Artemis Alpha Trust plc (the "Company")
Annual Financial Report for the year ended 30 April 2018
This announcement contains regulated information
Financial Highlights
The objective of the Company is to achieve above average rates of total return over the longer term and to achieve a growing dividend stream. In pursuit of this objective, the Company's portfolio is actively managed by the Investment Manager and comprises largely UK equities, with selected overseas investments. The Investment Manager takes a stock-specific approach in managing the portfolio and, therefore, sector weightings are of secondary consideration. As a result of this approach the portfolio will not track any stock market index. There is no restriction on the number of investments that can be held in the portfolio.
The Company also invests in unquoted companies. The Investment Management Agreement provides that at the time of investment the aggregate value of these investments shall represent no more than 30 per cent of net assets. For the purpose of measuring this, unquoted investments will be measured by the lower of their cost or current valuation.
In addition, the Company can invest up to 30 per cent of its net assets in hedge funds and/or other unregulated collective investment schemes. The Company will not invest more than 15 per cent of its gross assets in other investment companies listed on the main market of the London Stock Exchange.
Revised Investment Objective and Policy effective from 7 June 2018
Investment objective
To provide long-term capital and income growth by investing predominantly in listed companies and to achieve a net asset value total return greater than the total return of the FTSE All-Share Index.
Investment policy
The Investment Manager follows an unconstrained and opportunistic approach with the aim of generating sustainable outperformance of the FTSE All-Share Index. The Investment Manager will seek to identify and invest in companies with the following characteristics: attractive valuations, strong business models, favourable long-term industry fundamentals and high quality management teams.
As a result of this approach, stock market capitalisations and sector and geographic weightings are of secondary consideration. Accordingly, there are no pre-defined maximum or minimum exposure levels for each individual sector, country or geographic region, but these exposures are reported to, and monitored by, the Board in order to ensure that the Company's portfolio is invested and managed in a manner consistent with spreading investment risk.
Given the Investment Manager's particular focus on the UK market, the majority of the portfolio is expected to be invested in UK listed companies. However, the overall geographical profile of the portfolio will change from time to time depending on where opportunities are found.
The Company's policy is not to invest more than 10 per cent of net assets in any one investment. The total number of holdings in the portfolio will vary over time but the top positions will have a proportionally larger weighting.
There is no restriction on the amount of cash or cash equivalent instruments that the Company may hold and there may be times when the Investment Manager considers it appropriate for the Company to have a significant cash or cash equivalent position instead of being fully invested.
The Company may, but normally does not, invest up to 15 per cent of its total assets in other listed closed-ended investment funds.
Unquoted Investments
The Company will not invest more than 10 per cent of its total assets in unquoted companies, excluding follow-on investments that may be made in existing unquoted investments in order to preserve the Company's economic interests in such investments. Any new or follow-on investments in unquoted companies require the prior approval of the Board.
Derivatives and Hedging
The Company may use derivatives and similar instruments for the purpose of capital preservation. The Company may also use derivatives for the purpose of hedging currency risk.
Gearing
The Company may employ gearing of up to 25 per cent of net assets. The effect of gearing may be achieved without borrowing by investing in a range of different types of instruments, including derivatives.
General
Limits referred to in the investment policy are measured at the time of investment or, in the case of gearing, at the time of draw-down or/and when derivative transactions are entered into.
Total returns
|
Year ended 30 April 2018
|
Year ended 30 April 2017
|
Net asset value per ordinary share* |
11.0% |
20.9% |
Ordinary share price* |
13.2% |
26.7% |
FTSE All-Share Index
|
8.2%
|
20.1%
|
Revenue and dividends |
|
|
Revenue earnings per ordinary share (diluted) |
6.35p |
6.31p |
Dividends per share |
|
|
Ordinary |
4.75p |
4.30p |
Special |
1.60p |
2.00p |
Total |
6.35p |
6.30p |
Ongoing charges (excluding performance fees)*
|
0.9%
|
0.9%
|
Capital |
As at 30 April 2018
|
As at 30 April 2017
|
Net asset value per ordinary share |
394.62p |
361.90p |
Ordinary share price |
325.00p |
293.50p |
Net gearing* |
7.1% |
6.7% |
Total returns to 30 April 2018
|
3 years
|
5 years
|
10 years
|
Since 1 June 2003+
|
Net asset value per ordinary share |
26.2% |
41.7% |
74.9% |
552.3% |
Ordinary share price |
24.6% |
19.5% |
60.9% |
459.1% |
FTSE All-Share Index
|
22.5% |
45.6% |
90.9% |
253.0% |
* Alternate Performance Measure
+ The date when Artemis was appointed as Investment Manager
I am pleased to report continued improvement in the Company's performance. Over the year to 30 April 2018, the net asset value per share returned 11.0 per cent (on a total return basis, with dividends reinvested) compared with a 8.2 per cent increase in the FTSE All-Share Index. The Company's share price return was 13.2 per cent over the period.
During the year the Board undertook a strategic review of the Company's future, which included extensive consultations with shareholders. This came in advance of the 2018 AGM at which shareholders had been scheduled to vote on the continuation of the Company as an investment trust. Full details of the Board's proposals following the review were sent to shareholders on 15 May 2018 and were approved at a general meeting held on 7 June 2018. The main changes are summarised below.
The Company's revised investment objective and policy are set out in full at the start of this announcement. In practical terms, the main changes are: potential investments will now be considered across a wider range of market capitalisations, which should increase the underlying liquidity of the Company's portfolio; the concentration of the portfolio will also increase to reflect a higher conviction approach; and, although the portfolio will continue to have a bias to UK equities, the allocation to overseas equities may become larger.
The new objective will also introduce a revised dividend target; details are set out in the earnings and dividends section below.
More detail on the performance during the year, and the Investment Manager's plans for the investment strategy, are set out in the Investment Manager's Review.
The removal of the obligation to propose a continuation resolution at the 2018 AGM (and each fifth subsequent AGM) from the Company's Articles was approved by shareholders on 7 June 2018. In its place, the Company will arrange tender offers every three years, starting in 2021, with each tender offer being for up to 25 per cent of the issued ordinary shares (excluding treasury shares). The Board may, at its sole discretion, decide not to proceed with a tender offer if the ordinary shares are trading at a premium to the estimated tender price. The tender price will be the prevailing NAV (cum-income) per ordinary share (or, if the Board elects to use a tender realisation pool, the net proceeds of realising the assets in that pool) less the tender offer costs and less a discount of 3 per cent.
