BRITISH EMPIRE TRUST PLC
Announcement of unaudited results for the half year ended 31 March 2016
OBJECTIVE
The investment objective of the Company is to achieve capital growth through a focused portfolio of investments, particularly in companies whose shares stand at a discount to estimated underlying net asset value.
FINANCIAL HIGHLIGHTS
- Net asset value ('NAV') per share on a total return basis increased by 5.6%
- Share price total return 4.6%
- Benchmark index2 increased by 8.6%
- Interim dividend maintained at 2.0p
PERFORMANCE SUMMARY
Net asset value per share (total return) for six months to 31 March 20161 |
|
|
5.6% |
|
|
|
|
Share price total return for six months to 31 March 2016 |
|
|
4.6% |
|
|
|
|
|
31 March 2016 |
30 September 2015 |
% change |
Indices |
|
|
|
MSCI All Country World ex-US Index (£ adjusted total return)2 |
328.64 |
302.67 |
8.6 |
MSCI All Country World ex-US Value Index (£ adjusted total return) |
192.99 |
180.95 |
6.7 |
Morningstar Investment Trust Global Growth Index3 |
163.15 |
150.38 |
8.5 |
MSCI All Country World Index (£ adjusted total return) |
526.28 |
473.10 |
11.2 |
|
|
|
|
Discount |
|
|
|
(difference between share price and net asset value)4 |
12.7% |
11.6% |
|
|
|
|
|
|
Six months to |
Six months to |
|
|
31 March 2016 |
31 March 2015 |
|
Earnings and Dividends |
|
|
|
Investment income |
£7.07m |
£6.54m |
|
Revenue earnings per share |
3.91p |
3.25p |
|
Capital earnings per share |
28.04p |
35.47p |
|
Total earnings per share |
31.95p |
38.72p |
|
Ordinary dividends per share |
2.00p |
2.00p |
|
|
|
|
|
Ongoing Charges Ratio (annualised) |
|
|
|
Management, marketing and other expenses (as percentage of average shareholders' funds) |
0.91% |
0.86% |
|
|
|
|
|
Period Highs/Lows |
High |
Low |
|
Net asset value per share |
551.04 |
477.24 |
|
Net asset value per share (debt at fair value) |
547.80 |
470.96 |
|
Share price (mid market) |
478.00 |
412.00 |
|
1 As per guidelines issued by the Association of Investment Companies ('AIC'), performance is calculated using net asset values per share inclusive of accrued income and debt marked to fair value.
2 The lead benchmark is the MSCI All Country World ex-US Index.
3 The Morningstar Investment Trust Global Growth Index (total return basis), formerly known as Fundamental Data Global Growth Investment Trust Index, is subject to revision and the figures are as at 14 April 2016.
4 As per guidelines issued by the AIC, the discount is calculated using the net asset value per share inclusive of accrued income and with the debt at fair value.
Buy-backs
During the period, the Company purchased 3,357,685 Ordinary Shares, all of which have been placed into treasury.
CAPITAL STRUCTURE
as at 31 March 2016
The Company's capital structure comprises Ordinary Shares, Debenture Stock and Unsecured Loan Notes.
|
|
Mid market price/ fair value |
Market capitalisation |
Fair value |
130,905,526* |
Ordinary Shares |
467.50p |
£611.98 |
|
£15,000,000 |
81/8% Debenture Stock 2023 |
128.25p |
£19.24 |
|
£30,000,000 |
4.184% Series A Sterling Unsecured Loan 2036 |
107.50p** |
|
£32.25 |
€30,000,000 |
3.249% Series B Euro Unsecured Loan 2036 |
118.06c** |
|
€35.42 |
|
|
|
|
|
* Excluding 29,108,563 shares held in treasury.
** Unlisted unsecured loan notes valued at fair value determined by reference to prevailing market interest and exchange values.
