Final Results

RNS Number : 0586S
North Atlantic Smlr Co Inv Tst PLC
11 May 2009
 



NORTH ATLANTIC SMALLER COMPANIES INVESTMENT TRUST PLC


UNAUDITED PRELIMINARY RESULTS FOR THE YEAR ENDED 31 JANUARY 2009


FINANCIAL HIGHLIGHTS



2009 

unaudited 

% change

2008

audited

Revenue




Gross income (£'000)

4,285 

(17.7)

5,208 

Net revenue after tax attributable to Shareholders of the Parent (£'000)

538 

(57.7)

1,272 

Basic return per Ordinary Share - revenue (pence)

3.64 

(58.9)

8.86 


  capital (pence)

(372.41)

(1,669.2)

(21.05)





Assets




Total assets less current liabilities (£'000)

178,120 

(25.2)

238,166 

Net asset value per 5p Ordinary Share:





Basic (pence)

1,204 

(25.3)

1,611 


Diluted (pence)

944 

(21.9)

1,209 





Mid-market price of the 5p Ordinary Shares at 31 January (pence)

618.5 

(39.7)

1,025.0 





Discount to diluted net asset value

34.5%

19.3

15.20%





Indices and exchange rates at 31 January




Standard & Poor's 500 Composite Index

825.9 

(40.1)

1,378.6 

Russell 2000 

443.5 

(37.8)

713.3 

US Dollar/Sterling exchange rate

1.4417 

(27.5)

1.9880 

Standard & Poor's 500 Composite Index - Sterling adjusted

568.0 

(18.1)

693.4 

Russell 2000 - Sterling adjusted

305.1 

(15.0)

358.8 

FTSE All-Share Index

2,078.9 

(30.7)

3,000.1 










  North Atlantic Smaller Companies Investment Trust PLC


Chairman's statement


The year ended 31 January 2009 saw a decline in the diluted net asset value of 21.9% as compared to a fall in the FTSE Small Cap Index of 40.9% and a fall in the Standard & Poor's Composite Index of 18.1%. The fall in the Standard & Poor's Composite Index would have been 40.1% but for the weakness in Sterling.

The revenue account showed a profit after taxation of £538,000 (2008: £1,121,000). Consistent with the Company's long-term policy, the Directors are not recommending the payment of a dividend (2008: nil).

During the year, the Company redeemed 630,000 units of Convertible Unsecured Loan Stock 2013 for cancellation at a discount to net asset value.

A commentary on the quoted and unquoted portfolios can be found in the investment managers' report below.

board changes    

More than ten years have passed since I became Chairman of the Company. I have decided that the Annual General Meeting in June will be my last as Chairman. However, I will remain a Non-Executive Director for the balance of my term - and beyond, if shareholders so choose. We are fortunate that the Hon. Peregrine Moncreiffe, who rejoined the Board in November 2008, has agreed to become Chairman following the Annual General Meeting. Peregrine was first appointed as a Director of the Company in 1993 but resigned in 2006 for personal reasons. We are delighted to welcome him back and announce his re-appointment. Unfortunately Philip Swinstead tendered his resignation as a Director of the Company on 15 January 2009 due to the pressure of his other business commitments. The Board thanks Philip for his valuable contribution and services to the Company.

outlook    

It gives me little pleasure to reflect on my comments of last year when I reported in my Statement that 'the subprime crisis is the first of a series of problems which will hit the banking industry, with excessive debt on leverage buyouts and reckless loans to value on commercial real estate, becoming significant issues…'

These problems have now surfaced with a vengeance with all major economies facing a sharp period of recession with a real risk that it will be both prolonged and deep. The banking system has effectively frozen, consumers are desperately trying to reduce expenditure either to reduce debt or preserve their savings as interest rates fall effectively to zero. A collapse in world trade, which is already evident, will only compound problems and it is most unlikely that equity markets will perform in the current environment. 

Fortunately, the Company has substantial cash and other liquid assets amounting to circa £25.5 million and little debt, so appears well placed to benefit from the inevitable opportunities that will arise over the coming twelve months.

 


Enrique Foster Gittes

Chairman

11 May 2009

  


North Atlantic Smaller Companies Investment Trust PLC


Investment managers' report



quoted portfolio

The United States portfolio performed extremely well during the year ended 31 January 2009 as a direct result of the takeover of its largest holding, WH Energy Services. The other large holding, Sterling Construction, also performed well, significantly outperforming the indices as investors focused on companies which will benefit from continued infrastructure spending.

Sadly, the United Kingdom portfolio could not avoid the carnage of the UK Small Cap sector despite in many cases, such as Castle Support Services, Communisis and Nationwide Accident, results significantly exceeding market expectations.

