Half-year Report

RNS Number : 4560K
Miton UK MicroCap Trust plc
14 December 2018
 

MITON UK MICROCAP TRUST PLC
HALF-YEAR REPORT FOR THE HALF YEAR TO 31 OCTOBER 2018

The Directors present the Half-year Report of the Company for the half year to 31 October 2018.

 

Miton UK MicroCap Trust plc is an investment trust quoted on the London Stock Exchange under the ticker code MINI. It is referred to as the Company or as MINI in the text of this Report. The Company's Board (which consists of four independent Directors) appoints the Investment Manager and is responsible for monitoring its performance.

 

 

Summary of Results

 

31 October    

2018    

30 April    

2018    

Total net assets attributable to equity shareholders (£'000)

92,218    

118,665    

NAV per Ordinary share

60.41p   

69.33p   

Share price (mid)

57.00p   

65.80p   

Discount to NAV

(5.64)% 

(5.09)% 

Revenue return per Ordinary share

0.12p   

0.27p   

Total return per Ordinary share

(8.53)p  

5.42p   

Ongoing charges

1.47%* 

1.41%  

Ordinary shares in issue

152,653.822**   

171,151,514     

 

* Estimated as at 31 October 2018 in accordance with Association of Investment Companies ("AIC") guidelines. Ongoing charges are the Company's annualised revenue and capitalised expenses (excluding finance costs and certain non-recurring items) expressed as a percentage of the average monthly net assets of the Company during the year.

** On 15 May 2018, the Company redeemed 18,497,692 Ordinary shares pursuant to its voluntary redemption facility.

 

Update on 2019 Annual Redemption

The Board has decided that the redemption date in 2019 will be moved from 30 April to the end of June, with the Redemption Point now intended to be 28 June 2019. As the existing timetable is so close to Brexit, including an indicated latest date for the receipt of redemption requests of 29 March 2019, the Board does not believe that keeping to the existing timetable, when markets may well be in a period of turmoil, is in the interest of shareholders taken as a whole. The Board retains the discretion to further amend this timetable given the ongoing uncertainty as to the eventual Brexit timetable as at the date of publication of this Report.

 

CHAIRMAN'S STATEMENT

 

This Half-year Report covers the six months to 31 October 2018, which has been a challenging period for markets, influenced by concerns over slowing world growth and, in the UK, the outcome of Brexit negotiations.

Returns

The FTSE AIM All-Share Index fell back 6.7% over the half year, whilst the FTSE SmallCap Index (excluding Investment Trusts) fell 9.0%. The smaller fall in the AIM All-Share Index was because many of the larger AIM growth stocks had performed well prior to the October setback.

The NAV of the Company fell 12.4% over the same period, somewhat behind its comparators. As outlined in the Manager's Report, the bulk of the return on the portfolio reflected the general move in markets, although the half-year outcome suffered when one of the longer-term holdings, Yu Group plc, fell sharply in October.

Generally, the Company has an objective to deliver an attractive capital return for shareholders over the longer term through investing in a diversified portfolio of overlooked microcap stocks. The first three and half years since the Company was listed have been marked by unusually strong momentum in larger AIM growth stocks, with the FTSE AIM All-Share Index up 29.5% over the period. Even so, the Company's NAV has appreciated by 11.4p per share or 23.3% over the same period, which compares favourably with the 10.5% capital gain on the FTSE SmallCap Index (excluding Investment Trusts).

 

Share Redemptions

The share price of the Company reflects the balance of buyers and sellers on the exchange, and hence when there is an imbalance, the share price can diverge from the NAV. In order to help ensure imbalances are kept to a minimum, the Company offers shareholders the option each year to redeem their shares. This year, 18,497,692 shares were redeemed at the end of April, representing around 10.8% of share capital.

 

The Board has decided that the redemption date in 2019 will be moved from 30 April to the end of June, with the Redemption Point now intended to be 28 June 2019. As the existing timetable is so close to Brexit, including an indicated latest date for the receipt of redemption requests of 29 March 2019, the Board does not believe that keeping to the existing timetable, when markets may well be in a period of turmoil, is in the interest of shareholders taken as a whole. The Board retains the discretion to further amend this timetable given the ongoing uncertainty as to the eventual Brexit timetable as at the date of publication of this Report.

 

Strategy

The Company principally invests in UK quoted companies with market capitalisations of up to £150 million - businesses typically with corporate agility and access to external capital.  Such companies have the advantage of being able to identify and fund promising projects that can make a transformational difference to their growth.  Thus, as a group, they have a long history of outperforming the mainstream indices.

 

In general, MINI seeks to invest in companies where the Manager believes their prospects have been overlooked since, over the longer term, companies with these characteristics tend to outperform other smaller stocks.  It is also not unusual for the share prices of faster growing companies to enjoy periods of strong performance, as indeed they have over the last few years. But eventually as markets move on, the Manager believes that overlooked value stocks tend to resume their prior trend of outperformance, thus re-establishing the longer-term pattern.

 

Towards the end of the half year, the share prices of some growth stocks fell more than those of other companies. If this becomes a trend, we believe the Company's strategy will come into its own. We will update shareholders on this in the monthly factsheets and in the annual report to 30 April 2019.

Prospects

The policy of Quantitative Easing ("QE") helped address the Global Financial Crisis in 2008, but possibly at the longer-term cost of a stagnation in global productivity (given that QE works by distorting market prices). However, QE and the plentiful market liquidity it brings is being phased out across the world.

Furthermore, after a decade of debt issuance in China, inflationary pressures have led to the authorities there bearing down on corporate lending to companies and individuals, even though this has led to a recession in industrial production. During October, the ongoing rise in US interest rates, combined with their position on global trade and tariffs, has brought all these counter-currents to a head, precipitating a broad pull back in share prices.

This is a moment when the three characteristics of our microcap approach, with a strong valuation discipline and a focus on financial robustness, could be of ever greater relevance. Specifically:

1.   Smaller, more agile stocks tend to have greater scope to buck a wider economic slowdown - hence their long history of outperformance. Generally, microcap stocks with a value bias have outperformed by an even greater margin.