CHAIRMAN'S STATEMENT
Strone Macpherson
Chairman
23 May 2016
INVESTMENT MANAGER'S REPORT
Contributors and Detractors |
|
|
|
|
% of total assets less current liabilities as at 31 March 2016 |
Contributors |
|
|
Symphony International Holdings |
1.1% |
4.5% |
Jardine Matheson Holdings |
0.9% |
0.0%* |
Hudson's Bay |
0.8% |
3.5% |
Investor AB 'A' |
0.7% |
5.7% |
Pargesa |
0.6% |
4.8% |
|
|
|
Detractors |
|
|
Bollore |
-0.1% |
2.6% |
Rallye |
-0.1% |
0.0%* |
Sacyr |
-0.3% |
0.0%* |
Dundee Corporation |
-0.5% |
0.0%* |
Dolphin Capital Investors |
-0.7% |
0.7% |
|
|
|
* Sold prior to 31 March 2016. |
Source Asset Value Investors. |
Portfolio Review
Outlook
Joe Bauernfreund
Asset Value Investors Limited
23 May 2016
INVESTMENT PORTFOLIO
INVESTMENTS AT 31 MARCH 2016 |
|
|
|
|
|
Company |
Nature of business |
% of |
Cost |
Valuation |
% of |
Investor AB 'A' |
Investment Holding Company |
0.59 |
21,507 |
44,464 |
5.70 |
Investment AB Kinnevik 'B' |
Investment Holding Company |
0.84 |
39,257 |
38,994 |
5.00 |
Wendel |
Investment Holding Company |
1.04 |
37,959 |
37,906 |
4.85 |
Pargesa |
Investment Holding Company |
1.08 |
36,203 |
37,097 |
4.75 |
Symphony International Holdings |
Investment Company |
12.67 |
27,979 |
34,691 |
4.45 |
NB Private Equity Partners |
Investment Company |
9.68 |
28,401 |
34,340 |
4.40 |
J.P. Morgan Private Equity |
Investment Company |
15.12 |
27,940 |
32,611 |
4.18 |
AP Alternative Assets |
Investment Company |
1.98 |
17,587 |
32,147 |
4.12 |
Aker ASA |
Investment Holding Company |
3.12 |
36,443 |
30,162 |
3.87 |
DWS Vietnam Fund |
Investment Company |
16.34 |
21,678 |
29,319 |
3.76 |
Top ten investments |
|
|
294,954 |
351,731 |
45.08 |
Hudson's Bay |
Retail Holding Company |
1.45 |
21,822 |
27,146 |
3.48 |
Conwert Immobilien |
Real Estate Investment Company |
2.56 |
23,148 |
26,928 |
3.45 |
Swire Pacific |
Investment Holding Company |
0.66 |
26,856 |
26,897 |
3.45 |
Mitsui Fudosan |
Real Estate Investment Company |
0.15 |
27,203 |
26,016 |
3.33 |
Better Capital (2009) |
Investment Company |
15.47 |
24,109 |
25,911 |
3.32 |
Toyota Industries |
Investment Holding Company |
0.24 |
28,250 |
24,876 |
3.19 |
Jardine Strategic |
Investment Holding Company |
0.10 |
21,745 |
23,386 |
3.00 |
Hitachi |
Conglomerate |
0.15 |
31,607 |
23,193 |
2.97 |
Bollore |
Investment Holding Company |
0.26 |
21,315 |
20,525 |
2.63 |
DIC Asset |
Real Estate Investment Company |
4.41 |
19,716 |
19,709 |
2.53 |
Top twenty investments |
|
|
540,725 |
596,318 |
76.43 |
Adler Real Estate |
Real Estate Investment Company |
4.63 |
26,102 |
19,358 |
2.48 |
First Pacific |
Investment Holding Company |
0.82 |
24,476 |
18,087 |
2.32 |
Empiric Student Property |
Real Estate Investment Company |
3.21 |
17,185 |
17,626 |
2.26 |
Ecofin Water & Power Opportunities |
Investment Company |
7.21 |
22,737 |
17,129 |
2.20 |
Brookfield Canada Office Properties |
Real Estate Investment Company |
3.97 |
17,391 |
16,366 |
2.10 |
Riverstone Energy |
Investment Company |
1.95 |
12,916 |
13,340 |
1.71 |
SC Fondul Proprietatea - USD |
Investment Company |
0.02 |
14,850 |
13,067 |
1.67 |
BlackRock World Mining Trust |
Investment Company |
3.33 |
18,483 |
12,845 |
1.65 |
GP Investments |
Investment Company |
11.47 |
11,432 |
12,699 |
1.63 |
Pantheon International - Redeemable Shares |
Investment Company |
2.77 |
7,905 |
10,171 |
1.30 |
Top thirty investments |
|
|
714,202 |
747,006 |
95.75 |
LMS Capital |
Investment Company |
12.73 |
9,331 |
8,569 |
1.10 |
Dragon Capital Vietnam Property Fund |
Real Estate Investment Company |
15.40 |
4,729 |
5,280 |
0.67 |
Dolphin Capital Investors |
Real Estate Investment Company |
7.19 |
21,352 |
5,203 |
0.67 |
Digital Garage |
Investment Holding Company |
0.57 |
3,570 |
3,444 |
0.44 |
Ashmore Global Opportunities - GBP |
Investment Company |
13.3* |
2,611 |
2,708 |
0.35 |
SC Fondul Proprietatea - RON |
Investment Company |
0.07 |
1,065 |
1,103 |
0.14 |
Total equity investments |
|
|
756,860 |
773,313 |
99.12 |
|
|
|
|
|
|
Total investments |
|
|
756,860 |
773,313 |
99.12 |
Net current assets |
|
|
|
6,855 |
0.88 |
Total assets less current liabilities |
|
|
|
780,168 |
100.00 |
* Represents % of the total voting rights of the company.