Kartik Kumar, who has assisted John Dodd and Adrian Paterson in the management of the Company since March 2015, has been formally appointed as co-manager. Adrian Paterson, who has co-managed the Company's portfolio since July 2009, announced his intention to retire from fund management at the end of this year. He will continue to work closely with John Dodd and Kartik Kumar until he retires. The Board is very grateful to Adrian for his contribution to the Company over the years and wishes him well for his retirement.
The Board and Investment Manager also agreed some amendments to the Investment Manager's remuneration by removing the performance fee arrangement and reducing the annual management fee on balances above £250 million of the Company's market capitalisation with effect from 1 May 2018.
At 30 April 2018, the Company's exposure to unquoted investments stood at 21.7 per cent, down from 25.6 per cent of net assets at the prior year end.
During the period, MBA Polymers, Oxford Nanopore Technologies and substantially all the Company's wine holdings were sold, with Oxford Sciences Innovation and Buried Hill Energy (Cyprus) being realised shortly after the year end . The agreed sale of Metapack was also announced after the period end, with completion likely to take place in August. This was a particularly pleasing result as the sales price represents a 24.7 per cent uplift on current carrying value.
Although the Manager has made progress in realising the unquoted investments, the target of reducing the unquoted exposure to 10 per cent by this year's AGM in October may not be met. The current unquoted exposure is 15.2 per cent and a number of realisations may be made over the next couple of months including the sale of Metapack which represents 3.1 per cent of NAV.
Since the year-end, we learnt of unexpected and disappointing developments in relation to URICA, a company which operates in the supply chain finance industry. In response to this news we wrote off our investment which had a negative impact of 4 per cent on the value of the portfolio. More information on this investment is included in the Investment Manager's Review.
The Company's revenue earnings for the year ended 30 April 2018 were 6.35p per share, slightly ahead of the previous year (6.31p). Significant contributions came from the financial holdings such as N1 Singer, Polar Capital and Liontrust as well as Plus500. The Company's dividend policy for the year ended 30 April 2018 was to seek to increase the dividend by around 10 per cent each year. In line with this target, a second interim dividend of 3.00p (2017: 2.75p) per share has been declared by the Board. The Company's ordinary dividends for the year total 4.75p per share (2017: 4.30p), an increase of 10.4 per cent.
As was the case last year, the Company's revenue earnings are substantially higher than the level of ordinary dividends. The Board has therefore approved the payment of a special dividend of 1.60p per share. Total dividends for the year will be 6.35p per share.
The second interim and special dividends will be paid on Friday, 24 August 2018 to those shareholders on the register as at Friday, 3 August 2018, with an ex-dividend date of Thursday, 2 August 2018.
As stated in the Circular to shareholders dated 15 May 2018, under the Company's new investment objective and policy, its focus will be to achieve a NAV total return per share greater than the total return of the FTSE All-Share Index. While the Board recognises that real dividend growth (that is, dividend growth that exceeds the rate of inflation) is important to many shareholders, it felt that it was no longer appropriate to continue to target annual dividend growth at a specific rate over the long term. Therefore the Company will now seek to grow dividends paid in respect of each financial year at a rate greater than inflation, as defined by the UK Consumer Prices Index, in respect of the immediately preceding financial year of the Company.
Tom Cross Brown will retire as a director of the Company at the conclusion of this year's Annual General Meeting ("AGM") in October, having served as a director since April 2006. The Board would like to record its thanks and appreciation for Tom's significant contribution to the Company and wish him well for the future.
The final exercise date for the Company's subscription shares was 29 December 2017. These subscription shares no longer form part of the Company's share capital, which now consists solely of ordinary shares.
The Company's AGM will take place on Thursday, 11 October 2018 at 12.30 p.m. at the offices of Artemis Fund Managers Limited, Cassini House, 57-59 St James's Street, London, SW1A 1LD. The fund managers will make a short presentation at the meeting, providing an update on recent performance and outlining how the Company's portfolio is being managed under the revised investment policy.
The Board welcomes your attendance at the AGM, as it offers shareholders an opportunity to learn more about the Company and to ask questions of both the Board and the fund managers. For those shareholders who are unable to attend, I would encourage you to make use of your proxy votes by completing and returning the form enclosed with the Annual Financial Report.
The Board is grateful to shareholders for their contribution towards the strategic review and, in particular, the revision of the Company's investment policy. We look forward to providing encouragement and support to the Investment Manager in its efforts to deliver improved returns for shareholders.
Chairman
1 August 2018
During the year under review, the net asset value per share returned 11.0 per cent, on a total return basis, versus 8.2 per cent from the FTSE All-Share Index.
The second half of the financial year witnessed a particularly strong upturn in performance, with the net asset value per share outperforming the index by more than 4 per cent.
The Company's share price rose by more than the net asset value per share over the period. We believe this reflected both the continuation of the portfolio's improved performance and the announcement of the proposals following the strategic review, outlined in the Chairman's Statement.
The performance over the year has been very much driven by the listed investments as, overall, the unquoted investments were a drag on performance. Contributions from listed investments and unquoted investments over the year to 30 April 2018 are set out below.
|
Contribution % |
Listed |
12.7% |
Unquoted |
(1.4)% |
Net income/(expenses) |
(0.3)% |
NAV total return |
11.0% |
The five largest stock contributors and detractors, along with an industry contribution analysis, are summarised in the tables below:
Company |
Category |
Contribution % |
Plus500 |
Listed |
2.1 |
Liontrust Asset Management |
Listed |
1.7 |
Polar Capital Holdings |
Listed |
1.4 |
Rocket Internet |
Listed |
1.2 |
Reaction Engines |
Unquoted |
1.2 |
Company |
Category |
Contribution % |
Claremont Alpha |
Unquoted |
(1.5) |
Hurricane Energy |
Listed |
(1.2) |
Vectura Group |
Listed |
(1.2) |
Mporium |
Listed |
(0.7) |
Lamp Group |
Unquoted |
(0.6) |
Industry |
Contribution % |
Financials |
9.5 |
Industrials |
2.0 |
Consumer Services |
1.5 |
Consumer Goods |
1.5 |
Basic Materials |
(0.1) |
Telecommunications |
(0.4) |
Technology |
(0.4) |
Health Care |
(1.1) |
Oil & Gas |
(1.2) |
In the listed portfolio, the biggest positive contribution came from Plus500. The share price of this online trading platform increased by nearly 200 per cent. This was primarily the result of the dissipation of earlier excessive concerns over the negative impact of regulatory changes on the industry. Furthermore, the company demonstrated its strong capabilities in digital marketing, by taking advantage of increased trader appetite (a response both to market volatility and the sensationalism surrounding cryptocurrencies) to acquire significant numbers of new customers. Plus500 has a low-cost and capital-light operating model, which enabled it to pay out dividends of over £1.20 per share in the period, a yield of about 8 per cent.