As to our major holdings, Ashtead Group was sold before the share price fell a further 50% and Whatman was taken over. 

The UK quoted portfolio has no direct exposure to the banking industry and its exposure to housebuilding is limited to MJ Gleeson, a company which has no debt.


unquoted portfolio

It was an extremely busy year for the unquoted portfolio. On the positive side, Motherwell Bridge was sold for an £18 million profit and for £4 million above last year's value. Trident Private Equity II performed well, returned capital to the Company and is now fully invested. Worldport was liquidated at above cost and Primesco and Craegmoor were sold. 

Against this, it was necessary to write off Crucible and Jaffer at a cost to the Company of approximately £5 million.

It was also necessary to review the value of the Company's property holdings in view of the sharp fall in property values and this cost the Company a further £7.9 million during the year. 

The only new unquoted was an investment in AssetCo Abu Dhabi which is described in greater detail in the Annual Report.

Harry Gittes, our Chairman, has decided to step down but has kindly agreed to remain on the Board as a Non-Executive Director. He has been an outstanding Chairman for the past ten years and on behalf of the Board I would like to thank him for all of his hard work.




Christopher HB Mills

Chief Executive & Investment Manager


North Atlantic Value LLP

Joint Manager


11 May 2009

  UNAUDITED CONSOLIDATED INCOME STATEMENT

for the year ended 31 January


2009

unaudited

2008

audited


Revenue

Capital

Total

Revenue

Capital

Total


£'000

£'000

£'000

£'000

£'000

£'000

Investments







(Losses)/gains on investments

-  

(54,325)

(54,325)

-  

3,300

3,300








Exchange gains/(losses) 

-   

7,042 

7,042 

-   

(540)

(540)








Net investment results

-  

(47,283)

(47,283)

-  

2,760

2,760








Income

4,285 

4,285 

5,208 

5,208 








Expenses







Investment management fee

(2,475)

(110)

(2,585)

(2,512)

(1,237)

(3,749)

Other expenses

(733)

(733)

(954)

(954)

Share based remuneration

(50)

(50)

(255)

(255)

Interest payable and similar charges

(487)

(487)

(366)

(366)















Total expenses

(3,745)

(110)

(3,855)

(4,087)

(1,237)

(5,324)








Share of net return of associate

(7,677)

(7,677)

(4,223)

(4,223)








Profit before taxation

540 

(55,070)

(54,530)

1,121 

(2,700)

(1,579)








Taxation

(2) 

(2)















Transfer to reserves

538 

(55,070)

(54,532)

1,121 

(2,700)

(1,579)








Attributable to:







Equity holders of the parent

538 

(55,070)

(54,532)

1,272 

(3,021)

(1,749)

Minority interest

(151)

321 

170 
















538 

(55,070)

(54,532)

1,121 

(2,700)

(1,579)








Return per Ordinary Share:


pence 



pence 

Basic



(368.77)



(12.19)

Diluted



(284.47)



(8.73)










The total column of this statement represents the Group's income statement, prepared in accordance with IFRS. The supplementary revenue return and capital return columns are both prepared under guidance published by the Association of Investment Companies ('AIC').


All items in the above statement derive from continuing operations.


  UNAUDITED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

for the year ended 31 January




Share

Share

Capital


Share

CULS

options

premium

reserve -


capital

reserve

reserve

account

realised


£'000

£'000

£'000

£'000

£'000

2009 - unaudited






31 January 2008

739 

34 

1,341

629 

180,033 







Income and expenses as shown in the consolidated income statement

-

24,924 

Total recognised income and expense for the year

- 

- 

-

24,924 

Share options expense

- 

- 

90 

- 

- 

Exercise of Management Options

- 

- 

(83)

- 

- 

Premium paid on repurchase of CULS

-

(5,325)

Arising on conversion of CULS

1 

(5)













31 January 2009

740 

29 

1,348

629 

 199,632
















Share

Share

Capital


Share

CULS

options

premium

reserve -


capital

reserve

reserve

account

realised


£'000

£'000

£'000

£'000

£'000

2008 - audited






31 January 2007

689 

43 

1,086

629 

183,887 







Income and expenses as shown in the consolidated income statement

-

4,802 

Total recognised income and expense for the year

-

4,802 

Share options expense

  -

  -  

255

  - 

  -

Arising on deconsolidation of AOT

(6,181)

Premium paid on repurchase of CULS

-

(2,475)

Arising on conversion of CULS

50 

(9)













31 January 2008

739 

34 

1,341

629 

 180,033 









  UNAUDITED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

for the year ended 31 January (continued)


