Interim Results
Taverners Trust PLC
19 December 2002
THE TAVERNERS TRUST PLC
UNAUDITED INTERIM RESULTS
FOR THE SIX MONTHS ENDED 31 OCTOBER 2002
Chairman's Statement
Over the half-year ending 31st October 2002 the fully diluted net asset value of
Taverners Trust changed almost exactly in line with our benchmark, the FTSE
Actuaries Leisure, Entertainment and Hotels Index; however as the latter fell by
24.5% this was not a happy outcome. To a large extent our experience during this
period has reflected the poor performance of the equities market as a whole as
the FTSE All Share Ex Investment Company Index dropped by 22.7% during these
months and the FTSE Small Cap Ex Investment Company Index, which may be a better
indicator for the size of company in which Taverners typically invests, was down
by 30.7% over this half-year.
The period started comparatively well so that at the end of June the Trust's NAV
had only fallen by 3.0% while the Benchmark had declined by 11.4%.
Outperformance lasted to the end of August. I was therefore able to write to
shareholders with an optimistic statement on 24th June and the Manager was able
to enlarge on this on 24th July in the Annual Report and Accounts.
Unfortunately on this occasion I have to report that the Trust has
underperformed from around the end of September. Since we last wrote to you on
24th July the Trust's NAV has fallen by 24.0% and we have lost the
outperformance built up since April 2001. Much of this underperformance has been
the result of a failure to reduce sufficiently the Trust's commitment to late
night operators and pub companies with town centre units. Our investments in
these companies were mostly responsible for our outperformance in the earlier
days of the Trust. However, this area of the licensed trade has become
overcrowded as more and more units have opened in previously unlicensed
premises. Competition is now intense so that a downturn in the economy or change
in fashion exposes the weaker trading concepts and affects even the strongest
players. Over time we have decreased our commitment to this sub-sector; for
example we sold our holdings in both Yates Group and Regent Inns at much higher
levels than those on which these companies shares stand at present; nor were we
holders of the restaurant company Pizza Express whose share price has also
fallen heavily. But it remains that 60% of the loss in Net Asset Value that has
taken place since the publication of our accounts in July has come from our
holdings in just four companies namely SFI Group, Luminar, Old Monk Company and
Springwood all of which are involved in town centre units; half of that loss was
caused by the collapse of the share price of SFI Group in which the Trust has a
large holding.
I feel I should comment on these four situations and on any expectations we hold
for their recovery.
SFI Group appears to have suffered a failure to make programmed disposals and
control the cash flow impact of the roll-out of new premises, not helped by the
hiatus in the early summer between one finance director leaving and another one
arriving. The company was forced to acknowledge cash flow problems in a
statement in September. Then at its AGM on 21st October the company made a
profit warning based on an unexpected decline in trade since the end of
September and said they were in breach of their banking covenants. A full
financial review was announced and worse was to follow in November when this
review uncovered the fact that the value of current assets was overstated and
liabilities understated to the extent of £20m. The shares of SFI were suspended
but the company has not been put into administration and we must hope that if
enough disposals can be made to satisfy the banks' desire to reduce their
exposure the company may return to the market. In past years these shares have
performed well for us and in the early autumn we thought that with a
well-regarded and vigorous young management in charge they could deal with the
then known problems.
The major night club operator Luminar reported figures for its half-year to the
end of August in line with expectations but also encountered soft trading in
September. Prudently they decided to reduce the speed of roll-out of new
premises and instead refurbish a number of older sites thereby conserving cash.
Despite better trade in October the share price reaction has been savage and we
hope overdone. The company possesses a good proportion of freehold and long
leasehold property, moderate gearing and reasonable fixed charge cover. We feel
that the company is strong enough to handle the downturn and believe that the
shares will again be attractive when the market starts to refine its blanket
reaction to the sector's difficulties. Part of their problem stems from the
Government's increase in the duty on premium packaged spirits on which Luminar
has found it difficult to increase prices in the competitive environment.
Old Monk was in retrospect too highly geared. The company had a number of high
cost premises in the City of London and arguably made some ill-judged
acquisitions although its Springbok themed bar formula was quite popular.
Springwood is a night club company managed by one of the most experienced
operators in the industry, but in retrospect it was undercapitalised. Over the
last eighteen months the company has made a number of acquisitions without
succeeding in issuing more equity. The last of these deals concerned a number of
well-located but run-down First Leisure clubs; the company nevertheless failed
in its intention to run these recent acquisitions at breakeven until they could
be refurbished. This weakened cash flow at a time when trading in some of its
other units came under pressure. Springwood's core Zanzibar and Cobana units
continue to trade well. The profit warning at the start of November alluded to
the fact that the company was close to breaching its banking covenants and the
shares fell by more than 50%. The company is well backed by freehold estate and
we are hopeful for its survival and eventual recovery.
