Final Results

Standard Life Euro Pri Eqty Tst PLC 02 December 2002 2 December 2002 STANDARD LIFE EUROPEAN PRIVATE EQUITY TRUST PLC RESULTS FOR THE YEAR ENDED 30 SEPTEMBER 2002 Highlights • Against a background of significant weakness and volatility in the listed financial markets and poor macro-economic fundamentals, the Company has made solid progress. During the year ended 30 September 2002 the Company's net asset value per ordinary share ('NAV') declined 4.2% to 90.3p (30 September 2001 - 94.3p). As at 30 September 2002 the Company's net assets were £143.8 million (30 September 2001 - £151.0 million). The closing mid-market price of the Company's ordinary shares on 30 September 2002 was 82.0p (30 September 2001 - 96.5p). • Although the Company does not have a defined benchmark, the Company's NAV has materially out-performed the two relevant major stock market indices. Over the last year and since the Company's listing in May 2001, the Company's NAV has fallen by 4.2% and 8.5% respectively, while the FTSE All-Share Index has fallen by 23.0% and 36.8% and the MSCI Europe Index (sterling adjusted) by 25.8% and 41.4% respectively. • The Board is recommending a final dividend of 1.2p per ordinary share (period ended 30 September 2001 - 0.45p). This dividend will be paid on 6 February 2003 to shareholders on the Company's share register as at 10 January 2003. • As at 30 September 2002 the Company had interests in 31 private equity funds with a value of £86.7 million (30 September 2001 - £71.6 million) and held £57.1 million in cash and other net assets (30 September 2001 - £79.4 million). • Draw downs made during the year totalled £36.0 million (period ended 30 September 2001 - £5.3 million), with the Company enjoying an active second half to its financial year. This was driven by more attractive pricing levels for funds to undertake transactions and the Company's increasing quantum of new commitments to private equity funds. • Distributions received during the year totalled £15.6 million (period ended 30 September 2001 - £7.5 million), including £5.1 million of realised gains and income (period ended 30 September 2001 - £1.2 million). In overall terms, the pace and quantum of realisations was slow. • The Company made £113.3 million of new commitments during the year to six private equity funds (period ended 30 September 2001 - £104.4 million), bringing the aggregate new commitments made by the Company since listing to £215.9 million. The six new fund commitments made during the year were to four buy-out and two secondary funds. Quote from Scott Dobbie CBE, Chairman:- 'The Company enjoys the benefit of having acquired on listing a mature portfolio of private equity fund interests, where many of the underlying investments were made prior to the inflated asset prices of 1999 and 2000. While the market for exits is weak, our experience is that where realisations have been achieved these have been at an increasing average multiple of the Company's acquisition cost. Against a weak macro-economic environment and depressed financial markets, the pricing of current transactions has fallen to levels more favourable to buyers. We are also seeing increasing steps being taken by European corporates to focus on their core businesses and to dispose of non-core assets. These trends are helpful and give current transactions the potential to generate attractive long-term returns.' For further information please contact:- Jonny Maxwell/ Peter McKellar of Standard Life Investments (Private Equity) Limited (on 0131 245 0055) Chairman's Statement The last year has been one of significant weakness and volatility in the listed financial markets, set against a background of poor macro-economic fundamentals and disappointing corporate earnings. Investor confidence remains low and there are concerns that European economic growth and corporate earnings will show little short-term recovery. Within this context, the Company has, I believe, made solid progress. Performance and dividend During the year the Company continued its policy of committing to new private equity funds and investing in, and generating distributions from, its existing portfolio of fund interests. As at 30 September 2002 the Company's NAV was 90.3p, a 4.2% decrease over the NAV of 94.3p as at 30 September 2001. The income received from the Company's portfolio of private equity fund interests and from the uninvested cash raised at the time of the Company's listing allows the Board to recommend a final dividend of 1.2p per ordinary share (period ended 30 September 2001 - 0.45p). Subject to shareholder approval at the forthcoming Annual General Meeting, this dividend will be paid on 6 February 2003 to shareholders on the Company's share register as at 10 January 2003. In line with the Company's dividend policy, the Board did not declare