2.   Microcaps operate across a wider range of industry sectors than those companies contained in the mainstream indices, which are increasingly dominated by giant global companies in a small number of sectors.  Consequently, their returns are not usually correlated with the daily or monthly moves of the larger quoted companies, which potentially offers diversification for investors.

3.   Lastly, a portfolio of holdings with resilient balance sheets can be a major advantage at a time when other over-borrowed companies may be forced to prioritise the needs of their lenders over their commercial interests.

For these reasons, we continue to believe that the Company is well positioned, despite the current unsettled nature of markets, with scope for renewed interest in the Company's microcap strategy moving forward.

 

Andy Pomfret

Chairman

13 December 2018

 

 

INVESTMENT MANAGER'S REPORT

 

Who are Miton?

Miton Group plc is an independent fund management company listed on the AIM exchange.

 

The day-to-day management of the Company's portfolio is carried out by Gervais Williams and Martin Turner, who have decades of experience researching many of the smallest UK quoted companies.

 

Gervais Williams

Gervais joined Miton in March 2011 and is Senior Executive Director of the group. He has been an equity portfolio manager since 1985, including 17 years as Head of UK Smaller Companies & Irish Equities at Gartmore. He was Fund Manager of the Year 2014, according to What Investment? He is chairman of the Quoted Companies Alliance, a director of the Investment Association, and also a member of the AIM Advisory Council.

 

Martin Turner

Martin joined Miton in May 2011. Martin and Gervais have had a close working relationship since 2004, and their complementary experience and skills led to their backing a series of successful companies. Martin qualified as a Chartered Accountant with Arthur Anderson, and has extensive experience at Rothschild, Merrill Lynch and Collins Stewart, where as Head of Small/Mid Cap Equities his role covered their research, sales and trading activities.

 

We are part of a close-knit team of four fund managers at Miton researching UK quoted stocks, with each manager having a record of delivering premium returns. This is always important, but especially so at the current time of changing political and economic dynamics.

 

How should progress be measured?

During globalisation, equity market returns have been so good for so long, that it has become customary for funds to determine their success by reference to the performance of the mainstream indices (rather than just in absolute terms, or relative to inflation). One side effect has been that most popular UK equity portfolios are now typically dominated by the largest 350 stocks listed on the London Stock Exchange.

 

However, with the changing political and economic agenda, we at Miton believe that it is in shareholders' interests to widen the range of opportunities going forward. Therefore, most Miton strategies in the UK are relatively wide ranging.

 

Although it is conventional for the success of MINI to be set in the context of the returns of comparative indices, we believe the ultimate source of sustained return will be the ability of the portfolio holdings to sustain productivity improvements, and growth in their aggregate cashflow.

 

How has the Company performed over the half year?

During the half year, equity markets fluctuated, although overall returns in the period were dominated by a market setback in October. Hence, over the six months, the FTSE AIM All-Share Index declined by 6.7%, whilst the FTSE SmallCap Index (excluding Investment Trusts) fell 9.0%. The first months of the half year were marked by further share price appreciation of stocks with growth prospects, particularly some of the larger stocks listed on the AIM exchange. Whilst the share prices of these fell back more abruptly when markets fell back in October, over the half year their overall performance generally enhanced the return of the FTSE AIM All-Share Index and it outperformed the FTSE SmallCap Index (excluding Investment Trusts).

 

The NAV of the Company fell 12.4% over the same period, which is disappointing. Specifically, MINI's portfolio tends to exclude larger AIM-listed stocks, so it missed out on some of the better performers during this half year. Furthermore, most holdings are selected on the basis that their prospects are overlooked by others, albeit that their share prices do not always move up in line with the movements of the wider market. Both features held back the Company's returns in the half year.

 

When markets peaked in October it was anticipated that the share prices of overlooked stocks would be less vulnerable. This was indeed the case for most of our holdings, with the Company's portfolio falling 7.7% during October, compared with an 11.1% fall of the FTSE AIM All-Share Index. However, this comparatively resilient performance would have been better had it not been for a setback in Yu Group, one of the Company's largest holdings.

 

Yu Group plc is an energy supply business that had performed well over many years, but this trend ended when its share price fell back precipitously in October. It announced that profits would be downgraded because it had not been making adequate provision for bad debts, and that some of its new customers had not used as much energy as expected in the early months of their new contracts. At the dtae of this Report, it had not issued any detail on its future profitability other than to confirm that it expects to continue to be profitable for the coming year. Given the heavily negative sentiment in markets in October, the Yu Group share price fell heavily on this news. This setback took 3.3% off the Company's overall returns over the six-month period, and hence offset the general resilience elsewhere in the portfolio. Importantly, Yu Group continues to have a strong balance sheet with net cash balances and therefore the company has scope to recover in time.

 

Is it appropriate for the Company's portfolio to run its winners?

One of the features of quoted smaller companies is their ability to expand sequentially for several years. When this occurs, their share prices can rise considerably over that time. This is especially evident when they are initially purchased at modest valuations at times when their prospects have not been appreciated. Whilst the main body of the portfolio has delivered the core return for shareholders, it is the presence of a number of winning stocks that has driven additional returns, given that a number of these holdings have been held whilst they appreciated strongly.

 

Hence, overall returns for shareholders have been maximised by running these winning stocks, since it ensures much of these extra gains are banked. However, the strategy of running winners needs to be considered in the context that such share prices are often more vulnerable, should the corporate news flow disappoint. For this reason we, as Managers, tend to be wary along the way.

 

Where the market capitalisation of a company runs considerably ahead of its underlying turnover, and immediate cash generation, then we believe the downside risks become tangible. In contrast, companies with substantial sales and cashflow tend to have greater intrinsic value. So as a rule, strong performers with relatively modest sales and cashflow tend to be trimmed at an earlier stage, as compared to those with greater underlying sales and cashflow, where the holdings are often left in place for a longer period.

 

Overall, this strategy has generated significant capital gains for our shareholders since launch. For example, the Company's holdings in Wey Education and Versarian were trimmed at an earlier stage than the holding in Zotefoams, which has been retained in full despite its major share price appreciation.