Capital 






reserve - 

Revenue 


Minority 



unrealised 

reserve 

Total 

interest 

Total 


£'000 

£'000 

£'000 

£'000 

£'000 

2009 - unaudited






31 January 2008

58,128 

(2,930)

237,974 

237,974 







Income and expenses as shown in the consolidated income statement

(79,994)

538 

(54,532)

(54,532)

Total recognised income and expense for the year

(79,994)

538 

(54,532)

(54,532)

Share options expense

- 

- 

90 

- 

90 

Exercise of Management Options

- 

- 

(83)

- 

(83)

Premium paid on repurchase of CULS

(5,325)

(5,325)

Arising on conversion of CULS

(4)

(4)













31 January 2009

(21,866)

(2,392)

 178,120 

178,120 














Capital 






reserve - 

Revenue 


Minority 



unrealised 

reserve 

Total 

interest 

Total 


£'000 

£'000 

£'000 

£'000 

£'000 

2008 - audited






31 January 2007

60,476 

(4,908)

241,902 

7,740 

249,642 







Income and expenses as shown in the consolidated income statement

(7,823)

1,272 

(1,749)

170 

(1,579)

Total recognised income and expense for the year

(7,823)

1,272 

(1,749)

170 

(1,579)

Share options expense

- 

- 

255 

- 

255 

Arising on deconsolidation of AOT

5,475 

706 

(7,910)

(7,910)

Premium paid on repurchase of CULS

(2,475)

(2,475)

Arising on conversion of CULS

41 

41 













31 January 2008

58,128 

(2,930)

237,974 

237,974 









  UNAUDITED CONSOLIDATED BALANCE SHEET 

as at 31 January


2009

unaudited

2008

audited


£'000 

£'000 




Non current assets



Investments at fair value through profit or loss

147,505 

231,820 

Investments accounted for using the equity method

11,228 

18,928 





158,733 

250,748 

Current assets



Investments held for trading in Subsidiary Companies

308 

Trade and other receivables

3,989 

4,169 

Cash and cash equivalents

25,514 

8,504 





29,503 

12,981 




Total assets

188,236 

263,729 




Current liabilities



Bank loans and overdrafts

(7,874)

(9,356)

Investments held for trading - derivatives

(838)

(612)

Trade and other payables

(1,240)

(15,595)





(9,952)

(25,563)




Total assets less current liabilities

178,284 

238,166 




Non current liabilities



CULS

(164)

(192)


(164)

(192)




Total liabilities

(10,116)

(25,755)










Net assets

178,120 

237,974 




Represented by:



Share capital

740 

739 

Equity component of CULS

29 

34 

Share options reserve

1,348 

1,341 

Share premium account

629  

629  

Capital reserve - realised

199,632 

180,033 

Capital reserve - unrealised

(21,866)

58,128 

Revenue reserve

(2,392)

(2,930)




Total equity attributable to equity holders of the parent

178,120 

237,974 







Net asset value per Ordinary Share:

pence 

pence 

Basic 

1,204

1,611

Diluted 

944

1,209

  UNAUDITED CONSOLIDATED CASH FLOW STATEMENT

for the year ended 31 January


2009 

unaudited 

200

audited 


£'000 

£'000 




Cash flows from operating activities



Investment income received

3,202 

4,147 

Bank deposit interest received

376 

690 

Other income

100 

78 

Sale of investments by Subsidiary

(220)

Investment manager's fees paid

(3,626)

(3,772)

Other cash payments

(466)

(705)




Cash (expended)/received from operations

(414)

218 

Bank interest paid

(457)

(282)

CULS interest paid

(19)

(23)




Net cash outflow from operating activities

(890)

(87)




Cash flows from investing activities



Purchases of investments

(153,593)

(171,086)

Sales of investments

172,624 

167,098 




Net cash inflow/(outflow) from investing activities

19,031

(3,988)




Cash flows from financing activities



Repayment of fixed term borrowings

(2,777)

(554)

Increase in fixed term borrowings

7,113 

Repurchase of CULS for cancellation

(5,357)

(2,485)

Management options exercised

(83)




Net cash (outflow)/inflow from financing activities

(8,217)

4,074 




Increase/(decrease) in cash and cash equivalents for the year

9,924 

(1)




Cash and cash equivalents at the start of the year

8,504 

9,497 

Arising on deconsolidation of AOT

(1,091)

Revaluation of foreign currency balances

7,086 

99 







Cash and cash equivalents at the end of the year

25,514 

8,504 





  Notes:


1. North Atlantic Smaller Companies Investment Trust PLC ('NASCIT') is a Company incorporated and registered in England and Wales under the Companies Acts 1948 to 1967. The consolidated preliminary announcement for the Group for the year ended 31 January 2009 comprises the results of the Company and its Subsidiary - Consolidated Venture Finance Limited (together referred to as the 'Group').