STATEMENT OF COMPREHENSIVE INCOME
for the six months ended 31 March 2016
|
|
For the six months to 31 March 2016 (unaudited) |
For the six months to 31 March 2015 (unaudited) |
For the year to 30 September 2015 (audited) |
||||||
|
|
Revenue |
Capital |
|
Revenue |
Capital |
|
Revenue |
Capital |
|
|
|
return |
return |
Total |
return |
return |
Total |
return |
return |
Total |
|
Notes |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
Income |
|
|
|
|
|
|
|
|
|
|
Investment income |
2 |
7,071 |
- |
7,071 |
6,541 |
- |
6,541 |
20,934 |
- |
20,934 |
Gains/(losses) on investments held at fair value |
|
- |
42,507 |
42,507 |
- |
51,708 |
51,708 |
- |
(76,232) |
(76,232) |
Foreign exchange forward contract1 |
|
- |
(3,558) |
(3,558) |
- |
613 |
613 |
- |
(27) |
(27) |
Exchange losses on currency balances |
|
- |
(16) |
(16) |
- |
(66) |
(66) |
- |
(294) |
(294) |
Exchange losses on loan revaluation |
|
- |
(824) |
(824) |
- |
- |
- |
- |
- |
- |
|
|
7,071 |
38,109 |
45,180 |
6,541 |
52,255 |
58,796 |
20,934 |
(76,553) |
(55,619) |
Expenses |
|
|
|
|
|
|
|
|
|
|
Investment management fee |
|
(740) |
(1,727) |
(2,467) |
(858) |
(2,003) |
(2,861) |
(1,707) |
(3,983) |
(5,690) |
Other expenses (including irrecoverable VAT) |
|
(738) |
- |
(738) |
(674) |
- |
(674) |
(1,366) |
- |
(1,366) |
Profit/(loss) before finance costs and tax |
|
5,593 |
36,382 |
41,975 |
5,009 |
50,252 |
55,261 |
17,861 |
(80,536) |
(62,675) |
Finance costs |
|
(313) |
(748) |
(1,061) |
(187) |
(440) |
(627) |
(375) |
(883) |
(1,258) |
|
|
|
|
|
|
|
|
|
|
|
Profit/(loss) before taxation |
|
5,280 |
35,634 |
40,914 |
4,822 |
49,812 |
54,634 |
17,486 |
(81,419) |
(63,933) |
Taxation |
|
(91) |
1,580 |
1,489 |
(262) |
- |
(262) |
(1,218) |
(1,560) |
(2,778) |
Profit/(loss) for the period |
|
5,189 |
37,214 |
42,403 |
4,560 |
49,812 |
54,372 |
16,268 |
(82,979) |
(66,711) |
|
|
|
|
|
|
|
|
|
|
|
Basic and diluted earnings per Ordinary Share |
3 |
3.91p |
28.04p |
31.95p |
3.25p |
35.47p |
38.72p |
11.75p |
(59.95p) |
(48.20p) |
1 (Loss)/gain on forward exchange contracts held at fair value.
The total column of this statement is the profit and loss account of the Company. The revenue return
and capital return columns are supplementary and are prepared under the guidance published by the AIC.
All items in the above statement derive from continuing operations.
All income is attributable to the equity holders of British Empire Trust plc. There are no minority interests.
There were no items of other comprehensive income in the period and therefore the profit/(loss) for the
period is also the total comprehensive income/(loss) for the period.