 

Overall, MINI's strategy aims to generate premium returns through identifying stocks with overlooked prospects, where their share price appreciation can be substantial if the business succeeds over the following years. When this leads to certain holdings becoming a more substantial part of the portfolio, we tend to take these profits earlier - particularly in the case of companies that have less immediate sales and cashflow.

 

How has the Company performed since its IPO three and half years ago?

Over the three and half years since issue, the FTSE All-Share Index has appreciated by 3.8% on a capital return basis. Generally, growth stocks have tended to be better performers in the period, with particularly strong performance from some of the largest AIM listed stocks, Hence the FTSE AIM All-Share Index has risen by 29.5% over the period. The average smaller quoted companies have outperformed more modestly, with the FTSE Small Cap Index (excluding Investment Trusts) rising 10.5% between April 2015 and October 2018. In comparison, the NAV of the Company has appreciated by 23.3% over the same period.

 

The Company's portfolio has a bias towards overlooked microcap stocks, because these tend to outperform others, including larger growth stocks, over the longer term. Since 1955, a UK microcap strategy, in combination with a bias towards overlooked stocks, has generated premium returns well above almost all others. Along the way, there are periods when growth stocks enjoy a period of catch-up as they are currently. But, as the valuations of growth stocks can ultimately over-anticipate their prospects, their returns as a group tend to fall back behind those of overlooked value stocks. We expect this pattern to repeat in due course and, when this occurs, we anticipate that the returns on the Company's portfolio have the potential to outperform most comparators.

 

What are the prospects for the Company?

During globalisation, a relatively narrow range of industrial sectors have come to the fore. In the UK, globalisation had left the FTSE 100 dominated by companies operating in the Pharmaceutical, Fast Moving Consumer Goods and Commodity sectors. In addition, certain financial sectors have also become substantial such as Insurance, Banking and Property.

 

Unfortunately, globalisation has had a similar influence on most of the other developed economies, and this explains why international market indices now tend to move together in sync with each other.

 

At a time when markets are rising, this issue is not of great import. However, during 2018, stock markets across the world have become more unsettled, as the easy liquidity of QE has been phased out across the world. As market valuations have declined, and markets have fallen back somewhat, investors have become intensely interested in assets that offer a degree of diversification.

 

One of the characteristics of the microcap investment universe is its representation over a much wider range of industry sectors than the mainstream indices. Hence, the fluctuations in microcap share prices tend to be somewhat less synchronised, which means there are real diversification benefits for those who hold both. We expect this feature to lead to a long period of increasing asset allocation to UK microcaps, which will help drive their outperformance.

 

Gervais Williams and Martin Turner

13 December 2018

 

 

PORTFOLIO INFORMATION

as at 31 October 2018

 

Rank

Company

Sector & main activity

Valuation

£'000

% of

net assets

Yield* % 

1

Kape Technologies

Technology

3,609

3.9

2

Frontier IP Group

Industrials

2,699

3.0

3

Zotefoams

Basic Materials

2,653

2.9

1.1 

4

Cerillion

Technology

2,619

2.8

3.1 

5

Nanoco Group

Technology

2,573

2.8

6

Aquis Exchange

Financials

2,437

2.6

7

Corero Network Security

Technology

2,234

2.4

8

Kromek Group

Health Care

2,193

2.4

9

Bilby

Industrials

1,982

2.1

2.6 

10

Conygar Investment Company

Financials

1,948

2.1

 

Top 10 investments

24,947

27.0

 

 

 

 

 

 

 

11

BATM Advanced Communications

Technology

1,741

1.9

12

Science in Sport

Consumer Goods

1,690

1.8

13

Mind Gym

Industrials

1,629

1.8

14

Diversified Gas & Oil

Oil & Gas

1,514

1.6

5.3 

15

Scientific Digital Imaging

Health Care

1,480

1.6

16

CML Microsystems

Technology

1,385

1.5

1.7 

17

Versarien

Basic Materials

1,291

1.4

18

Van Elle Holdings

Industrials

1,280

1.4

5.6 

19

Brighton Pier Group

Consumer Services

1,267

1.4

20

Eland Oil & Gas

Oil & Gas

1,266

1.4

 

Top 20 investments

39,490

42.8

 

 

 

 

 

 

 

21

Inspired Energy

Industrials

1,251

1.4

2.9 

22

STM Group

Financials

1,227

1.3

3.3 

23

Game Digital

Consumer Services

1,209

1.3

24

Centralnic Group

Technology

1,147

1.3

25

Rockrose Energy

Oil & Gas

1,140

1.2

26

Avesoro Resources

Basic Materials

1,128

1.2

27

Amino Technologies

Technology

1,042

1.1

5.6 

28

Yu Group

Utilities

1,026

1.1

1.2 

29

Hydrodec Group

Utilities

1,016

1.1

30

Oxford Biodynamics

Health Care

991

1.1

 

Top 30 investments

50,667

54.9

 

 

 

 

 

 

 

31

Caledonia Mining Corporation

Basic Materials

947

1.0

6.3 

32

Fulcrum Utility Services

Utilities

947

1.0

3.4 

33

Cropper (James)

Basic Materials

933

1.0

1.1 

34

Simec Atlantis Energy

Utilities

900

1.0

35

Ingenta

Technology

900

1.0

1.4 

36

Hydrogen Group

Industrials

896

1.0

2.9 

37

Inspiration Healthcare Group

Health Care

894

1.0

38

Oxford Metrics

Technology

888

1.0

1.7 

39

Anglo African Oil & Gas

Oil & Gas

885

1.0

40

Wey Education

Industrials

865

0.9

 

Top 40 investments

 

59,722

64.8

 

Balance held in 73 equity instruments

29,043

31.5

 

 

Total investment portfolio

88,765

96.3

 

 

Other net current assets

 

3,453

3.7

 

 

Net assets

92,218

 

100.0

 

 

*Excludes special dividends

 

 

Portfolio exposure by sector

Technology

25.5%

Industrials

19.0%

Financial Services

13.1%

Basic Materials

11.0%

Oil & Gas

10.8%

Health Care

6.6%

Consumer Services

5.9%

Consumer Goods

4.9%

Utilities

3.2%

 

£88.8m

 

Actual annual income by sector

Technology

41.7%

Industrials

31.2%

Financial Services

13.0%

Basic Materials

7.3%

Utilities

5.5%

Consumer Goods

1.0%

Consumer Services

0.3%

 

£0.58m

     

 

Portfolio by asset allocation

AIM

83.8%

Other UK Equities

6.3%

FTSE SmallCap Index

5.9%

FTSE Fledgling Index

4.0%

 

£88.8m

 

Portfolio by spread of investment income

AIM

90.8%

FTSE Fledgling Index

4.5%

Other UK Equities

3.0%

FTSE SmallCap Index

1.7%

 

£0.58m

 

Source: Interactive Data.