an interim dividend. Although the Company does not have a defined benchmark, the Company's NAV has materially out-performed the two relevant major stock indices over both the last year and since the Company's listing in May 2001. Over these time periods the Company's NAV has fallen by 4.2% and 8.5% respectively, while the FTSE All-Share Index has fallen by 23.0% and 36.8% and the MSCI Europe Index (sterling adjusted) by 25.8% and 41.4% respectively. The Company's out-performance continues to be driven by its cash and money market holdings and the defensive quality of many of the underlying investments held within the portfolio of private equity funds. The closing mid-market price of the Company's ordinary shares on 30 September 2002 was 82.0p (30 September 2001 - 96.5p). Valuation and cash flow In line with the Company's accounting policies, its portfolio of private equity fund interests is valued by aggregating the most recent valuation of each fund prepared by the relevant manager, adjusted where necessary for subsequent cash flows. Of the 31 fund interests held by the Company as at 30 September 2002, 26 of the funds, equating to 91.3% of the portfolio by value, were valued by their respective fund managers as at that date and 99.0% of the portfolio by value was valued no earlier than 30 June 2002. Accordingly, the Board believes that the valuation of the Company's portfolio as at 30 September 2002 is timely and reflects recent stock market movements. The Board has not used its discretion to write-down the valuation of any underlying investment below that made by the manager of the relevant fund. The value of the portfolio of fund interests as at 30 September 2002 was £86.7 million (30 September 2001 - £71.6 million), reflecting a decline of £10.5 million in the unrealised value of the portfolio over the year. This reduction arose from write-downs and write-offs of a number of specific underlying fund investments, partially offset by a £0.4 million unrealised foreign exchange gain. The reduction in the Company's NAV also reflected the impact of the one-off start-up costs of the new private equity funds to which the Company has committed and which conservatively are expensed at the outset of the relevant fund, rather than amortised. As anticipated, the Company's investment programme resulted in a decline in its cash and money market holdings, which fell in aggregate to £60.6 million at the year end (30 September 2001 - £81.6 million). This decline is expected to continue in the next financial year, in line with the Company's policy of seeking, over time, to be fully invested on a cash basis. Initially, the Company held the bulk of its liquid resources in sterling denominated instruments. With the Company making increasing commitments to euro denominated private equity funds, the Board felt it prudent to match this commitment in its liquid resources. Accordingly, a total of £75.0 million of the Company's money market holdings were switched into euro denominated 'AAA' money market funds in December 2001. Distributions, draw downs and commitments After a quiet first half, the pace and quantum of distributions rose in the third quarter of the Company's financial year as the European mergers and acquisitions market, and consequently private equity activity, increased. However, the subsequent downturn in listed financial markets in our final quarter resulted in a slower pace of realisations in the period immediately prior to, and post, the Company's financial year end. This precipitated the deferral of some of the planned exits to which I referred in my interim statement. Total distributions received during the year from the Company's portfolio of private equity fund interests were £15.6 million (period 29 May to 30 September 2001 - £7.5 million), of which £3.9 million was realised gains and £1.2 million was income. This gave an average return on the Company's acquisition cost of the realised investments of 1.5 times; this compares with an average of 1.2 times in the period to 30 September 2001. During the year a total of £36.0 million was drawn down by the 31 private equity fund interests held by the Company (period ended 30 September 2001 - £5.3 million from 25 funds). Since 31 March 2002, and in light of more attractive pricing levels for undertaking transactions, investment activity has increased and this was reflected in the split of cash drawn down between the two halves of the financial year, with £8.8 million drawn down in the first half and £27.2 million in the second half. In addition, the second half benefited from the Company's increasing quantum of new commitments. Since listing, the Company has made aggregate commitments of £215.9 million to 12 private equity funds. Together with the 19 private equity fund interests acquired from The Standard Life Assurance Company