The woes of the sector became more general at the end of November as a result of
a profit warning from JD Wetherspoon which revealed that the autumn promotion
had not achieved the expected increase in drink volumes. The company said that
if similar trends persisted, the profits to the end of July would be 10% lower
than expectations. The shares fell by 27% on the announcement. The Trust had
fortunately lightened its holding prior to this event. The impact was felt
across the whole of the sub-sector, and the Net Asset Value of the Trust fell by
3.7% just on that day. A number of major stocks that form part of the benchmark
index, which includes hotels, gaming and other leisure interests, were not
affected by the Wetherspoon statement and thus created further comparative
underperformance for your Trust. Following results in line with expectations
delivered by Greene King and Wolverhampton and Dudley together with reassuring
trading statements the shares of these companies have recovered albeit not to
the level prior to the Wetherspoon statement.
As a result of our underperformance a number of adjustments have been made to
the portfolio. We have reduced our commitment to AIM stocks which pay little in
the way of dividends and have increased our holdings of main market stocks where
the share price is underpinned to some degree by a reasonable dividend. Over
half of the portfolio is now invested in regional brewers and we have a large
investment in Enterprise Inns where we believe the share price is also soundly
based.
We think that the worst of the carnage meted our to share prices of companies
concentrating on the High Street circuits should now be over and we believe that
the steps we have taken to reposition the portfolio should mean that the period
of underperformance has come to an end. There is no reason why regional brewers
and tenancies should not turn out as defensive in this economic downturn as they
have proved on previous occasions and it is interesting to note that among out
best performers during the period since 24th July have been Burtonwood Brewery,
Belhaven Group and Hardys and Hansons, all of which have increased in value.
During recent days the Trust's Net Asset Value has slowly started to recover
ground against the benchmark.
Lionel Ross
Chairman
19 December 2002
Statement of Total Return (unaudited)
Six months ended Six months ended
31 October 2002 31 October 2001
Revenue Capital Total Revenue Capital Total
£'000 £'000 £'000 £'000 £'000 £'000
Losses on investments - (5,064) (5,064) - (1,160) (1,160)
Income 273 - 273 300 - 300
Investment management fee (70) (70) (140) (73) (73) (146)
Other expenses (109) - (109) (92) - (92)
Net return before finance costs and taxation 94 (5,134) (5,040) 135 (1,233) (1,098)
Interest payable and similar charges (52) (51) (103) (53) (50) (103)
Return on ordinary activities before taxation 42 (5,185) (5,143) 82 (1,283) (1,201)
Tax on ordinary activities (2) 1 (1) (1) 1 -
Transfer to/(from) reserves 40 (5,184) (5,144) 81 (1,282) (1,201)
Return per Ordinary share (pence):
Basic 0.25 (32.53) (32.28) 0.51 (8.04) (7.53)
The revenue column of this statement represents the profit and loss account of
the Company.
The Statement of Total Return is presented in accordance with the Statement of
Recommended
Practice for 'Financial Statements of Investment Trust Companies'.
All revenue and capital items are derived from continuing operations.
Balance Sheet
At At At
31 October 2002 31 October 2001 30 April 2002
(unaudited) (unaudited) (audited)
£'000 £'000 £'000
Fixed assets
Investments 16,542 18,685 22,438
Current assets
Debtors 96 40 215
Cash at bank 729 1,075 -
825 1,115 215
Creditors: amounts falling due within one year (100) (383) (242)
Net current assets/(liabilities) 725 732 (27)
Total assets less current liabilities 17,267 19,417 22,411
Creditors: amounts falling due after more than one year (3,000) (3,000) (3,000)
Total net assets 14,267 16,417 19,411
Share capital and reserves
Called-up share capital 3,984 3,984 3,984
Share premium account 10,536 10,536 10,536
Other reserves:
Warrant reserve 981 981 981
Capital reserve - realised 1,518 1,666 1,922
Capital reserve - unrealised (2,948) (1,005) 1,832
Revenue reserve 196 255 156
Total equity shareholders' funds 14,267 16,417 19,411
Net asset value per Ordinary share (pence):
Basic 89.53 103.02 121.81
Fully-diluted n/a 102.53 118.27
Cash Flow Statement (unaudtied)
Six months ended Six months ended
31 October 2002 31 October 2001
£'000 £'000
Net cash (outflow) / inflow from operating activities (39) 48
Net cash outflow from servicing of finance (103) (103)
Net cash inflow from financial investment 974 1,014
Equity dividends paid (80) (72)
Increase in cash 752 887
Reconciliation of operating revenue to net cash inflow from
operating activities
Net revenue before interest payable and taxation 94 135
Increase in accrued income (1) (3)
Decrease in other debtors 4 7
Decrease in other creditors (65) (18)
Capitalised expenses taken to non-distributable reserves (70) (73)
Overseas withholding tax suffered (1) -
(39) 48
Reconciliation of net cash flow to movement in net
funds/(debt)
Increase in cash as above 752 887
Net debt at 1 May (3,023) (2,854)
Net debt at 31 October (2,271) (1,967)
Represented by:
Cash at bank 729 1,075
Bank overdraft - (42)
Debt falling due after more than one year (3,000) (3,000)
(2,271) (1,967)
Notes:
1. The interim accounts have been prepared in accordance with applicable
accounting standards under the historical cost convention modified to include
the revaluation of fixed asset investments.