 

 

INTERIM MANAGEMENT REPORT AND DIRECTORS' RESPONSIBILITY STATEMENT

 

Interim Management Report

The important events that have occurred during the period under review, the key factors influencing the financial statements and the principal risks and uncertainties for the remaining six months of the financial year are set out in the Chairman's Statement and the Investment Manager's Report above.

 

The principal risks facing the Company are substantially unchanged since the date of the Annual Report and Accounts for the year ended 30 April 2018 and remain as set out in that report on pages 20 and 21.

 

Risks faced by the Company include, but are not limited to, investment and strategy, reliance on third parties, share price volatility and liquidity/marketability risk, costs of operation, regulatory risk/change in tax status, market risk, liquidity risk and credit and counterparty risk.

 

Responsibility Statement

The Directors confirm that to the best of their knowledge:

 

·      the condensed set of financial statements has been prepared in accordance with International Accounting Standard ("IAS") 34, Interim Financial Reporting, as adopted by the European Union; and gives a true and fair view of the assets, liabilities, financial position and loss of the Company; and

 

·      this Half-year Report includes a fair review of the information required by:

 

a)     DTR 4.2.7R of the Disclosure Guidance 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 Guidance 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 Company during that period; and any changes in the related party transactions described in the last Annual Report that could do so.

 

This Half-year Report was approved by the Board of Directors on 13 December 2018 and the above responsibility statement was signed on its behalf by Andy Pomfret, Chairman.

CONDENSED INCOME STATEMENT

for the half year to 31 October 2018

 

 

 

Half year to 31 October 2018 

Half year to 31 October 2017

 

 

Year ended 30 April 2018

 

 

 

Note

Revenue 

return 

£'000 

Capital 

return 

£'000 

Total 

£'000 

Revenue 

return 

£'000 

Capital

return 

£'000 

Total 

£'000 

Revenue 

return 

£'000 

Capital 

return 

£'000 

Total 

£'000 

 

 

 

 

 

 

 

 

 

 

 

(Losses)/Gains on investments held at fair value through profit or loss

 

(12,915)

(12,915)

 

 

 

 

2,726 

 

 

2,726 

 

 

 

 

9,644 

 

 

9,644 

Foreign exchange losses

 

 

 

(2)

 

(2)

 

 

(14)

 

(14)

Income

2

581 

581 

688 

688 

1,270 

1,270 

Management fee

8

(128)

(383)

(511)

(133)

(400)

(533)

(270)

(811)

(1,081)

Other expenses

 

(268)

(268)

(263)

(263)

(511)

(511)

 

Return/(loss) on ordinary activities before finance costs and taxation

 

185 

(13,298)

(13,113)

 

 

 

292 

 

 

 

2,324 

 

 

 

2,616 

 

 

 

489 

 

 

 

8,819 

 

 

 

9,308 

Finance costs

9

(6)

(18)

(24)

(3) 

(7)

(10)

 

Return/(loss) on ordinary activities before taxation

 

179 

(13,316)

(13,137)

 

 

 

292

 

 

 

2,324 

 

 

 

2,616 

 

 

 

486 

 

 

 

8,812 

 

 

 

9,298 

Taxation

 

-

(22)

(22)

Return/(loss) on ordinary activities after taxation

 

179 

(13,316)

(13,137)

 

 

292 

 

 

2,324 

 

 

2,616 

 

 

464 

 

 

8,812 

 

 

9,276 

 

 

 

 

 

 

 

 

 

 

 

 

 

pence 

pence 

pence 

pence 

pence 

pence 

pence 

pence 

pence 

 

Return/(loss) on ordinary activities for the year analysed as follows:

Return/(loss) per Ordinary share (pence)

3

0.12 

(8.65)

(8.53)

 

0.17 

 

1.36 

 

1.53 

 

0.27 

 

5.15 

 

5.42 

 

The total column of this statement is the Income Statement of the Company prepared in accordance with International Financial Reporting Standards ("IFRS"), as adopted by the European Union. The supplementary revenue return and capital return columns are presented in accordance with the Statement of Recommended Practice issued by the Association of Investment Companies ("AIC SORP").

 

All revenue and capital items in the above statement derive from continuing operations. No operations were acquired or discontinued during the period.

 

The accompanying notes are an integral part of these financial statements.

CONDENSED STATEMENT OF CHANGES IN EQUITY

for the half year to 31 October 2018

 

 

Note

Share 

capital 

£'000 

Share 

premium 

account 

£'000 

Capital

redemption

reserve

£'000

Capital

reserve

£'000 

Revenue 

reserve 

£'000 

Total 

£'000 

 

 

 

 

 

 

 

 

As at 30 April 2018

 

221 

86,986 

2

30,670 

786 

118,665 

Total comprehensive income:

 

 

 

 

 

 

 

Net return for the period

 

-

(13,316)

179 

(13,137)

 

 

 

 

 

 

 

 

Transactions with shareholders recorded directly to equity:

 

 

 

 

 

 

 

Redemption of Ordinary shares

5

(18)

18

(12,760)

(12,760)

Equity dividends paid

4

-

-

(550)

(550)

As at 31 October 2018

 

203 

86,986 

20

4,594

415 

92,218 

 

 

 

 

 

 

 

 

As at 30 April 2017

 