on listing, the Company now has a portfolio of 31 fund interests; this is in line with the original objective of having around 35 active private equity fund investments. As at 30 September 2002 the Company's portfolio of 31 fund interests were invested in a total of 300 underlying investments (30 September 2001 - 280 underlying investments). The Board believes that the portfolio offers shareholders broad diversification and exposure to some of the best European private equity funds. During the financial year the Company committed £113.3 million to six private equity funds, of which four are buy-out funds - The Alchemy Investment Plan, Duke Street Capital V Fund, Barclays Private Equity European Fund and Charterhouse Capital Partners VII - and two are secondary funds involved in the acquisition of existing private equity fund interests - Pomona Capital V Fund and Coller International Partners IV. The Company's aggregate new commitments since listing of £215.9 million (30 September 2001 - £104.4 million) meet the Board's target of committing in excess of £200 million to new private equity fund interests in the period from listing to 30 September 2002. Thus, the first step in the Company's objective of maximising returns for shareholders through pursuing an over-commitment strategy and then seeking, over time, to be fully invested has been achieved. The pace of new commitments will be significantly slower in the next and subsequent financial years when the quantum of new commitments will be more closely driven by the Company's actual and projected cash flows. The projected cash flows are sensitive to the Manager's estimates of draw downs payable and distributions receivable. The Board recognises this risk and, with the Manager, regularly and closely monitors the Company's future commitments. As at 30 September 2002 the Company had outstanding commitments of £191.0 million (30 September 2001 - £117.4 million). These commitments can be expected to be drawn down over the next 3-4 years. Share buy-back authority At the Company's Annual General Meeting in January 2002, shareholders renewed the Company's authority to make market purchases of up to 14.99% of the ordinary shares in issue. The Board is proposing to renew such authority at the forthcoming Annual General Meeting. During the year the Company purchased a total of 850,000 ordinary shares, representing 0.5% of the ordinary shares in issue, for cancellation at share prices ranging from 80p to 82p. All of these transactions were NAV enhancing; this remains a pre-requisite in the use of the buy-back authority. In addition, the Company has regard to the supply/demand balance in the Company's ordinary shares in the market and the size and volatility of any discount to NAV. Outlook The Company enjoys the benefit of having acquired on listing a mature portfolio of private equity fund interests, where many of the underlying investments were made prior to the inflated asset prices of 1999 and 2000. While the pace of realisation of underlying investments has slowed, our experience is that where realisations have been achieved these have been at an increasing average multiple of the Company's acquisition cost. Against a weak macro-economic environment and depressed financial markets, the pricing of current transactions has fallen to levels more favourable to buyers. In addition, we are seeing increasing steps being taken by European corporates to focus on their core businesses and to dispose of non-core assets. These trends are helpful to the Company and give current transactions the potential to generate attractive long-term returns. Scott Dobbie CBE Chairman STATEMENT OF TOTAL RETURN for the year ended 30 September 2002 Revenue Capital Total £'000 £'000 £'000 Net realised gains on investments - 4,114 4,114 Net unrealised depreciation on investments - (10,445) (10,445) LOSSES ON INVESTMENTS (6,331) (6,331) Currency losses on cash balances - (121) (121) Income from investments 3,755 - 3,755 Interest receivable on short term deposits 73 - 73 Investment management fee (82) (741) (823) Administrative expenses (291) - (291) RETURN ON ORDINARY ACTIVITIES BEFORE TAXATION 3,455 (7,193) (3,738) Taxation (1,037) 223 (814) RETURN ON ORDINARY ACTIVITIES AFTER TAXATION 2,418 (6,970) (4,552) Dividend in respect of ordinary shares (1,910) - (1,910) Transfer to/(from) reserves 508 (6,970) (6,462) RETURN PER ORDINARY SHARE 1.51p (4.36p) (2.85p) DIVIDEND PER ORDINARY SHARE 1.20p STATEMENT OF TOTAL RETURN for the period 9 March 2001 to 30 September 2001* Revenue Capital Total £'000 £'000 £'000 Net realised gains on investments - 1,151 1,151 Net unrealised depreciation on investments - (8,141) (8,141) LOSSES ON INVESTMENTS - (6,990) (6,990) Currency losses on cash balances - (12) (12) Income from investments 1,268 - 1,268 Interest receivable on short