The Company has significant holdings in a number of fund management companies. Once again, the best performer among these was Liontrust, which continued to demonstrate strong investment performance and thereby increase its assets under management. By 31 March 2018, assets under management had grown to £10.5bn, with net inflows of over £1bn in the prior 12 months. The sustainable investment funds acquired from Alliance Trust now stand at over £3bn (£2.5bn at time of purchase), resulting in increased diversification away from its core UK equity offering. The recent launch of a global strategic bond fund and the hiring of another investment team represent a further broadening of its product range.
Polar Capital performed strongly over the year, thanks to good inflows and excellent fund performance. The new chief executive has wasted no time in closing down some of the weaker funds, although the company already has a diverse asset base, he has also signalled his intention to grow into the institutional market, to which its exposure is currently limited.
A new investment in this area was Premier Asset Management, a predominately multi-asset fund business with, once again, excellent long-term performance and strong inflows. We also increased our holding in Miton Group, a smaller fund management group with £4bn of funds under management. This company is at an earlier stage in its life cycle than either Liontrust or Polar but it has a clear pathway to doubling its size. Profit expectations have been upgraded three times over the past 12 months and, with a substantial amount of cash on the balance sheet, it trades on a significant (and in our view undeserved) discount to its peer group.
Rocket Internet had a very encouraging year as its two largest investments both in the online food and retail delivery areas - Hello Fresh and Delivery Hero - executed successful flotations. This means that the vast majority of its share price is now accounted for by its two listed holdings and cash. The increase in Rocket Internet's value over the year only seems to reflect the increase in value of its listed assets, placing no value on a large number of private investments which we believe have significant potential.
Elsewhere, our position in Tesco performed strongly, as its results provided the market with increased confidence about the sustainability of its recovery. Profits in the UK and Ireland increased by over 30% to £1.1bn and indebtedness (debt and pension liabilities) decreased from £9.2bn to £5.3bn. In December, the Competition and Markets Authority also gave final clearance for its merger with Booker (a holding in the Company's portfolio for many years).
This has at least two clear positive developments for Tesco: firstly, the scope for it to utilise its excess space to supplement Booker's network to create new revenue opportunities in a capital-efficient manner and, secondly, the appointment of Charles Wilson, Booker's CEO to Tesco's management team. He has a good record of focusing on customers and capital allocation.
On the negative side, returns from Hurricane Energy were disappointing. To some extent, however, this could be ascribed to a temporary loss of momentum following its stellar performance in the previous 12 months. In fact, we remain optimistic about its prospects. Hurricane Energy recently confirmed that it is on budget and on schedule to produce oil in the first quarter of 2019.
Other disappointments included Vectura Group. There were delays in the launch of new products and some softening in demand for existing products, notably for Flutiform, its asthma treatment. We believe the current share price is underpinned by its balance sheet and royalties from its existing products, placing little value on its pipeline of new products.
Attraqt Group, which provides search and merchandising solutions to online retailers, downgraded profit expectations for the year and parted company with its chief executive. His replacement, Luke McKeever, comes with an excellent reputation and we believe his appointment could enable the business to take advantage of its market-leading position.
Finally, Mporium was a laggard over the period as it attempts to generate revenues from an unique technology that enables advertisers, and agencies they work with, to identify and prioritise 'micro-moments' - times when customer intent and engagement are at their highest. Take-up has been slow to date and we shall be watching progress closely over the next six months.
As noted above, the overall performance of the unquoted holdings acted as a drag on performance. The underlying progress being made by many of the businesses, however, was far from universally disappointing. Their overall value decreased by 3.8 per cent and total realisations over the year were £1.7m, including substantially all of our wine holdings and the complete disposal of Oxford Nanopore Technologies.
The strongest performance came from Reaction Engines, a space technology company. It has developed a lightweight heat exchanger that could enable a vehicle to enter space without the need for a rocket launch. The recent positive development was the news that the company raised £26.5m at a 60 per cent premium to our previous carrying value. This fund raising was supported by a number of institutions, as well as by three strategic investors: existing investor BAE Systems, along with new investors Boeing and Rolls Royce. The money is earmarked to accelerate development of its core technology and adjacent applications. It was encouraging to see these blue-chip strategic investors participating in this funding round.
There was also strong performance from Metapack, a software company that manages home delivery solutions for online retailers. Recurring revenues grew by nearly 20 per cent in a year and the company went from loss-making to generating an encouraging level of profits.
Holdings that did suffer negative developments included Lamp Group and Claremont Alpha. Lamp Group had higher than expected losses on its legacy insurance business, resulting in a liquidity squeeze. Claremont Alpha suffered from a decline in value of its Taiwan property that is located on an offshore island largely due to a worsening of cross-border relations and a decline in Chinese tourist numbers. Our valuations were reduced accordingly.
Following our year-end, we had a series of updates from URICA Ltd that eventually led to the company being put into liquidation. Earlier in the year, URICA had been a victim of fraud in its French business that had affected a number of lenders in the industry. In subsequent months, the company worked on recovering losses whilst exploring new opportunities to license its technology to third-party finance providers. During discussions relating to a possible fundraising, it became apparent that the company's lender was seeking unacceptable conditions. As a consequence, we did not consider it to be in the Company's best interests to provide additional funding for URICA's immediate liquidity requirements.
The impairment of URICA was an unexpected and disappointing outcome given progress that had been made in realising value from the unlisted portfolio following the year end. This included the disposal of Oxford Sciences Innovation and Buried Hill Energy (Cyprus). More recently, we were pleased to announce the agreed sale of Metapack at a significant premium to carrying value. The transaction will take place in August and will bring our unquoted exposure to approximately 12.1 per cent. The proceeds from our disposals have been used to eliminate gearing and bring the Company in to a net cash position, which will allow us greater flexibility to implement our revised approach when suitable investment opportunities arise.
A lot has happened over the last year, including a reduction in the overall number of holdings and the disposal of some of the more illiquid positions.
Shareholders have benefited greatly from investment in fund management groups over the last few years. The managers recognise that conditions may not always be so favourable and whilst the Company's largest sector exposure remains financials, at 33.4 per cent of the portfolio, this has been reduced purposefully from the previous year's 37.5 per cent. Profits were taken in Liontrust, Polar Capital and City of London Investment Group, and Brewin Dolphin, Park Group and Duke Royalty sold in their entirety. We also sold our position in the Waverton Southeast Asian Fund, booking a healthy profit in the process.