223 

86,986 

-

23,099 

938 

111,246 

Total comprehensive income:

 

 

 

 

 

 

 

Net return for the period

 

-

2,324

292 

2,616 

 

 

 

 

 

 

 

 

Transactions with shareholders recorded directly to equity:

 

 

 

 

 

 

 

Redemption of Ordinary shares

5

(2)

- 

2

(1,241)

(1,241)

Equity dividends paid

4

-

(616)

(616)

As at 31 October 2017

 

221 

86,986 

2

24,182 

614 

112,005 

 

 

 

 

 

 

 

 

As at 30 April 2017

 

223 

86,986 

-

23,099 

938 

111,246 

Total comprehensive income:

 

 

 

 

 

 

 

Net return for the period

 

-

8,812 

464 

9,276 

 

 

 

 

 

 

 

 

Transactions with shareholders recorded directly to equity:

 

 

 

 

 

 

 

Redemption of Ordinary shares

5

(2)

- 

2

(1,241)

Equity dividends paid

4

-

(616)

(616)

As at 30 April 2018

 

221 

86,986 

2

30,670 

786 

118,665 

                   

 

The accompanying notes are an integral part of these financial statements.

CONDENSED BALANCE SHEET

as at 31 October 2018

 

 

Note

31 October

2018

£'000

31 October

2017

£'000

30 April

2018

£'000

 

Non-current assets:

 

 

 

 

Investments held at fair value through profit or loss

 

88,765

107,376

103,003

Current assets:

 

 

 

 

Trade and other receivables

 

192

536

1,241

Cash at bank and cash equivalents

 

3,419

5,869

14,595

 

 

3,611

6,405

15,836

Total assets

 

92,376

113,781

118,839

Liabilities and equity

Liabilities:

 

 

 

 

Trade and other payables

 

158

1,776

174

Total liabilities 

 

158

1,776

174

 

Equity:

 

 

 

 

Share capital

5

203

221

221

Share premium account

 

86,986

85,745

86,986

Capital reserve

 

4,594

25,423

30,670

Capital redemption reserve

 

20

2

2

Revenue reserve

 

415

614

786

Total equity 

 

92,218

112,005

118,665

Total liabilities and equity

 

92,376

113,781

118,839

 

 

pence

 

pence

pence

Net asset value per Ordinary share

6

60.41

65.44

69.33


The accompanying notes are an integral part of these financial statements.

 

 

 

CONDENSED STATEMENT OF CASH FLOWS

for the half year to 31 October 2018

 

 

Half year to 

31 October 

2018 

£'000 

 

Half year to 

31 October 

2017 

£'000 

Year ended 

30 April 

2018 

£'000 

Operating activities:

 

 

 

Net (loss)/return before taxation

(13,137)

2,616 

9,298 

Loss/(gain) on investments held at fair value through profit or loss

12,915 

(2,726)

(9,644)

Decrease in trade and other payables

80 

39 

46 

(Decrease)/increase in trade and other payables

(25)

Exclude finance costs 

24 

10 

Withholding tax paid

(22)

Net cash outflows from operating activities

(143)

(70)

(303)

Investing activities:

 

 

 

Purchase of investments

(16,989)

(12,823)

(24,235)

Sale of investments

19,295 

17,376 

37,764 

Net cash inflow from investing activities

2,306 

4,553 

13,529 

Financing activities:

 

 

 

Redemption of Ordinary shares

(12,760)

(1,241)

(1,241)

Equity dividends paid

(550)

(616)

(616)

Finance costs paid

(29)

(19)

Net cash outflows from financing activities  

(13,339)

(1,857)

(1,876)

(Decrease)/increase in cash and cash equivalents 

(11,176)

2,626 

11,350 

Reconciliation of net cash flow movement in funds:

 

 

 

Cash and cash equivalents at the start of the period

14,595 

3,245 

3,245 

Net cash (outflow)/inflow from cash and cash equivalents

(11,176)

2,626 

11,350 

Exchange rate movements

(2)

Cash at the end of the period 

3,419 

5,869 

14,595 

 

The accompanying notes are an integral part of these financial statements.

 

 

NOTES TO THE CONDENSED FINANCIAL STATEMENTS

 

1.    Significant Accounting Policies

 

Basis of preparation

The condensed financial statements of the Company have been prepared in accordance with IAS 34 - Interim Financial Reporting as adopted by the European Union. The accounting policies and methods of computation followed in these half-year financial statements are consistent with the most recent annual financial statements for the year ended 30 April 2018.

 

The functional currency of the Company is pounds sterling because this is the currency of the primary economic environment in which the Company operates. The financial statements are also presented in pounds sterling rounded to the nearest thousands, except where otherwise indicated.

 

The financial information contained in this Half-year Report does not constitute statutory accounts as defined in Section 435(1) of the Companies Act 2006. The financial information for the periods ended 31 October 2018 and 31 October 2017 have not been audited or reviewed by the Company's Auditor. The figures and financial information for the year ended 30 April 2018 are an extract from the latest published audited financial statements, which have been filed with the Registrar of Companies. The report of the Auditor on those financial statements was unqualified and did not contain a statement under either Section 498(2) or 498(3) of the Companies Act 2006.

 

Going concern

The Directors have made an assessment of the Company's ability to continue as a going concern and are satisfied that the Company has adequate resources to continue in operational existence for the foreseeable future (being a period of 12 months from the date these financial statements were approved). Furthermore, the Directors are not aware of any material uncertainties that may cast significant doubt upon the Company's ability to continue as a going concern, having taken into account the liquidity of the Company's investment portfolio and the Company's financial position in respect of its cash flows, borrowing facilities and investment commitments (of which there are none of significance). Therefore, the financial statements have been prepared on the going concern basis and on the basis that approval as an investment trust company will continue to be met.

 

2.       Income

 

Half year to

31 October 2018

£'000

Half year to

31 October 2017

£'000

Year ended

30 April 2018

£'000

Income from investments:

 

 

 

UK dividends

326

535

950

Unfranked dividend income

255

150

317

Bank interest

-

3

3

Total income

581

688

1,270

 

3.       Return per Ordinary Share

 

Returns per share are based on the weighted average number of shares in issue during the period. Normal and diluted return per share are the same as there are no dilutive elements on share capital.