2. In accordance with stated policy, no interim dividend has been declared (2001
- nil).
3. The breakdown of income for the periods to 31 October 2002 and 31 October
2001 was as follows:
31-Oct 31-Oct
2002 2001
£'000 £'000
Income from investments
Franked investment income 262 292
Unfranked investment income 8 1
270 293
Other income
Deposit interest 2 3
Underwriting commission 1 4
3 7
Total income 273 300
4. The basic revenue return per Ordinary share is based on net revenue on
ordinary activities after taxation of £40,000 (2001 - £81,000) and on 15,936,000
(2001 - 15,936,000) Ordinary shares, being the weighted average number of
Ordinary shares in issue for the period.
The basic capital return per Ordinary share is based on net capital losses for
the period of £5,184,000 (2001 - losses of £1,282,000) and on 15,936,000 (2001 -
15,936,000) Ordinary shares, being the weighted average number of Ordinary
shares in issue for the period.
The fully-diluted returns per Ordinary share have not been shown for the periods
to 31 October 2002 and 2001 in accordance with FRS14 'Earnings per share' as
there is no dilution in earnings resulting from Warrants in issue as the average
share prices of the Warrants for the period are less than the exercise price of
the Warrants.
5. The basic net asset value per Ordinary share is based on net shareholders'
funds at the period end, and on 15,936,000 (31 October 2001 - 15,936,000; 30
April 2002 - 15,936,000) Ordinary shares, being the number of Ordinary shares in
issue at the period end.
The fully-diluted net asset values per Ordinary share as at 31 October 2001 and
30 April 2002 have been calculated by reference to the total number of Ordinary
shares in issue at the period end and on the assumption that those Warrants
which are not exercised at the period end, amounting to 3,081,600 Warrants as at
31 October 2001 and 30 April 2002, were fully exercised on the first day of each
financial period at 100p per share, giving a total of 19,017,600 Ordinary
shares. No calculation has been shown as at 31 October 2002 as the exercise
price of the Warrants, being 100p, exceeded the value of the basic net asset
value.
6. The financial information for the six months ended 31 October 2002 and 31
October 2001 comprises non-statutory accounts within the meaning of section 240
of the Companies Act 1985. The financial information for the year ended 30 April
2002 has been abridged from published accounts that have been delivered to the
Registrar of Companies and on which the report of the auditors was unqualified.
The interim accounts have been prepared on the same basis as the annual
accounts.
Aberdeen Asset Management PLC
Secretaries
19 December 2002
INDEPENDENT REVIEW REPORT BY ERNST & YOUNG LLP TO
THE TAVERNERS TRUST PLC
Introduction
We have been instructed by the Company to review the financial information for
the six months ended 31 October 2002 which comprises the Statement of Total
Return, Balance Sheet, Cash Flow Statement and the related notes 1 to 6. We have
read the other information contained in the Interim Report and considered
whether it contains any apparent misstatements or material inconsistencies with
the financial information.
Directors' responsibilities
The Interim Report, including the financial information contained therein, is
the responsibility of, and has been approved by, the Directors. The Directors
are responsible for preparing the Interim Report in accordance with the Listing
Rules of the Financial Services Authority which require that the accounting
policies and presentation applied to the interim figures should be consistent
with those applied in preparing the preceding annual accounts except where any
changes, and the reasons for them, are disclosed.
Review work performed
We conducted our review in accordance with guidance contained in Bulletin 1999/4
'Review of interim financial information' issued by the Auditing Practices Board
for use in the United Kingdom. A review consists principally of making enquiries
of management and applying analytical procedures to the financial information
and underlying financial data, and based thereon, assessing whether the
accounting policies and presentation have been consistently applied, unless
otherwise disclosed. A review excludes audit procedures such as tests of
controls and verification of assets, liabilities and transactions. It is
substantially less in scope than an audit performed in accordance with United
Kingdom Auditing Standards and therefore provides a lower level of assurance
than an audit. Accordingly we do not express an audit opinion on the financial
information.
Review conclusion
On the basis of our review we are not aware of any material modifications that
should be made to the financial information as presented for the six months
ended 31 October 2002.
Ernst & Young LLP
London
19 December 2002
This information is provided by RNS
The company news service from the London Stock Exchange