STATEMENT OF CHANGES IN EQUITY
for the six months ended 31 March 2016
|
Ordinary |
Capital |
|
|
|
|
|
|
share |
redemption |
Share |
Capital |
Merger |
Revenue |
|
|
capital |
reserve |
premium |
reserve |
reserve |
reserve |
Total |
|
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
For the six months to 31 March 2015 (unaudited) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as at 30 September 2014 |
16,001 |
2,934 |
28,078 |
704,809 |
41,406 |
33,756 |
826,984 |
Ordinary Shares bought back and held in treasury (see note 5) |
- |
- |
- |
(30,522) |
- |
- |
(30,522) |
Total comprehensive income for the period |
- |
- |
- |
49,812 |
- |
4,560 |
54,372 |
Ordinary dividends paid |
- |
- |
- |
- |
- |
(12,015) |
(12,015) |
Balance as at 31 March 2015 |
16,001 |
2,934 |
28,078 |
724,099 |
41,406 |
26,301 |
838,819 |
For the year ended 30 September 2015
(audited)
|
|
|
|
|
|
|
|
Balance as at 30 September 2014 |
16,001 |
2,934 |
28,078 |
704,809 |
41,406 |
33,756 |
826,984 |
Ordinary Shares bought back and held in treasury (see note 5) |
- |
- |
- |
(47,968) |
- |
- |
(47,968) |
Total comprehensive income for the year |
- |
- |
- |
(82,979) |
- |
16,268 |
(66,711) |
Ordinary dividends paid (see note 6) |
- |
- |
- |
- |
- |
(14,763) |
(14,763) |
Balance as at 30 September 2015 |
16,001 |
2,934 |
28,078 |
573,862 |
41,406 |
35,261 |
697,542 |
For the six months to 31 March 2016
(unaudited)
|
|
|
|
|
|
|
|
Balance as at 30 September 2015 |
16,001 |
2,934 |
28,078 |
573,862 |
41,406 |
35,261 |
697,542 |
Ordinary Shares bought back and held in treasury (see note 5) |
- |
- |
- |
(15,363) |
- |
- |
(15,363) |
Total comprehensive income for the period |
- |
- |
- |
37,214 |
- |
5,189 |
42,403 |
Ordinary dividends paid (see note 6) |
- |
- |
- |
- |
- |
(12,914) |
(12,914) |
Balance as at 31 March 2016 |
16,001 |
2,934 |
28,078 |
595,713 |
41,406 |
27,536 |
711,668 |
BALANCE SHEET
as at 31 March 2016
|
Notes |
At |
At |
At |
Non-current assets |
|
|
|
|
Investments held at fair value through profit or loss |
|
773,313 |
826,758 |
707,047 |
|
|
773,313 |
826,758 |
707,047 |
Current assets |
|
|
|
|
Sales for future settlement |
|
1,407 |
1,807 |
- |
Other receivables |
|
6,529 |
5,167 |
4,121 |
Cash and cash equivalents |
|
2,446 |
22,335 |
6,649 |
|
|
10,382 |
29,309 |
10,770 |
Total assets |
|
783,695 |
856,067 |
717,817 |
|
|
|
|
|
Current liabilities |
|
|
|
|
Purchases for future settlement |
|
(1,123) |
(916) |
- |
Foreign exchange forward contracts held at fair value through profit or loss |
|
- |
(121) |
(3,181) |
Other payables |
|
(2,404) |
(1,253) |
(2,151) |
|
|
(3,527) |
(2,290) |
(5,332) |
|
|
|
|
|
Total assets less current liabilities |
|
780,168 |
853,777 |
712,485 |
|
|
|
|
|
Non-current liabilities |
|
|
|
|
81/8% Debenture Stock 2023 |
|
(14,947) |
(14,939) |
(14,943) |
4.184% Series A Sterling Unsecured Loan 2036 |
|
(29,868) |
- |
- |
3.249% Series B Euro Unsecured Loan 2036 |
|
(23,685) |
- |
- |
Provision for deferred tax |
|
- |
(19) |
- |
Net assets |
|
711,668 |
838,819 |
697,542 |
Equity attributable to equity shareholders |
|
|
|
|
Ordinary share capital |
|
16,001 |
16,001 |
16,001 |
Capital redemption reserve |
|
2,934 |
2,934 |
2,934 |
Share premium |
|
28,078 |
28,078 |
28,078 |
Capital reserve |
|
595,713 |
724,099 |
573,862 |
Merger reserve |
|
41,406 |
41,406 |
41,406 |
Revenue reserve |
|
27,536 |
26,301 |
35,261 |
Total equity |
711,668 |
838,819 |
697,542 |
|
|
|
|
|
|
Net asset value per Ordinary Share - basic and diluted |
4 |
543.65p |
609.08p |
519.53p |
|
|
|
|
|
Number of shares in issue excluding |
130,905,526 |
137,718,734 |
134,263,211 |
Registered in England & Wales No. 28203
CASH FLOW STATEMENT
for the six months ended 31 March 2016
|
Six months to |
Six months to |
Year to |
||
|
£'000 |
£'000 |
£'000 |
||
Reconciliation of profit/(loss) before taxation to net cash inflow from operating activities |
|
|
|
||
Profit/(loss) before taxation |
40,914 |
54,634 |
(63,933) |
|
|
Realised exchange losses on currency balances |
4,398 |
66 |
325 |
||
Gains/(losses) on investments held at fair value through profit or loss |
(42,507) |
(51,708) |
76,232 |
||
Purchases of investments |
(309,677) |
(424,971) |
(454,845) |
||
Sales of investments |
285,963 |
484,988 |
508,265 |
||
Return of capital from subsidiary |
- |
- |
250 |
||
Loss on foreign exchange forward contracts |
(6,739) |
- |
- |
||
Increase in other receivables |
(3,929) |
(2,772) |
(40) |
||
(Decrease)/increase in creditors |
(56) |
(125) |
2,729 |
||
Taxation |
3,010 |
567 |
(3,634) |
||
Amortisation of debenture issue expenses |
6 |
4 |
7 |
||
Net cash (outflow)/inflow from operating activities |
(28,617) |
60,683 |