Among the property stocks, we sold the Company's holdings in St. Modwen Properties and PRS REIT. Market Tech was taken private by its majority shareholder, Teddy Sagi, at a healthy premium to the Company's book cost. We reinvested some of these proceeds in Capital & Counties Properties, which owns the bulk of Covent Garden, as well as a large residential scheme in Earl's Court, and we believe it represents compelling value following the decline in its share price prior to investment.
As part of the transition to the Company's revised investment policy, many of our newer investments fit the criteria of how the Company will be managed in the future. The core change to our strategy is a focus on opportunities that we believe demonstrate the following characteristics:
1.) Attractive valuations - a share price that is valuing the company for significantly less than we judge it to be worth (using a range of valuation metrics).
2.) Well-managed companies - companies that are managed with a strong emphasis and understanding of how capital should be allocated and excellence in their everyday operations.
3.) Strong business and industry fundamentals - companies that demonstrate strong market positioning/competitive advantages and/or industries with growth and high returns on capital.
As part of the development of the portfolio, we are intending to concentrate the portfolio into fewer holdings, to favour more liquid stocks and to look for opportunities internationally. The resulting portfolio is likely to become more focused, with higher liquidity and have an increased overseas exposure.
In aggregate, our largest investments over the last year were in existing holdings where we judged the market to have provided us with attractive opportunities. Hence, we made significant additions to Tesco, IWG, and Rocket Internet, which we believe continue to exhibit the three characteristics cited above.
Our largest single new investment, that met our criteria, was in Dignity, one of the largest providers of funeral services in the UK. We purchased this after its profit warning in January, and invested about 2.5 per cent of the portfolio at under £9 per share. In our view, the perception that the company was taking advantage of customers on price and was over-levered neglected several factors that explained why Dignity had been a highly regarded company for several years. In response to the widely cited issues, management had taken decisive action to cut prices. Further, Dignity's debt had no immediate maturities and could largely be serviced by the seemingly unaffected crematoria business. The company remains uniquely positioned to adapt to any potential change in purchasing behaviour from the internet through its scale and national network of funeral service branches and crematoria. The total demand for funeral services is dictated by demographics and is set to rise predictably over the next 10 years. In our opinion, the shares were pricing in a scenario whereby the entire funeral services division (2017: £250m revenues, £88m EBIT) would be close to worthless. We found this hard to comprehend and hence our decision to invest.
We are cautiously optimistic about the future prospects of the Company. We believe we are making good progress in the process of realising unquoted investments and recycling the capital into listed investments where we believe we are able to generate higher and more consistent returns.
As for new investments, although we have recently found many interesting opportunities (some of which we continue to examine) few have been sufficiently compelling to invest in at current valuations. In contrast, the market sell off in February, while shallow, was violent and we were able to make new investments then. This caution, derived from a bottom-up examination of investments, fits with our top-down view of markets; valuations in certain segments (US cyclicals/technology) seem high and bond yields remain very low (which has pushed up equity valuations). Political risks, meanwhile, are unavoidable, as seen most recently in Italy.
As a result, we were happy to reduce the Company's gearing to 7.1 per cent by the year end. In the absence of opportunities we continue to expect gearing to fall and move into net cash as the portfolio transition continues. As for our existing investments, we believe many have attractive prospects and think there is significant value in the portfolio, which should lead to continued progression in the net asset value per share.
Fund managers
Artemis Fund Managers Limited
1 August 2018
The Company is incorporated in England as a public company limited by shares. Its business as an investment trust is to buy and sell investments with the aim of achieving the objective and in accordance with the policy set out above.
The Company uses gearing as part of its investment strategy. The Articles of Association (the "Articles") in place during the year permit the Company to borrow up to 25 per cent of its adjusted capital and reserves. Shareholders approved amendments to the Articles on 7 June 2018 which changed the borrowing limit to fifty per cent of the Company's net assets. However the investment policy limits this to 25 per cent of net assets. Subject to this being complied with, the level of borrowing is a matter for the Board, whilst the utilisation of borrowings is delegated to the Investment Manager. This utilisation may be subject to specific guidelines established by the Board from time to time. The current guidelines permit the Investment Manager to employ borrowings of up to 20 per cent of net assets. The Company has a £30.0m borrowing facility with The Royal Bank of Scotland plc, of which £11.0m (2017: £13.0m) was drawn down at the year end. The use of gearing by the Investment Manager will vary from time to time, reflecting its views on the potential returns from stock markets. The Company's gearing is reviewed by the Board and Investment Manager on an ongoing basis.
The Company operates as an investment trust company and is an investment company within the meaning of section 833 of the Companies Act 2006 (the "Act").
The Company has been approved as an investment trust in accordance with the requirements of section 1158 of the Corporation Taxes Act 2010 which remains subject to the Company continuing to meet the eligibility conditions and ongoing requirements of the regulations. The Board will manage the Company so as to continue to meet these conditions.
The Company has no employees and delegates most of its operational functions to service providers.
A summary of the Company's developments during the year ended 30 April 2018, together with its prospects for the future, is set out in the Chairman's Statement and Investment Manager's Review. The Board's principal focus is the delivery of positive long-term returns for shareholders and this will be dependent on the success of the investment strategy. The investment strategy, and factors that may have an influence on it, such as economic and stock market conditions, are discussed regularly by the Board and the Investment Manager. The Board regularly considers the ongoing development and strategic direction of the Company, including its promotion and the effectiveness of communication with shareholders.
The performance of the Company is reviewed regularly by the Board and it uses a number of KPIs to assess the Company's success in meeting its objective. The KPIs which have been established for this purpose are:
Year ended 30 April |
Net asset value |
Share price |
FTSE All-Share Index |
2014 |
13.3% |
3.1% |
10.5% |
2015 |
(0.9)% |
(6.9)% |
7.5% |
2016 |
(6.1)% |
(13.2)% |
(5.7)% |
2017 |
20.9% |
26.7% |
20.1% |
2018 |
11.0% |
13.2% |
8.2% |
Source: Artemis/Datastream
Year ended 30 April |
Ordinary |
Special |
Total pence per Ordinary share |
Ordinary increase/ (decrease) |
Total increase/ (decrease) |
2014 |
3.20p |
- |
3.20p |
4.9% |
4.9% |
2015 |
3.55p |
- |
3.55p |
10.9% |
10.9% |
2016 |
3.90p |
- |
3.90p |
9.9% |
9.9% |
2017 |
4.30p |
2.00p |
6.30p |
10.4% |
61.5% |
2018 |
4.75p |
1.60p |
6.35p |
10.4% |
0.8% |
As at 30 April |
Ongoing charges |
2014 |
1.0% |
2015 |
0.9% |
2016 |
0.9% |
2017 |
0.9% |
2018 |
0.9% |
In addition to the above KPIs, the Board monitors the discount to the underlying net asset value at which the shares trade. No specific discount target has been set, but the Board sets the policy and has given the Investment Manager discretion to exercise the Company's authority to buy-back its own shares from time to time to address any imbalances between the supply and demand in the Company's shares. This is reviewed regularly by the Board. The Board will also use its authority to issue new ordinary shares from time to time should there be excess demand for the Company's shares. The Company will now also provide tender offers every three years commencing in 2021, for 25 per cent of the ordinary shares then in issue.