 

 

Half year to

31 October 2018

 

Half year to

31 October 2017

 

Year ended

30 April 2018

 

 

Revenue

Capital 

Total 

Revenue

Capital

Total

Revenue

Capital

Total

 

 

 

 

 

 

 

 

 

 

Net profit (£'000)

179

(13,316)

(13,137)

292

2,324

2,616

464

8,812

9,276

Weighted average number of shares in issue

 

 

154,061,255 

 

 

171,298,703

 

 

171,225,713

Return per share (pence)

0.12

(8.25)

(8.53)

 

0.17

 

1.36

 

1.53

0.27

5.15

5.42

 

4.       Dividends per Ordinary Share

 

Half year to

31 October 2018

Half year to

31 October 2017

Year ended

30 April 2018

 

£'000

pence

£'000

pence

£'000

pence

 

Amounts recognised as distributions to equity holders in the period:

 

 

 

 

 

 

Final dividend for the year ended

30 April 2017

-

-

616

0.36

616

0.36

Final dividend for the year ended

30 April 2018

550

0.36

-

-

-

-

 

550

0.36

616

0.36

616

0.36

 

 

5.       Called-up Share Capital

 

Half year to

31 October 2018

Half year to

31 October 2017

Year ended

30 April 2018

 

Number 

£'000 

Number

£'000

Number 

£'000 

 

 

 

 

 

 

 

Ordinary shares of £0.001 each

 

 

 

 

 

 

Opening balance

171,151,514 

171 

173,086,001 

173 

173,086,001 

173 

Redemptions

(18,497,692)

(18)

(1,934,487)

(2)

(1,934,487)

(2)

 

152,653,822 

153 

171,151,514 

171 

171,151,514

171 

 

 

Half year to

31 October 2018

Half year to

31 October 2017

Year ended

30 April 2018

 

Number

£'000

Number

£'000

Number

£'000

 

 

 

 

 

 

 

Management shares of £1 each

 

50,000

 

50

 

50

 

50,000

 

50

 

On 15 May 2018, the Company redeemed 18,497,692 Ordinary shares pursuant to its voluntary redemption facility. The Ordinary shares were redeemed at a price of 68.98 pence per Ordinary share, costing £12.8 million including expenses.

 

As at 31 October 2018, there were 152,653,822 Ordinary shares and 50,000 Management shares in issue.

 

 

6.       Net Asset Value per Share

 

Ordinary shares

The NAV per Ordinary share and the NAV attributable at the period end were as follows:

 

 

NAV per

Ordinary

share

31 October

2018

Net assets attributable

31 October

2018

NAV per Ordinary share

31 October

2017

Net assets

attributable

31 October

2017

NAV per Ordinary share

30 April

2018

Net assets

attributable

30 April

2018

 

pence

£'000

pence

£'000

pence

£'000

 

     Basic and diluted

60.41

92,218

65.44

112,005

69.33

118,665

 

NAV per Ordinary share is based on net assets at the period end and 152,653,822 Ordinary shares, being the number of Ordinary shares in issue at the period end (31 October 2017: 171,151,514 Ordinary shares; 30 April 2018: 171,151,514 Ordinary shares).

 

Management shares

Net assets of £1.00 per Management share is based on net assets at the period end of £50,000 and attributable to 50,000 Management shares at the period end. The shareholders have no right to any surplus capital or assets of the Company.

 

 

7.       Transaction Costs

 

During the period, expenses were incurred in acquiring or disposing of investments classified as fair value through profit or loss. These have been expensed through capital and are included within 'gains on investments' in the Income Statement. The total costs were as follows:

 

 

Half year to

31 October 2018

Half year to

31 October 2017

Year ended

30 April 2018

 

£'000

£'000

£'000

 

Costs on acquisitions

10

7

23

Costs on disposals

33

30

64

 

43

37

87

 

 

Half year to 31 October 2018

£'000

% of average monthly net assets in the period

Half year to

31 October

2017

£'000

% of average

monthly net

assets in the

period

Year to 30 April

2018

£'000

% of average

monthly net

assets in the

period

 

Costs paid in dealing commissions

38

0.04

37

0.03

78

0.07

Costs of stamp duty

5

-

-

-

9

0.01

 

43

0.04

37

0.03

87

0.08

 

The average monthly net assets for the six months to 31 October 2018 was £105,044,873 (six months to 31 October 2017: £110,392,000; year to 30 April 2018: £113,142,399).

These costs do not include the costs of investing capital and the bid-offer spread on securities in the portfolio. Investments are valued at fair value which is bid value for listed securities. Certain holdings may have been acquired at a price higher than the bid price.

 

 

8.       Management Fee

 

 

Half year to

31 October 2018

Half year to

31 October 2017

Year ended

30 April 2018

 

Revenue

Capital

Total

Revenue

Capital

Total

Revenue

Capital

Total

 

£'000

£'000

£'000

£'000

£'000

£'000

£'000

£'000

£'000

 

Management fee

128

383

511

133

400

533

270

811

1,081

 

The Investment Manager is entitled to receive from the Company in respect of its services provided under the Management Agreement a management fee payable monthly in arrears calculated at the rate of 1% per annum of the market capitalisation as at the relevant calculation date.

 

In addition to the basic management fee, and for so long as a Redemption Pool is in existence, the Investment Manager is entitled to receive from the Company a fee calculated at the rate of 1% per annum of the net asset value of the Redemption Pool on the last business day of the relevant calendar month.

 

The Investment Manager has agreed that, for so long as it remains the Company's investment manager, it will rebate such part of any management fee payable to it so as to help the Company maintain an ongoing charges ratio of 2% or lower. In accordance with the Directors' policy on the allocation of expenses between income and capital, in each financial year, 75% of the management fee payable is expected to be charged to capital and the remaining 25% to income.

 

At 31 October 2018, an amount of £78,000 (31 October 2017: £92,000; 30 April 2018: £91,000) was outstanding and due to Miton Trust Managers Limited in respect of management fees.