65,356 |
||
|
|
|
|
||
Financing activities |
|
|
|
||
Dividends paid |
(12,914) |
(12,015) |
(14,763) |
||
Payments for Ordinary Shares bought back and held in treasury |
(15,382) |
(32,393) |
(49,613) |
||
Unsecured loan notes |
52,726 |
- |
- |
||
Cash inflow/(outflow) from financing activities |
24,430 |
(44,408) |
(64,376) |
||
|
|
|
|
||
(Decrease)/increase in cash and cash equivalents |
(4,187) |
16,275 |
980 |
||
Exchange movements |
(16) |
66 |
(325) |
||
Change in cash and cash equivalents |
(4,203) |
16,341 |
655 |
||
Cash and cash equivalents at beginning of period |
6,649 |
5,994 |
5,994 |
||
Cash and cash equivalents at end of period |
2,446 |
22,335 |
6,649 |
||
|
|
|
|
||
Cash and cash equivalents received/(paid) during the period includes: |
|
|
|
||
- dividends received |
6,969 |
3,933 |
20,883 |
||
- interest received |
26 |
6 |
22 |
||
- interest paid |
(1,043) |
(627) |
(1,251) |
||
NOTES TO THE FINANCIAL STATEMENTS
for the six months ended 31 March 2016
1. Significant accounting policies
The condensed financial statements of the Company have been prepared in accordance with International Financial Reporting Standards ('IFRS') as adopted by the European Union and the Companies Act 2006 applicable to companies reporting under IFRS. The accounting policies and methods of computation followed in these half-year financial statements are consistent with the most recent annual financial statements for the year ended 30 September 2015, except for the adoption of new standards effective 1 January 2016.
The following standards were adopted in the Annual Report for the year ended 30 September 2015. The comparatives for the period ended 31 March 2015 were not impacted by the adoption of the standards.
IFRS 10 Consolidated Financial Statements
IFRS 10 sets out the principles for the presentation and preparation of consolidated financial statements and establishes a single control model that applies to all entities including special purpose entities. In addition, IFRS 10 includes an exception from consolidation for entities which meet the definition of an investment entity, and requires such entities to recognise substantially all investments at fair value through profit or loss. The Company has made the significant accounting judgement that it does meet the criteria of an investment entity. Accordingly, the Company is no longer required to prepare consolidated financial statements and so has prepared individual company accounts, with only individual company comparatives as required by International Accounting Standard ('IAS') 1.
IFRS 12 Disclosure of Interests in Other Entities
IFRS 12 sets out the requirements for disclosures relating to an entity's interests in subsidiaries, joint arrangements, associates and structured entities. The requirements in IFRS 12 are more comprehensive than the previously existing disclosure requirements. The standard did not have a significant impact on the financial statements of the Company. The Company's one subsidiary, BEST Securities Limited, has not been consolidated.
Going concern
The Directors have carefully reviewed the Company's current financial resources and the projected expenses of the Company for the next 12 months. On the basis of that review and as the majority of net assets are securities which are traded on recognised stock exchanges, the Directors are satisfied that the Company's resources are adequate for continuing in business for the foreseeable future (being a period of at least 12 months from the date this Half Year Report is approved) that it is appropriate to prepare the Company's financial statements on a going concern basis.
The half-year financial statements have been prepared in accordance with IAS 34 "Interim Financial Reporting".
These financial statements are presented in Sterling as this is the currency of the primary economic environment in which the Company operates.
Comparative information
The financial information contained in this Half Year Report does not constitute statutory accounts as defined in Section 435(1) of the Companies Act 2006. The financial information for the half-year periods ended 31 March 2015 and 31 March 2016 has not been audited but has been reviewed by the Company's Auditor and their report can be found below. The figures and financial information for the year ended 30 September 2015 are an extract from the latest published audited financial statements and do not constitute statutory accounts for that year. Those accounts have been delivered to the Registrar of Companies and include the report of the Auditor, which was unqualified and did not contain a statement under either Section 498(2) or 498(3) of the Companies Act 2006.
