the Company was able to finish the period with $US89.9 million in
private equity NAV.
The Company ended the period with US$163.6 million in net assets, with US$74.3
million in bank deposits.
Secondary Commitments
The Company's overriding goal for its inaugural year was to: (i) minimize cash
drag; and (ii) minimize the return degradation typically associated with the
initial phase of a new private equity investment program where asset
appreciation takes place over an extended time period. The core strategy to
achieve this goal was to emphasize secondary purchases of private equity funds.
The company was successful in following this strategy as 37 of the 44 funds in
the portfolio were obtained through secondary purchases.
Primary Commitments
The Company selectively made commitments to six new funds, but limited this
activity in order to concentrate on purchasing funds with existing assets.
Co-Investments
The Company made two direct investments this period, investing alongside proven
private equity fund managers. One of the co-investments was in SCAN Geophysical
AS, a maritime company in the market to locate oil reserves, determine the size
and structure of known reservoirs, and develop existing reservoirs. SCAN
Geophysical AS went public in June 2006, generating meaningful NAV gains for
BSPEL.
Corporate Actions
During the fiscal period, the Company raised additional capital from the public
market. On 24 October 2005, the Board of Directors determined it was in the best
interests of the Company to raise new investment capital through a secondary
placing and authorized its advisors and agents to take all necessary actions to
effect the placing.
In addition, on 3 January 2006, the holders of the Company's Equity Shares and
ZDP Shares voted by proxy or in person at an Extraordinary General Meeting to
approve two proposals. The first proposal amended the Company's investment
objective and investment policy to allow the Company to invest directly in
private equity investments. The second proposal permitted the Company to enter
into the economic transfer agreements with two funds that would not permit
traditional transfers.
Placing of New Equity and ZDP Shares
The Company's Board of Directors announced on February 7, 2006 that 63,747,901
New Equity Shares and 26,326,569 New ZDP Shares were allotted pursuant to the
placing announced on 24 January 2006. In US dollar terms, this resulted in
approximately $91.6 million in new capital raised (before expenses). Following
the issue of the new shares, the number of Equity Shares and ZDP Shares in issue
was 96,817,359 and 59,475,034, respectively. This represented a continuation of
BSPEL's gradual reduction of leverage in the underlying capital structure;
following the placing, ZDP Shares dropped from approximately 41.7% of BSPEL's
capital structure to approximately 30%.
The placing allowed the Company to broaden its investor base of pension funds,
private wealth management groups, and discretionary asset managers. BSPEL's
investor base increased by over 200 new investors from the UK, continental
Europe, the Middle East, and at least nine countries across Asia.
The placing also increased BSPEL's total assets from $61 million to
approximately $150 million, providing significant capital for deployment in the
Company's private equity program. The follow-on share offering afforded the
Company with greater flexibility to implement its mandate to, among other
things, (i) further diversify the portfolio geographically and by vintage year,
(ii) execute secondary transactions, and (iii) grow the size and diversity of
the shareholder base. Of particular importance, the new capital increased
BSPEL's investment capacity sufficiently for it to participate in the broader
secondary deal flow that was available in the market.
Share Buy Backs
The Company's Board of Directors approved a policy of enhancing shareholder
returns by selectively buying back shares. During the period, a total of
500,000 Equity Shares were bought back at $1.10 per share. The shares were not
held in treasury, but rather were cancelled. As of 30 June 2006 there were
96,317,359 Equity Shares outstanding.
Outlook
BSPEL believes the market environment continues to be favorable for the same
investment strategy it employed during its first period. The Company will
continue to invest in private equity funds by acquiring limited partnership
interests in the secondary market and making commitments to newly formed private
equity funds. In addition, BSPEL will continue to directly invest in individual
companies by co-investing with individual private equity sponsors. The Company
has diversified its investments by manager, industry, geography, asset class,
stage and vintage year and will continue its strategy of building a highly
diversified, global private equity portfolio.
Trevor Ash
Chairman
27 October 2006
Balance Sheet at 30 June 2006 (unaudited)
30/6/2006
£'000
Non-current assets
Investments 48,598
Current assets
Receivables 88
Cash and cash equivalents 40,216
40,304
Current liabilities
Payables and accruals (407)
Net current assets 39,897
Non-current liabilities
Zero dividend preference shares (26,497)
61,998
Represented by:
Share Capital 9
Reserves 61,989
61,998
NAV per Equity share £0.64
Income Statement for the period from 28 April 2005 to 30 June 2006 (unaudited)
28/04/2005
to
30/06/2006
£'000
Income
Interest income 1,246
Expenses
Investment management fee (555)
Valuers' fees (74)
Administrative fee (83)
Audit fee (14)
Directors' fees (58)
Performance fee (203)
Other expenses (147)
Total Expenses (1,134)
Net Operating profit before net finance costs 112
Net finance costs
Interest payable (1,385)
Gains from investments
Unrealised gains on revaluation of investments 7,459
Profit for the period 6,186
Basic earnings per share 10.6p
All items in the above statement are derived from continuing operations
Statement of Changes in Equity for the period ended 30 June 2006 (unaudited)
Share Share Accumulated Capital Currency Special Total
Capital Premium losses Reserve translation Distributable
reserve Reserve
£'000 £'000 £'000 £000's £'000 £'000 £'000
At 28 April 2005 - - - - - - -
(Date of
Incorporation)
Issue of equity shares 9 59,144 - - - - 59,144
Redemption of equity - (298) - - - - (298)
shares
Issue costs - (1,586) - - - - (1,586)
Reduction of share - (57,260) - - - 57,260 -
premium
Effect of translation - - - - (1,457) - (1,457)
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
Statement of Cash Flows for the period ended 30 June 2006 (unaudited)
28/04/2005
to
30/06/2006
£'000
Operating activities
Profit for the period 6,186
Adjustments for:
Net financing cost 1,385
Unrealised gains from investments (7,459)
Operating profit before changes in working capital 112
Increase in receivables (92)
Increase in payables 423
Cash flows from operating activities 443
Investing activities
Purchase of investments (54,064)
Return of capital 11,324
Cash flows from investing activities (42,740)
Financing activities
Proceeds on issue of equity shares 59,153
Redemption of equity shares (298)
Issue costs (1,586)
Proceeds from issue of zero dividend preference shares 25,163
Cash flows from financing activities 82,432
Effects of exchange difference arising from cash and cash equivalents (79)
Net increase in cash and cash equivalents 40,216
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 Standards 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.
END
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