The Board, in conjunction with the Investment Manager, has developed a risk map which sets out the principal risks faced by the Company. It is used to monitor these risks and to review the effectiveness of the controls established to mitigate them. This is reviewed and assessed by the Board on a six monthly basis. Further information on the Company's internal controls is set out in the corporate governance section on page28. As an investment company the main risks relate to the nature of the individual investments and the investment activities generally. These include market price risk, foreign currency risk, interest rate risk, credit risk and liquidity risk.
A summary of the key areas of risk is set out below:
- Strategic: investment objective and policy are not appropriate in the current market and not favoured by investors.
The investment objective and policy of the Company is set by the Board and is subject to ongoing review and monitoring in conjunction with the Investment Manager. This includes the views expressed by the Company's shareholders.
- Investment: the Company's investments are selected on their individual merits and the performance of the portfolio is not likely to track the wider UK market (FTSE All-Share Index). The Company invests in small cap (listed), AIM traded and unquoted investments which can be subject to a higher degree of risk than larger quoted investments. The Company may also have significant exposure to particular industry sectors from time to time.
The Board considers that this risk is justified by the longer term nature of the investment objective and the Company's closed-ended structure, and that such investments should be a source of positive returns for shareholders. Risk will be diversified through having a broad range of investments in the portfolio. The Board discusses the investment portfolio with the Investment Manager at each Board meeting and part of this discussion includes a detailed review of the Company's unquoted investments, their valuations and future prospects.
As a result of the Investment Manager's investment approach, the overall composition of the Company's portfolio and the Company's investment performance are likely to vary significantly from that of the Company's benchmark index.
The New Investment Objective and Policy will result in the Company's portfolio becoming more concentrated due to the Investment Manager's higher conviction approach. A concentrated portfolio carries a higher degree of stock-specific risk than a more diversified portfolio as a material decline in an investment may have a greater material adverse effect on the Company's overall performance, financial condition and prospects.
The Company's functional and reporting currency is Sterling. However, the New Investment Objective and Policy may result in a greater proportion of the Company's portfolio being invested in overseas equities denominated in currencies other than Sterling and in Sterling-denominated securities of companies which may conduct all or much of their business in currencies other than Sterling. As a result, movements in exchange rates may affect the Sterling value of these investments and their returns and the Company's overall performance, favourably or unfavourably. Foreign exchange rate risk may also increase the volatility of the NAV per Ordinary Share.
The Company may borrow money for investment purposes. If the investments fall in value, any
borrowings will magnify the extent of the losses. If borrowing facilities are not renewed, the Company may have to sell investments to repay borrowings.
All borrowing arrangements entered into require the prior approval of the Board and gearing levels are regularly discussed by the Board and Investment Manager.
- Regulatory: failure to comply with the requirements of a framework of regulation and legislation, within which the Company operates.
The Company relies on the services of the Company Secretary and Investment Manager to monitor ongoing compliance with relevant regulations and legislation.
- Operational: disruption to, or failure of, the Investment Manager's and/or any other third party service providers' systems which could result in an inability to report accurately and monitor the Company's financial position.
Both the Investment Manager and the Administrator have established business continuity plans to facilitate continued operation in the event of a major service disruption or disaster.
In accordance with the UK Corporate Governance Code, the Board has considered the longer term prospects for the Company. The period assessed is the five years to 30 April 2023.
As part of its assessment of the viability of the Company, the Board has considered each of the principal risks and the impact on the Company's portfolio of a significant fall in UK markets. The Board has also considered the liquidity of the Company's portfolio to ensure that it will be able to meet its liabilities as they fall due.
The conclusion of this review is that the Board has a reasonable expectation that the Company will be able to continue in operation and meet its liabilities as they fall due over the period to 30 April 2023.
The Company's Articles provided that, at the AGM to be held in 2018 and at every fifth AGM thereafter, a vote on whether the Company should continue in existence as an investment trust will be proposed as an ordinary resolution.
At a shareholder general meeting held on 7 June 2018, a resolution was passed which amended the Company's Articles to, amongst other things, remove the requirement to hold a continuation vote at the 2018 AGM and each fifth AGM thereafter.
This was replaced by a triennial liquidity event commencing in 2021. The tender offers will be made every three years, commencing in 2021, with each tender offer being for up to 25 per cent of the Ordinary Shares then in issue (excluding Treasury Shares), save that the Board may, at its sole discretion, decide not to proceed with a tender offer if the Ordinary Shares are trading at a premium to the estimated tender price.
Shareholders authorised the Company to buy back up to 14.99 per cent of the shares in issue at the 2017 AGM. This has been used to manage the balance between supply and demand for the Company's shares in the market.
During the year the Company repurchased a total of 152,500 ordinary shares, representing 0.37 per cent of the issued share capital as at 1 May 2018 (2017: 1,040,706).
The Company subsequently cancelled the repurchased shares from treasury on 27 June 2018.
A resolution to renew the Company's buy-back authority will be put to shareholders at the AGM on 11 October 2018.
5,499 ordinary shares were issued during the year as a result of the exercise of subscription shares (2017: 3,539).
Following the year end, the Company's remaining subscription shares were converted to deferred shares and immediately cancelled.
The Directors of the Company and their biographical details are set out in the Annual Financial Report.
No Director has a contract of service with the Company.
The Board supports the principles of diversity in the boardroom and acknowledges the benefits of having greater diversity, including gender, and considers this in seeking to ensure that the overall balance of skills and knowledge that the Board has remains appropriate so that it can continue to operate effectively. The Board's director selection policy will, first and foremost, seek to identify the person best qualified to become a director of the Company, but in so doing, consideration will be given to diversity, including gender. The Board is currently comprised of four male directors and one female director.
The Company does not fall within the scope of the Modern Slavery Act 2016 as its turnover is less than £36 million. Therefore no slavery and human trafficking statement is included in the Annual Financial Report.