2. Income
|
Six months to |
Six months to |
|
|
31 March |
31 March |
Year to |
|
2016 |
2015 |
30 September |
|
(unaudited) |
(unaudited) |
2015 |
|
£'000 |
£'000 |
£'000 |
Income from investments |
|
|
|
Dividends received from listed investments |
6,969 |
6,534 |
20,883 |
|
|
|
|
Other income |
|
|
|
Deposit interest |
25 |
7 |
22 |
Other income |
77 |
- |
29 |
|
102 |
7 |
51 |
Total income |
7,071 |
6,541 |
20,934 |
3. Earnings per Ordinary Share
|
|
|
|
|
Six months to |
Six months to |
|
|
31 March 2016 |
31 March 2015 |
Year to 30 September |
|
(unaudited) |
(unaudited) |
2015 |
Total earnings per Ordinary Share |
|
|
|
Total profit |
£42,403,000 |
£54,372,000 |
(£66,711,000) |
Weighted average number of Ordinary Shares in issue during the period |
132,729,324 |
140,416,254 |
138,417,127 |
Total earnings per Ordinary Share |
31.95p |
38.72p |
(48.20p) |
|
|
|
|
Revenue earnings per Ordinary Share |
|
|
|
Revenue profit |
£5,189,000 |
£4,560,000 |
£16,268,000 |
Weighted average number of Ordinary Shares in issue during the period |
132,729,324 |
140,416,254 |
138,417,127 |
Revenue earnings per Ordinary Share |
3.91p |
3.25p |
11.75p |
|
|
|
|
Capital earnings per Ordinary Share |
|
|
|
Capital profit |
£37,214,000 |
£49,812,000 |
(£82,979,000) |
Weighted average number of Ordinary Shares in issue during the period |
132,729,324 |
140,416,254 |
138,417,127 |
Capital earnings per Ordinary Share |
28.04p |
35.47p |
(59.95p) |
4. Net asset value per Ordinary Share
The net asset value per Ordinary Share is based on net assets of £711,668,000 (31 March 2015: £838,819,000; 30 September 2015: £697,542,000) and on 130,905,526 (31 March 2015: 137,718,734; 30 September 2015: 134,263,211) Ordinary Shares, being the number of Ordinary Shares in issue excluding shares held in treasury at the period ends.
5. Share capital
During the period, 3,357,685 (six months to 31 March 2015: 5,876,138; year ended 30 September 2015: 9,331,661) Ordinary Shares were bought back and placed in treasury for an aggregate consideration of £15,363,000 (six months to 31 March 2015: £30,522,000; year ended 30 September 2015: £47,968,000). No Ordinary Shares were bought back and cancelled in the period (six months to 31 March 2015: nil; year ended 30 September 2015: nil).
6. Dividends
During the period, the Company paid a final dividend of 9.7p per Ordinary Share for the year ended 30 September 2015 on 6 January 2016 to ordinary shareholders on the register at 4 December 2015 (ex-dividend 3 December 2015).
The interim dividend of 2.0p per Ordinary Share for the period ended 31 March 2016 has been declared and will be paid on 30 June 2016 to ordinary shareholders on the register at the close of business on 10 June 2016 (ex-dividend 9 June 2016).
7. Principal risks
The principal risks which the Company faces include, but are not limited to, exposure to:
- Investment risk
- Market price risk
- Foreign currency risk
- Interest rate risk
- Liquidity risk
- Credit risk
Details of the Company's management of these risks and exposure to them is set out in the Company's Annual Report for the year ended 30 September 2015. The Company has issued fixed-rate unsecured loan notes, as set out in the Chairman's Statement and note 8. Apart from the issue of the unsecured loan notes, there have been no changes to the management of, or exposure to these risks since that date.
8. Fair values and amortised values of financial assets and financial liabilities
The Company's 81/8% Debenture Stock 2023 and unsecured loan notes are measured at amortised cost, the other financial assets and financial liabilities of the Company are carried in the Balance Sheet at an approximate to their fair value. The fair value is the amount at which the asset could be sold or the liability transferred in an orderly transaction between market participants, at the measurement date, other than a forced or liquidation sale.
|
At 31 March 2016 |
At 31 March 2015 |
At 30 September 2015 |
|||
|
Book value |
Fair value |
Book value |
Fair value |
Book value |
Fair value |
|
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
81/8% Debenture Stock 2023 |
(14,947) |
(19,238) |
(14,939) |
(19,275) |
(14,943) |
(19,275) |
4.184% Series A Sterling Unsecured Loan 2036 |
(29,868) |
(32,251) |
- |
- |
- |
- |
3.249% Series B Euro Unsecured Loan 2036 |
(23,685) |
(28,082) |
- |
- |
- |
- |
|
(68,500) |
(79,571) |
(14,939) |
(19,275) |
(14,943) |
(19,275) |
Quoted market prices have been used to determine the fair value of the Company's Debenture Stock and therefore it would be categorised as level 1 under the fair value hierarchy. As there is no publicly available price for the Company's unsecured loan notes, their fair market value has been derived by calculating the relative premium (or discount) of the loan notes versus the publicly available market price of the reference market instrument and exchange rates. As this price is derived by model, it would be categorised as level 3 under the fair value hierarchy.