North Atlantic Value LLP, the Company's Joint Manager, also acts as Manager to Oryx and Christopher Mills is on the board of Oryx. At 31 January 2009, the Company held shares with 29.45% of the total voting rights in Oryx. Oryx is recognised in the consolidated accounts as an Associate under the equity method of accounting. It is valued at NASCIT's share in the net assets of Oryx.


The consolidated financial statements have been prepared in conformity with IFRS to the extent that they have been adopted by the EU. They have also been prepared in accordance with the Statement of Recommended Practice ('SORP') for investment trust companies, except to any extent where it conflicts with IFRS.


2. The above results for the year to 31 January 2009 are unaudited.


3. The Directors do not recommend the payment of a dividend for the year (2008: nil).


4. Consolidated return per Ordinary Share:


 
Revenue
Capital
Total
 
*Net return £’000 
Ordinary Shares
Per Share pence
*Net return £’000 
Ordinary Shares
Per Share pence
*Net return £’000 
Ordinary Shares
Per Share pence
2009 - unaudited
 
 
 
 
 
 
 
 
 
Basic return per Share
538 
14,787,546
3.64
(55,070)
14,787,546
(372.41)
(54,532)
14,787,546
(368.77)
Options conversion**
201,023
 
201,023
 
201,023
 
CULS***
21 
4,173,720
 
-
4,173,720
 
21
4,173,720
 
 
 
 
 
 
 
 
 
 
 
Diluted return per Share
559 
19,162,289
2.92
(55,070)
19,162,289
(287.39)
(54,511)
19,162,289
(284.47)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2008 - audited
 
 
 
 
 
 
 
 
 
Basic return per Share
1,272 
14,350,263
8.86
(3,021)
14,350,263
(21.05)
(1,749)
14,350,263
(12.19)
Options conversion**
377,878
 
377,878
 
377,878
 
CULS***
25 
5,019,049
 
-
5,019,049
 
25
5,019,049
 
 
 
 
 
 
 
 
 
 
 
Diluted return per Share
1,297 
19,747,190
6.57
(3,021)
19,747,190
(15.30)
(1,724)
19,747,190
(8.73)
 
 
 
 
 
 
 
 
 
 

 

 

 


Basic return per Ordinary Share has been calculated using the weighted average number of Ordinary Shares in issue during the year.


* Net return on ordinary activities attributable to Ordinary Shareholders.

** Excess of the total number of potential Shares on option conversion over the number that could be issued at average market price, as calculated in accordance with IAS 33: Earnings per Share.

*** CULS assumed converted as the share price during the year was greater than the conversion price. CULS are anti-dilutive whenever its interest saved (net of tax and other changes in income or expense) per Ordinary share obtainable on conversion, exceeds basic return per share.





5. Consolidated net asset value per Ordinary Share:


The basic net asset value per Ordinary Share is based on net assets of £178,120,000 (2008: £237,974,000) and on 14,795,548 Ordinary Shares (200814,775,208) being the number of Ordinary Shares in issue at the year end.


The diluted net asset value per Ordinary Share is calculated on the assumption that the outstanding 2013 CULS are fully converted at par and that all 1,017,500 (20081,030,000) Share Options were exercised at the prevailing exercise prices, giving a total of 19,679,552 issued Ordinary Shares (2008: 20,322,052).


6. A Circular will be sent to the holders of the Convertible Unsecured Loan Stock 2013 along with the Annual Financial Report convening a meeting of the loan stock holders on 30 June 2009 after the Annual General Meeting. The purpose of the meeting is to seek approval from the loan stock holders for the Company to purchase its own shares.


7This preliminary statement is not the Company's statutory accounts. The statutory accounts for the financial year ended 31 January 2008 have been delivered to the Registrar of Companies and received an audit report which was unqualified, did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying the report, and did not contain statements under section 237(2) and (3) of the Companies Act 1985. The statutory accounts for the financial year ended 31 January 2009 have not yet been approved, audited or filed.


8. The statutory financial statements for the year ended 31 January 2009 will be delivered to the Registrar of Companies following the Company's Annual General Meeting. The Annual General Meeting will be held on 30 June 2009 at 12 noon in the Board Room, Ground Floor, Ryder Court14 Ryder StreetLondonSW1Y 6QB. The Annual Report will be posted to Shareholders and those individuals on the Company's mailing list as soon as practicable after printing and will also be available on request from the Company Secretary, J O Hambro Capital Management Limited, Ground Floor, Ryder Court14 Ryder StreetLondonSW1Y 6QB.  





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