The Company has no employees and has delegated the management of the Company's investments to Artemis which, in its capacity as Investment Manager, has a Corporate Governance and Shareholder Engagement document which sets out a number of principles that are intended to be considered in the context of its responsibility to manage investments in the financial interests of shareholders. Artemis undertakes extensive evaluation and engagement with company managements on a variety of matters such as strategy, performance, risk, dividend policy, governance and remuneration. All risks and opportunities are considered as part of the investment process in the context of enhancing the long-term value of shareholders' investments. This will include matters relating to material environmental, human rights and social considerations that will ultimately impact the profitability of a company or its stock market rating and hence these matters are an integral part of Artemis' thinking as investors.
As the Company has delegated the investment management and administration of the Company to third party service providers, and has no fixed premises, there are no greenhouse gas emissions to report from its operations, nor does it have responsibility for any other emissions producing sources under the Companies Act 2006 (Strategic Report and Directors' Reports) Regulations 2013, including those within the underlying investment portfolio.
Leverage is defined in the Alternative Investment Fund Manager Directive ("AIFMD") as any method by which the Company can increase its exposure by borrowing cash or securities, or from leverage that is embedded in derivative positions. The Company was permitted by its Articles to borrow up to 25 per cent of its net assets (equivalent to 125 per cent under the commitment and gross ratios in the AIFMD). Following the period end the Articles were updated to permit borrowings up to 50 per cent; however the Company's investment policy restricts this to 25 per cent. The Company is permitted to have additional leverage of up to 100 per cent of its net assets, which results in permitted total leverage of 225 per cent under both ratios. Artemis as the Alternative Investment Fund Manager ("AIFM"), monitors leverage limits on a daily basis and reviews them annually. No changes have been made to these limits during the period. At 30 April 2018, the Company's leverage was 116.2 per cent as determined using the gross method and 106.03 per cent under the commitment method.
The Investment Manager requires prior Board approval to:
(i) enter into any stocklending agreements;
(ii) to borrow money against the security of the Company's investment;, or
(iii) create any charges over any of the Company's investments.
For and on behalf of the Board,
Chairman
1 August 2018
The Directors are responsible for preparing the Annual Financial Report and the financial statements in accordance with applicable law and regulations.
Company law requires the Directors to prepare financial statements for each financial year. Under that law they are required to prepare the financial statements in accordance with IFRS as adopted by the EU and applicable law.
Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of their profit or loss for that period. In preparing each of the financial statements, the Directors are required to:
- select suitable accounting policies and then apply them consistently;
- make judgements and estimates that are reasonable and prudent;
- state whether they have been prepared in accordance with IFRS as adopted by the EU; and
- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that its financial statements comply with the Companies Act 2006. They have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Company and to prevent and detect fraud and other irregularities.
Under applicable law and regulations, the Directors are also responsible for preparing a Strategic Report, Directors' Report, Directors' Remuneration Report and Corporate Governance Statement that complies with that law and those regulations.
The financial statements are published on a website, artemisalphatrust.co.uk, maintained by the Company's Investment Manager, Artemis. Responsibility for the maintenance and integrity of the corporate and financial information relating to the Company on this website has been delegated to the Investment Manager by the Directors. Legislation in the UK governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
We confirm that to the best of our knowledge:
(a) the financial statements, prepared in accordance with the applicable set of accounting standards, give a true and fair view of the assets, liabilities and financial position of the Company as at 30 April 2018, and of the profit or loss of the Company for the year then ended; and
(b) the Strategic Report includes a fair review of the development and performance of the business and the position of the Company, together with a description of the principal risks and uncertainties that it faces.
For and on behalf of the Board
Chairman
1 August 2018
Statement of Comprehensive Income
For the year ended 30 April 2018
|
Year ended 30 April 2018
|
Year ended 30 April 2017
|
||||
|
Revenue £'000 |
Capital £'000 |
Total £'000 |
Revenue £'000 |
Capital £'000 |
Total £'000 |
Investment income |
3,250 |
- |
3,250 |
3,184 |
- |
3,184 |
Total revenue |
3,250 |
- |
3,250 |
3,184 |
- |
3,184 |
Gains on investments |
- |
13,454 |
13,454 |
- |
24,515 |
24,515 |
Currency (losses)/gains |
- |
(46) |
(46) |
- |
7 |
7 |
Total income |
3,250 |
13,408 |
16,658 |
3,184 |
24,522 |
27,706 |
Expenses |
|
|
|
|
|
|
Investment management fee |
(92) |
(829) |
(921) |
(76) |
(688) |
(764) |
Other expenses |
(433) |
(24) |
(457) |
(420) |
(13) |
(433) |
Profit before finance costs and tax |
2,725 |
12,555 |
15,280 |
2,688 |
23,821 |
26,509 |
Finance costs |
(39) |
(352) |
(391) |
(36) |
(323) |
(359) |
Profit before tax |
2,686 |
12,203 |
14,889 |
2,652 |
23,498 |
26,150 |
Tax |
(83) |
- |
(83) |
(37) |
- |
(37) |
Profit for the year |
2,603 |
12,203 |
14,806 |
2,615 |
23,498 |
26,113 |
Earnings per ordinary share (undiluted) |
6.35p |
29.77p |
36.12p |
6.31p |
56.70p |
63.01p |
Earnings per ordinary share (diluted)* |
6.35p |
29.77p |
36.12p |
6.31p |
56.70p |
63.01p |
The total column of this statement represents the Statement of Comprehensive Income of the Company, prepared in accordance with International Financial Reporting Standards as adopted by the European Union. The supplementary revenue and capital columns are both prepared under guidance published by the Association of Investment Companies.
All items in the above statement derive from continuing operations.
All income is attributable to the equity shareholders of Artemis Alpha Trust plc. There are no minority interests.
*As at 30 April 2018, there was no dilution effect as the rights attached to the subscription shares lapsed on 16 January 2018.
Statement of Financial Position
As at 30 April 2018
|
2018 £'000 |
2017 £'000 |
Non-current assets |
|
|
Investments |
169,206 |
156,756 |
Investments in subsidiary undertaking |
3,213 |
2,719 |
|
175,419 |
159,475 |
Current assets |
|
|
Other receivables |
734 |
645 |
Cash and cash equivalents |
1,126 |
4,012 |
Total assets |
174,279 |
164,132 |
Current liabilities |
|
|
Other payables |
(1,559) |
(1,129) |
Bank loan |
(11,000) |
(13,000) |
Total Liabilities |
(12,559) |
(14,129) |
Net assets |
161,720 |
150,003 |
Equity attributable to equity holders |
|
|
Share capital |
480 |
492 |
Share premium |
676 |
657 |
Special reserve |
50,202 |
50,646 |
Capital redemption reserve |
110 |
98 |
Retained earnings - revenue |
2,867 |
2,928 |
Retained earnings - capital |
107,385 |
95,182 |
Total equity |
161,720 |
150,003 |
|
|
|
Net asset value per ordinary share (undiluted) |
394.62p |
364.72p |
Net asset value per ordinary share (diluted)* |
394.62p |
361.90p |
These financial statements were approved by the Board of Directors and signed on its behalf on 1 August 2018 by:
Chairman
*As at 30 April 2018, there was no dilution effect as the rights attached to the subscription shares lapsed on 16 January 2018.