Fair value hierarchy
The Company measures fair values using the following hierarchy that reflects the significance of the inputs used in making the measurements.
Categorisation within the hierarchy has been determined on the basis of the lowest level input that is significant to the fair value measurement of the relevant assets as follows:
· Level 1 - valued using quoted prices, unadjusted in active markets for identical assets or liabilities.
· Level 2 - valued by reference to valuation techniques using observable inputs for the asset or liability other than quoted prices included in level 1.
· Level 3 - valued by reference to valuation techniques using inputs that are not based on observable market data for the asset or liability.
The tables below set out fair value measurements of financial instruments as at the period end, by the level in the fair value hierarchy into which the fair value measurement is categorised.
Financial assets at fair value through profit or loss at 31 March 2016 |
Level 1 |
Level 2 |
Level 3 |
Total |
£'000 |
£'000 |
£'000 |
£'000 |
|
Equity investments |
768,033 |
5,280 |
- |
773,313 |
|
768,033 |
5,280 |
- |
773,313 |
There have been no transfers during the period between levels 1 and 2 fair value measurements and no transfers into or out of level 3 fair value measurements.
Financial assets at fair value through profit or loss at 31 March 2015 |
Level 1 |
Level 2 |
Level 3 |
Total |
£'000 |
£'000 |
£'000 |
£'000 |
|
Equity investments |
808,144 |
- |
427 |
808,571 |
Fixed interest bearing securities |
18,187 |
- |
- |
18,187 |
|
826,331 |
- |
427 |
826,758 |
Financial assets at fair value through profit or loss at 30 September 2015 |
Level 1 |
Level 2 |
Level 3 |
Total |
£'000 |
£'000 |
£'000 |
£'000 |
|
Equity investments |
687,750 |
4,319 |
- |
692,069 |
Fixed interest bearing securities |
14,978 |
- |
- |
14,978 |
|
702,728 |
4,319 |
- |
707,047 |
Financial liabilities at amortised cost at 31 March 2016 |
Level 1 |
Level 2 |
Level 3 |
Total |
||
£'000 |
£'000 |
£'000 |
£'000 |
|||
Debenture stock |
|
|
(14,947) |
- |
- |
(14,947) |
Unsecured loan notes |
|
|
- |
- |
(53,553) |
(53,553) |
|
|
|
(14,947) |
- |
(53,553) |
(68,500) |
|
Level 1 |
Level 2 |
Level 3 |
Total |
||
Financial liabilities at 31 March 2015 |
£'000 |
£'000 |
£'000 |
£'000 |
||
Debenture stock recognised at amortised cost |
|
|
(14,939) |
- |
- |
(14,939) |
Foreign exchange forward contracts recognised at fair value through profit or loss |
|
|
- |
(121) |
- |
(121) |
|
|
|
(14,939) |
(121) |
- |
(15,060) |
|
Level 1 |
Level 2 |
Level 3 |
Total |
||
Financial liabilities at 30 September 2015 |
£'000 |
£'000 |
£'000 |
£'000 |
||
Debenture stock recognised at amortised cost |
|
|
(14,943) |
- |
- |
(14,943) |
Foreign exchange forward contracts recognised at fair value through profit or loss |
|
|
- |
(3,181) |
- |
(3,181) |
|
|
|
(14,943) |
(3,181) |
- |
(18,124) |
The following table summarises the Company's level 3 investments that were accounted for at fair value in the six months to 31 March 2016.
|
At 31 March |
At 31 March |
At 30 September |
Opening fair value of investments |
- |
2,616 |
2,616 |
Transfer from level 1 to level 3 investment |
- |
- |
- |
Purchase at cost |
- |
- |
- |
Sales proceeds |
- |
- |
(137) |
Total gains or losses included in gains on investments in the Statement of Comprehensive Income |
|
|
|
|
|
|
|
- on sold assets |
- |
- |
(5,032) |
- on assets held at the period end |
- |
- |
- |
Movement in investment holding gains |
|
|
|
- reversal of unrealised |
- |
- |
2,553 |
- movement in unrealised |
- |
(2,189) |
- |
Closing fair value of investments |
- |
427 |
- |
If the inputs used to measure fair value are categorised into different levels of the hierarchy, the investment is categorised entirely according to the lowest priority level that is significant to the fair value measurement of the relevant asset or liability. The Company's unquoted investments are categorised as level 3 and their fair values are determined in accordance with the International Private Equity and Venture Capital Valuation guidelines.
9. Related parties and transactions with the Investment Manager
The Company paid management fees to Asset Value Investors Limited during the period amounting to £2,467,000 (six months to 31 March 2015: £2,861,000; year ended 30 September 2015: £5,690,000).