 

 

9.       Finance Costs

 

 

Half year to

31 October 2018

Half year to

31 October 2017

Year ended

30 April 2018

 

Revenue

Capital

Total

Revenue

Capital

Total

Revenue

Capital

Total

 

£'000

£'000

£'000

£'000

£'000

£'000

£'000

£'000

£'000

 

RBS £7.5m revolving loan facility arrangement fee

5

16

21

-

-

-

1

1

2

RBS £7.5m revolving loan facility non-utilisation fee

1

2

3

-

-

-

2

6

8

 

6

18

24

-

-

-

3

7

10

 

 

10.     Fair Value Hierarchy

 

The Company measures fair values using the following hierarchy that reflects the significance of the inputs used in making the measurements. The fair value is the amount at which the asset could be sold in an ordinary transaction between market participants, at the measurement date, other than a forced or liquidation sale.

 

Categorisation within the hierarchy has been determined on the basis of the lowest level input that is significant to the fair value measurement of the relevant asset as follows:

 

Level 1

-

Valued using quoted prices, unadjusted in active markets.

Level 2

-

Valued by reference to valuation techniques using observable inputs for the asset or liability other than quoted prices included in level 1.

Level 3

-

Valued by reference to valuation techniques using inputs that are not based on observable market data for the asset or liability.

 

The tables below set out fair value measurement of financial assets and financial liabilities in accordance with the fair value hierarchy into which the fair value measurement is categorised.

 

Financial assets

 

Level 1

£'000

Level 2

£'000

Level 3

£'000

Total

£'000

 

Financial assets at fair value through profit or loss at 31 October 2018

 

 

 

 

Equity investments

88,035

355

375

88,765

 

88,035

355

375

88,765

 

 

Level 1

£'000

Level 2

£'000

Level 3

£'000

Total

£'000

 

Financial assets at fair value through profit or loss at 31 October 2017

 

 

 

 

Equity investments

106,775

575

29

107,376

 

106,775

572

29

107,376

 

 

Level 1

£'000

Level 2

£'000

Level 3

£'000

Total

£'000

 

Financial assets at fair value through profit or loss at 30 April 2018

 

 

 

 

Equity investments

100,463

136

2,404

103,003

 

100,463

136

2,404

103,003

 

Reconciliation of level 3 movements - financial assets

 

As at 

31 October 2018 

Level 3 

£'000 

As at

31 October

 2017

Level 3

£'000

As at 

30 April 2018 

Level 3 

£'000 

 

Opening fair value investments

2,404 

29

29 

Transfer(to)/from level 1

(2,007)

-

2,007 

Transfer from level 2

-

375 

Sale proceeds

(36)

-

Movement in investment holdings gains/(losses)

14 

-

(7)

Closing fair value of investments

375 

29

2,404 

 

During the period, Atlantis Resources and Centralnic Group were both readmitted to AIM and the Company's investments of £1,477,000 and £530,000 respectively were reclassified from Level 3 to Level 1.

 

Specialist Investment Properties is considered a level 3 investment at 31 October 2018 as the company has delisted. The fair value of this investment is based on anticipated future cash returns.

 

 

11. Transactions with the Investment Manager and Related Parties

The amounts paid and payable to the Investment Manager pursuant to the management agreement are disclosed in note 8. There were no other identifiable related parties at the half-year end.

 

INVESTMENT OBJECTIVE AND POLICY

 

Investment Objective

The investment objective of the Company is to provide shareholders with capital growth over the long term.

 

Investment Policy

The Company invests primarily in the smallest companies, measured by their market capitalisation, quoted or traded on an exchange in the United Kingdom at the time of investment. It is likely that the majority of the microcap companies held in the Company's portfolio will be quoted on AIM and will typically have a market capitalisation of less than £150m at the time of investment. The Company may also invest in debt, warrants or convertible instruments issued by such companies and may invest in, or underwrite, future equity issues by such companies.

 

The Company may utilise derivative instruments including index-linked notes, contracts for differences, covered options and other equity-related derivative instruments for efficient portfolio management, gearing and investment purposes. Any use of derivatives for investment purposes will be made on the basis of the same principles of risk spreading and diversification that apply to the Company's direct investments, as described below. The Company will not enter into uncovered short positions.

 

If companies in the portfolio achieve organic growth or grow through corporate activity such as acquisitions, and consequently have a market capitalisation that would place them outside the investable universe, the Investment Manager will not be obliged to sell those holdings, but the proportion of the portfolio in such companies will be carefully monitored by the Investment Manager and the Board so that the overall investment policy to invest in the smallest quoted or traded companies is not materially altered.

 

The Company's portfolio is expected to be diversified by industry and market of activity. No single holding will represent more than 15% of Gross Assets at the time of investment and, when fully invested, the portfolio is expected to have over 120 holdings although there is no guarantee that will be the case and it may contain a lesser number of holdings at any time.

 

The Company will have the flexibility to invest up to 10% of its Gross Assets at the time of investment in unquoted or untraded companies, or in any one unquoted or untraded company.

 

The Company will invest no more than 10% of Gross Assets at the time of investment in other investment funds.

 

Borrowing

The Company may deploy borrowing to enhance long-term capital growth. Gearing will be deployed flexibly up to 15% of the Net Asset Value, at the time of borrowing. In the event this limit is breached as a result of market movements, and the Board considers that borrowing should be reduced, the Investment Manager shall be permitted to realise investments in an orderly manner so as not to prejudice shareholders.

 

No material change will be made to the investment policy without the approval of shareholders by ordinary resolution.

 

SHAREHOLDER INFORMATION

 

Capital Structure

The Company's share capital consists of Ordinary shares of £0.001 each ("Ordinary shares") with one vote per share and non-voting Management shares of £1 each ("Management shares"). The Ordinary shares shall be redeemable in accordance with the Articles of Association of the Company. From time to time, the Company may issue C ordinary shares of £0.01 each ("C shares") with one vote per share.

As at 31 October 2018 and the date of this report, there are 152,653,822 Ordinary shares in issue, none of which are held in treasury, and 50,000 Management shares.