Statement of Changes in Equity
For the year ended 30 April 2018
|
|
|
|
Capital |
|
|
|
|
Retained earnings |
||||||||
|
Share capital |
Share premium |
Special reserve |
redemption reserve |
Revenue |
Capital |
Total |
|
|
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
|
For the year ended |
|
|
|
|
|
|
|
|
At 1 May 2017 |
492 |
657 |
50,646 |
98 |
2,928 |
95,182 |
150,003 |
|
Total comprehensive income: |
|
|
|
|
|
|
|
|
Profit for the year |
- |
- |
- |
- |
2,603 |
12,203 |
14,806 |
|
Transactions with owners recorded directly to equity: |
|
|
|
|
|
|
|
|
Repurchase of ordinary shares into treasury |
- |
- |
(444) |
- |
- |
- |
(444) |
|
Cancellation of ordinary shares from treasury |
(12) |
- |
- |
12 |
- |
- |
- |
|
Conversion of subscription shares |
- |
19 |
- |
- |
- |
- |
19 |
|
Dividends paid |
- |
- |
- |
- |
(2,664) |
- |
(2,664) |
|
At 30 April 2018 |
480 |
676 |
50,202 |
110 |
2,867 |
107,385 |
161,720 |
|
For the year ended |
|
|
|
|
|
|
|
|
At 1 May 2016 |
498 |
645 |
53,022 |
92 |
2,000 |
71,684 |
127,941 |
|
Total comprehensive income: |
|
|
|
|
|
|
|
|
Profit for the year |
- |
- |
- |
- |
2,615 |
23,498 |
26,113 |
|
Transactions with owners recorded directly to equity: |
|
|
|
|
|
|
|
|
Repurchase of ordinary shares into treasury |
- |
- |
(2,376) |
- |
- |
- |
(2,376) |
|
Cancellation of ordinary shares from treasury |
(6) |
- |
- |
6 |
- |
- |
- |
|
Conversion of subscription shares |
- |
12 |
- |
- |
- |
- |
12 |
|
Dividends paid |
- |
- |
- |
- |
(1,687) |
- |
(1,687) |
|
At 30 April 2017 |
492 |
657 |
50,646 |
98 |
2,928 |
95,182 |
150,003 |
|
Statement of Cash Flows
For the year ended 30 April 2018
|
2018 £'000 |
2017 £'000 |
Operating activities |
|
|
Profit before tax |
14,889 |
26,150 |
Interest payable |
391 |
359 |
Gains on investments |
(13,454) |
(24,515) |
Currency losses/(gains) |
46 |
(7) |
Increase in other receivables |
(179) |
(150) |
Increase/(decrease) in other payables |
252 |
(144) |
Net cash inflow from operating activities before interest and tax |
1,945 |
1,693 |
Interest paid |
(391) |
(359) |
Irrecoverable overseas tax suffered |
(83) |
(37) |
Net cash inflow from operating activities |
1,471 |
1,297 |
Investing activities |
|
|
Purchases of investments |
(52,510) |
(45,795) |
Sales of investments |
53,337 |
46,574 |
Net cash inflow from investing activities |
827 |
779 |
Financing activities |
|
|
Repurchase of ordinary shares into treasury |
(444) |
(2,593) |
Conversion of subscription shares |
19 |
12 |
Dividends paid |
(2,664) |
(1,687) |
(Decrease)/increase in inter-company loan |
(49) |
110 |
Net cash outflow from financing activities |
(3,138) |
(4,158) |
Net increase in net debt |
(840) |
(2,082) |
Net debt at the start of the year |
(8,988) |
(6,913) |
Effect of foreign exchange rate changes |
(46) |
7 |
Net debt at the end of the year |
(9,874) |
(8,988) |
Bank loans |
(11,000) |
(13,000) |
Cash and cash equivalents |
1,126 |
4,012 |
|
(9,874) |
(8,988) |
(a) Basis of preparation. The financial statements have been prepared on a going concern basis in accordance with International Financial Reporting Standards ("IFRS") as adopted by the European Union including interpretations issued by the IFRS Interpretations Committee and the Companies Act 2006 as applicable to companies reporting under IFRS.
Where presentational guidance set out in the Statement of Recommended Practice ("SORP") for investment trusts and venture capital trusts issued by the Association of Investment Companies ("AIC") in November 2014 and updated in February 2018 is consistent with the requirements of IFRS, the financial statements have been prepared in accordance with the SORP.
The accounting policies which follow set out those policies which apply in preparing the financial statements for the year ended 30 April 2018 have been applied consistently, other than where new policies have been adopted.
The financial statements are presented in Sterling, which is the currency of the primary environment in which the Company operates. All values are rounded to the nearest thousand pounds (£'000) except where otherwise indicated.
|
Year ended 30 April 2018 £'000 |
Year ended 30 April 2017 £'000 |
Investment income* |
|
|
UK dividend income |
2,615 |
2,208 |
UK fixed interest |
104 |
28 |
Overseas dividend income |
529 |
942 |
|
3,248 |
3,178 |
Other income |
|
|
Bank interest |
2 |
6 |
|
2 |
6 |
Total income |
3,250 |
3,184 |
Income from investments |
|
|
UK quoted investments |
2,376 |
1,894 |
UK unquoted investments |
343 |
342 |
Overseas quoted investments |
529 |
942 |
|
3,248 |
3,178 |
* All investments are designated at fair value through profit or loss on initial recognition, therefore all investment income arises on investments at fair value through profit or loss.
|
Year ended 30 April 2018 |
Year ended 30 April 2017 |
||||
|
Revenue |
Capital |
Total |
Revenue |
Capital |
Total |
|
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
Investment management fee |
92 |
829 |
921 |
76 |
688 |
764 |
As at 30 April 2018, £308,000 was outstanding in respect of amounts due to the Investment Manager (2017: £69,000). As the performance of the Company's share price did not meet the criteria required for the payment of a performance fee, no payment has been made (2017: nil).