term deposits 105 - 105 Investment management fee (22) (195) (217) Administrative expenses (116) (16) (132) RETURN ON ORDINARY ACTIVITIES BEFORE TAXATION 1,235 (7,213) (5,978) Taxation (369) 57 (312) RETURN ON ORDINARY ACTIVITIES AFTER TAXATION 866 (7,156) (6,290) Dividend in respect of ordinary shares (720) - (720) Transfer to/(from) reserves 146 (7,156) (7,010) RETURN PER ORDINARY SHARE 0.54p (4.47p) (3.93p) DIVIDEND PER ORDINARY SHARE 0.45p * The Company commenced business on 29 May 2001. BALANCE SHEET as at 30 September 2002 2002 2001 £'000 £'000 £'000 £'000 FIXED ASSETS Investments 146,862 150,599 CURRENT ASSETS Debtors 191 303 Cash and short term deposits 463 2,603 654 2,906 CREDITORS: Amounts falling due within one year (3,710) (1,940) NET CURRENT (LIABILITIES)/ASSETS (3,056) 966 TOTAL ASSETS LESS CURRENT LIABILITIES 143,806 151,565 CREDITORS: Amounts falling due after more than one year - (605) 143,806 150,960 CAPITAL AND RESERVES Called up share capital 354 355 Share premium 77,775 77,775 Special reserve 79,148 79,840 Capital redemption reserve 1 - Capital reserve - realised 4,460 985 Capital reserve - unrealised (18,586) (8,141) Revenue reserve 654 146 TOTAL SHAREHOLDERS' FUNDS 143,806 150,960 ANALYSIS OF SHAREHOLDERS' FUNDS Equity interests (ordinary shares) 143,771 150,925 Non-equity interests (founder shares) 35 35 143,806 150,960 NET ASSET VALUE PER EQUITY SHARE 90.3p 94.3p CASHFLOW STATEMENT for the year ended 30 September 2002 2002 2001 £'000 £'000 £'000 £'000 NET CASH INFLOW FROM OPERATING ACTIVITIES 2,927 1,023 NET CASHFLOW FROM SERVICING OF FINANCE - - NET CASH OUTFLOW FROM TAXATION (519) - FINANCIAL INVESTMENT Purchase of investments (111,559) (84,082) Disposal of investments 108,965 7,238 NET CASH OUTFLOW FROM FINANCIAL INVESTMENT (2,594) (76,844) ORDINARY DIVIDENDS PAID (720) - NET CASH OUTFLOW BEFORE USE OF LIQUID RESOURCES AND FINANCING (906) (75,821) FINANCING Issue of ordinary shares - 79,255 Issue of founder shares - 35 Expenses of issue (606) (854) Buyback of ordinary shares (504) - Expenses of share buyback (3) - NET CASH (OUTFLOW)/INFLOW FROM FINANCING (1,113) 78,436 (DECREASE)/INCREASE IN CASH (2,019) 2,615 Notes :- 1. Standard Life European Private Equity Trust PLC is an investment company managed by Standard Life Investments (Private Equity) Limited, the ordinary shares of which are admitted to listing by the UK Listing Authority and to trading on the London Stock Exchange and which seeks to conduct its affairs so as to qualify as an investment trust under section 842 of the Income and Corporation Taxes Act 1988. The Board of Standard Life European Private Equity Trust PLC is independent of The Standard Life Assurance Company. 2. The statement of total return (incorporating the revenue account), balance sheet and cashflow set out above do not represent full accounts in accordance with section 240 of the Companies Act 1985. The accounts have been prepared in accordance with the Statement of Recommended Practice 'Financial Statements of Investment Trust Companies'. 3. The revenue column of the statement of total return represents the revenue account of the Company. No operations were acquired or discontinued during the year ended 30 September 2002. The investment management fee and financing costs are allocated 10% to revenue and 90% to capital. The Company was incorporated on 9 March 2001 and commenced business on 29 May 2001. 4. The Directors recommend that a final dividend of 1.2p (2001 - 0.45p) per ordinary share be paid on 6 February 2003 to shareholders on the Company's share register as at the close of business on 10 January 2003. The ex-dividend date for the final dividend is 8 January 2003. 5. The Company bought back 850,000 ordinary shares for cancellation during the year (2001- nil). As at 30 September 2002 the Company had 159,150,000 ordinary shares in issue (30 September 2001-160,000,000 ordinary shares). 6. The statutory audited accounts for the period ended 30 September 2001, which were unqualified, have been lodged with the Registrar of Companies. The statutory accounts for the year ended 30 September 2002 contain an unqualified audit report and will be delivered to the Registrar of Companies following the Company's Annual General Meeting, which will be held at 1 George Street, Edinburgh EH2 2LL on 27 January 2003 at 12.30pm. 7. The report and accounts for the year ended 30 September 2002 will be posted to shareholders on 20 December 2002 and copies will be available from the Company Secretary - Edinburgh Fund Managers plc, Donaldson House, 97 Haymarket Terrace, Edinburgh EH12 5HD. for Standard Life European Private Equity Trust PLC, Edinburgh Fund Managers plc, Company Secretary END This information is provided by RNS The company news service from the London Stock Exchange
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