 

Redemption of Ordinary Shares

The Company has a voluntary redemption facility through which shareholders are entitled to request the redemption of all or part of their holding of Ordinary shares on an annual basis. The next Redemption Point for the Ordinary shares will be 30 June 2019. Redemption Request forms are available upon request from the Company's Registrar.

 

Shareholders submitting valid requests for the redemption of Ordinary shares will have their shares redeemed at the Redemption Price. The Directors may elect, at their absolute discretion, to calculate the Redemption Price applying on any redemption point by reference to the Dealing Value per Ordinary share or by reference to a separate Redemption Pool.

 

The Board may, at its absolute discretion, elect not to operate the annual redemption facility on any given Redemption Point, or to decline in whole or part any redemption request, although the Board does not generally expect to exercise this discretion, save in the interests of shareholders as a whole.

 

A redemption of Ordinary shares may be subject to either income tax or capital gains tax. In particular, private shareholders who sell their shares via the redemption mechanism could find they are subject to income tax on the gains made on the redeemed shares rather than the more usual capital gains tax on the sale of their shares in the market. However, individual circumstances do vary, so shareholders who are in any doubt about the redemption or the action that should be taken, should consult their stockbroker, accountant, tax adviser or other independent financial adviser.

 

Full details of the redemption facility are set out in the Company's Articles of Association or are available from the Secretary.

 

June 2019 Redemption Point

As disclosed in the Chairman's Statement above, the Board has decided that the redemption date in 2019 will be moved from 30 April to the end of June. The Board retains the discretion to further amend this timetable given the ongoing uncertainty as to the eventual Brexit timetable as at the date of publication of this Report.

The following are the relevant dates for the June 2019 Redemption Point:

 

31 May 2019

Latest date for receipt of Redemption Requests for certificated shares

 

3.00 pm on 31 May 2019

Latest date for receipt of Redemption Requests and TTE (Transfer to Escrow) instructions for uncertificated shares via CREST

 

5.00 pm on 28 June 2019

Redemption Point

 

By 12 July 2019

Company to notify Redemption Price and dispatch redemption monies; or

 

If the redemption is to be funded by way of a Redemption Pool, Company to notify the number of shares being redeemed. Notification of Redemption Price and dispatch of redemption monies to take place as soon as practicable thereafter.

 

By 26 July 2019

Balance certificates to be sent to shareholders

 

Share Dealing

Shares can be traded through your usual stockbroker.

 

Share Prices

The Company's Ordinary shares are listed on the London Stock Exchange.

 

Share Register Enquiries

The register for the Ordinary shares is maintained by Link Asset Services. In the event of queries regarding your holding, please contact the Registrar on 0871 664 0300 (calls cost 12p per minute plus network charges) or email enquiries@linkgroup.co.uk.

 

Changes of name and/or address must be notified in writing to the Registrar: Link Asset Services, Shareholder Services Department, The Registry, 34 Beckenham Road, Beckenham, Kent BR3 4TU.

 

Investment Manager: Miton Trust Managers Limited

The Company's Investment Manager is Miton Trust Managers Limited, a wholly-owned subsidiary of Miton Group plc. Miton Group is a leading multi-asset and equity fund management specialist listed on the AIM market for smaller and growing companies. The Investment Manager has also been appointed as the Company's Alternative Investment Fund Manager under the Alternative Investment Fund Managers' Directive.

 

As at 31 October 2018, the Miton Group had £4.9bn of assets under management.

 

Members of the fund management team invest in their own funds and are significant shareholders in the Miton Group.

 

Investor updates in the form of monthly factsheets are available from the Company's website, www.mitongroup.com/micro.

 

Financial Calendar

 

Year end

30 April 2019

Redemption Point

30 June 2019

2019 full year results announced

June 2019

Annual General Meeting

August 2019

Half year end

31 October 2019

2019 half year results announced

December 2019

Ticker code

MINI

 

ADVISERS

Investment Manager and Alternative Investment Fund Manager

Miton Trust Managers Limited

Paternoster House

65 St Paul's Churchyard

London EC4M 8AB

 

Registrar and Transfer Office

Link Asset Services

Shareholder Services Department

The Registry

34 Beckenham Road

Beckenham

Kent BR3 4TU

 

Telephone: 0871 664 0300

(calls will cost 12p per minute plus network charges)

 

Email: enquiries@linkgroup.co.uk

Website: www.linkassetservices.com

 

Company website

www.mitongroup.com/micro

 

Auditor

Ernst & Young LLP

25 Churchill Place

Canary Wharf

London E14 5EY

 

Company Administrator

Link Alternative Fund Administrators Limited

Beaufort House

51 New North Road

Exeter EX4 4EP

 

Solicitor

Stephenson Harwood LLP

1 Finsbury Circus

London EC2M 7SH

 

Depositary and Custodian

The Bank of New York Mellon (International) Limited

1 Canada Square

London

E14 5AL

Stockbroker

Peel Hunt LLP

Moor House

120 London Wall

London EC2Y 5ET

 

DIRECTORS AND SECRETARY

Directors (all non-executive)

Andy Pomfret

Chairman

Peter Dicks

Jan Etherden

Ashe Windham, CVO

Company Secretary and Registered Office

Link Company Matters Limited

Beaufort House

51 New North Road

Exeter EX4 4EP

 

Telephone: 01392 477500

 

 

An investment company as defined under Section 833 of the Companies Act 2006.

 

Registered in England No. 09511015.

 

A member of the Association of Investment Companies.

 

 

The Half-year Report will be posted to shareholders shortly. The Report will also be available for download from the following website: www.mitongroup.com/micro or on request from the Company Secretary.

 

National Storage Mechanism

A copy of the Half-year Report will be submitted to the National Storage Mechanism ("NSM") and will be available for inspection at the NSM, which is situated at: www.morningstar.co.uk/uk/nsm.

 

Neither the contents of the Company's website nor the contents of any website accessible from hyperlinks on the Company's website (or any other website) is incorporated into, or forms part of this announcement.

 

LEI: 21380048Q8UABVMAG916


This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.
 
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