Set out below are the total dividends recognised in respect of the financial year ended 30 April 2018.
|
Year ended 30 April 2018 £'000 |
Year ended 30 April 2017 £'000 |
2017 second interim dividend of 2.75p per ordinary share (2016: 2.50p) |
1,127 |
1,050 |
2018 first interim dividend of 1.75p per ordinary share (2017: 1.55p) |
717 |
637 |
Special dividend of 2.00p per ordinary share (2017: nil) |
820 |
- |
|
2,664 |
1,687 |
Dividends are recognised in the period in which they are due to be paid and are shown through the Statement of Changes in Equity. Therefore, the Statement of Changes in Equity for the year ended 30 April 2018 reflects the second interim dividend for the year ended 30 April 2017 which was paid on 25 August 2017 together with a special dividend of 2.00p. For the year ended 30 April 2018, a first interim dividend of 1.75p has been paid on 26 January 2018 and a second interim dividend of 3.00p together with a special dividend of 1.60p will be paid on 24 August 2018.
Set out below are the total dividends paid/payable in respect of the financial year ended 30 April 2018.
|
Year ended 30 April 2018 £'000 |
Year ended 30 April 2017 £'000 |
First interim dividend of 1.75p per ordinary share (2017: 1.55p) |
717 |
637 |
Second interim dividend of 3.00p per ordinary share (2017: 2.75p) |
1,129 |
1,127 |
Special dividend of 1.60p per ordinary share (2017: 2.00p) |
656 |
820 |
|
2,602 |
2,584 |
The revenue earnings per ordinary share is based on the revenue profit for the year of £2,603,000 (2017: £2,615,000) and on 40,992,533 (2017: 41,443,082) ordinary shares, being the weighted average number of ordinary shares in issue during the year.
The capital return per ordinary share is based on the capital return for the year of £12,203,000 (2017: £23,498,000) and on 40,992,533 (2017: 41,443,082) ordinary shares, being the weighted average number of ordinary shares in issue during the year.
There was no dilution to the returns for the year ended 30 April 2018 (2017: none) as the Company's issued subscription shares have lapsed on 16 January 2018.
|
2018 Shares |
2018 £'000 |
2017 Shares |
2017 £'000 |
Allotted, called up and fully paid: |
|
|
|
|
Ordinary shares of 1p each |
40,980,974 |
409 |
41,127,975 |
411 |
Ordinary shares of 1p each held in treasury |
152,500 |
2 |
1,223,706 |
12 |
Subscription shares of 1p each |
6,853,639 |
69 |
6,859,138 |
69 |
|
47,987,133 |
480 |
49,210,819 |
492 |
|
Shares |
£'000 |
Movements in ordinary shares during the year: |
|
|
Ordinary shares in issue on 1 May 2017 |
42,127,975 |
411 |
Repurchases of ordinary shares into treasury |
(152,500) |
(2) |
Issue of ordinary shares upon exercise of subscription shares |
5,499 |
- |
Ordinary shares in issue on 30 April 2018 |
40,980,974 |
409 |
The movements in ordinary shares held in treasury during the year are as follows:
|
2018 Shares |
2018 £'000 |
2017 Shares |
2017 £'000 |
Balance brought forward |
1,223,706 |
12 |
734,000 |
7 |
Repurchases of ordinary shares |
152,500 |
2 |
1,040,706 |
11 |
Cancellation of ordinary shares |
(1,223706) |
(12) |
(551,000) |
(6) |
Balance carried forward |
152,500 |
2 |
1,223,706 |
12 |
During the year ended 30 April 2018, a total of 152,500 ordinary shares were repurchased by the Company at a total cost, including transaction costs, of £444,000 for placement in treasury (2017: 1,040,706 ordinary shares were repurchased for placement in treasury for £2,376,000).
The movements in subscription shares during the year are as follows:
|
Shares |
£'000 |
Balance brought forward |
6,859,138 |
69 |
Conversion of subscription shares into ordinary shares |
(5,499) |
- |
Balance carried forward |
6,853,639 |
69 |
During the year, holders of 5,499 (2017: 3,539) subscription shares exercised their rights to covert those shares into ordinary shares at a price of 345 pence per ordinary share, giving a total consideration received of £19,000 (2017: £12,000).
The trustee appointed in accordance with the terms and conditions of the remaining subscription shares had confirmed to the Company that it does not intend to exercise the outstanding subscription shares and therefore the rights attaching to such shares had lapsed on 16 January 2018 with nil value.
Following the year end the remaining subscription shares were converted into deferred shares, repurchased for par value and immediately cancelled.
The net asset value per share is based on the net assets of £161,720,000 (2017: £150,003,000) and on 40,980,974 (2017: 41,127,975) ordinary shares, being the number of ordinary shares in issue at the year end.
There was no dilution effect on net asset value per share at 30 April 2018, as the rights attached to the subscription shares lapsed on 16 January 2018.
The amounts paid to the Investment Manager and amounts outstanding at the year end are disclosed in notes to the Annual Financial Report. However, the existence of an independent Board of Directors demonstrates that the Company is free to pursue its own financial and operating policies and therefore, under IAS 24: Related Party Disclosures, the Investment Manager is not considered to be a related party.
The Company surrendered excess management expenses without payment to Alpha Securities Trading Limited of £495,000 (2017: £445,000). All other transactions with subsidiary undertakings were on an arms length basis. During the year transactions in securities between the Company and its subsidiary undertakings amounted to £nil (2017: £nil).
This Annual Financial Report announcement does not constitute the Company's statutory accounts for the years ended 30 April 2018 and 30 April 2017 but is derived from those accounts. Statutory accounts for the year ended 30 April 2017 have been delivered to the Registrar of Companies. The statutory accounts for the year ended 30 April 2018 and the year ended 30 April 2017 both received an audit report which was unqualified and did not include a reference to any matters to which the auditor drew attention by way of emphasis without qualifying the report and did not include statements under section 498 of the Companies Act 2006. The statutory accounts for the year ended 30 April 2018 have not yet been delivered to the Registrar of Companies and will be delivered following the Annual General Meeting.
The audited Annual Financial Report for the year ended 30 April 2018 will be available to shareholders shortly. Copies may be obtained from the Company's registered office at Cassini House, 57-59 St James's Street, London SW1A 1LD or at the website at artemisalphatrust.co.uk.
The Annual General Meeting of the Company will be held on Thursday, 11 October 2018 at 12.30 pm.
For further information, please contact:
Artemis Fund Managers Limited
Company Secretary
Telephone: 0131 225 7300
1 August 2018