Fees paid to Directors for the six months ended 31 March 2016 amounted to £67,000 (six months to 31 March 2015: £67,000; year ended 30 September 2015: £135,000).
At the half-year end, the following amounts were outstanding in respect of management fees: £nil (31 March 2015: £471,000; 30 September 2015: £454,000).
Strone Macpherson is chairman of Close Brothers Group plc, the ultimate parent of Winterflood Securities Limited. Winterflood acts as the Company's Corporate Broker and is paid a retainer of £25,000 per annum by the Company.
INTERIM MANAGEMENT REPORT
There have been no changes to the related party disclosures set out in the Annual Report for the year ended 30 September 2015, except as set out in note 9 to the financial statements.
The Directors consider that the Chairman's Statement, the Investment Manager's Report, the statement on related party disclosures and the Directors' Responsibility Statement below, together constitute the Interim Management Report of the Company for the half year to 31 March 2016 and satisfy the requirements of the FCA's Disclosure and Transparency Rules ('DTR') 4.2.3 to 4.2.11.
DIRECTORS' RESPONSIBILITY STATEMENT
The non-executive Directors (listed below) confirm that to the best of their knowledge:
a) the condensed set of financial statements, which has been prepared in accordance with IAS 34, gives a true and fair view of the assets, liabilities, financial position and profit of the Company for the period ended 31 March 2016;
b) the Interim Management Report includes a fair review, under DTR 4.2.7R, of important events that have occurred during the first six months of the financial year, and their impact on the condensed set of financial statements, and a description of the principal risks and uncertainties for the remaining six months of the financial year; and
c) the Interim Management Report includes a fair review of the information concerning related party transactions as required by DTR 4.2.8R.
Strone Macpherson
Chairman
23 May 2016
INDEPENDENT REVIEW REPORT TO BRITISH EMPIRE TRUST PLC
Introduction
We have been engaged by the Company to review the condensed set of financial statements in the half-year financial report for the six months ended 31 March 2016, which comprises the Statement of Comprehensive Income, Statement of Changes in Equity, Balance Sheet, Cash Flow Statement and the related notes 1 to 9. We have read the other information contained in the half-year financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.
This report is made solely to the Company in accordance with guidance contained in the International Standard on Review Engagements 2410 (UK and Ireland) "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing Practices Board. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company, for our work, for this report, or for the conclusions we have formed.
Directors' Responsibilities
The half-year financial report is the responsibility of, and has been approved by, the Directors. The Directors are responsible for preparing the half-year financial report in accordance with the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority.
As disclosed in note 1, the annual financial statements of the Company are prepared in accordance with IFRSs as adopted by the European Union. The condensed set of financial statements included in this half-year financial report have been prepared in accordance with International Accounting Standard 34, "Interim Financial Reporting", as adopted by the European Union.
Our Responsibility
Our responsibility is to express to the Company a conclusion on the condensed set of financial statements in the half-year financial report based on our review.
Scope of Review
We conducted our review in accordance with International Standard on Review Engagements 2410 (UK and Ireland), "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing Practices Board for use in the United Kingdom. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK and Ireland) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Conclusion
Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the half-year financial report for the six months ended 31 March 2016 are not prepared, in all material respects, in accordance with International Accounting Standard 34 as adopted by the European Union and the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority.
Ernst & Young LLP
London
23 May 2016
SHAREHOLDER INFORMATION
Dividends
Shareholders who wish to have dividends paid directly into a bank account rather than by cheque to their registered address can complete a mandate form for the purpose. Mandate forms may be obtained from Equiniti Limited, Aspect House, Spencer Road, Lancing, West Sussex BN99 6DA on request or downloaded from Equinti's website www.shareview.com. The Company operates the BACS system for the payment of dividends. Where dividends are paid directly into shareholders' bank accounts, dividend tax vouchers are sent to shareholders' registered addresses.
Share Prices
The Company's Ordinary Shares are listed on the London Stock Exchange under 'Investment Trusts'. Prices are given daily in The Financial Times, The Times, The Daily Telegraph, The Scotsman and The Evening Standard.
Change of Address
Communications with shareholders are mailed to the last address held on the share register. Any change or amendment should be notified to Equiniti Limited at the address given above, under the signature of the registered holder.
Daily Net Asset Value
The net asset value of the Company's shares can be obtained by contacting Customer Services on 0845 850 0181 or via the website: www.british-empire.co.uk.
AVI ISA
The AVI Stocks and Shares Individual Savings Account ('ISA') is a savings account that allows you to invest in stocks and shares in line with HM Revenue & Customs limitations.
AVI Share Plan
The AVI Share Plan is a savings plan which aims to provide a simple and low cost way for private investors to purchase shares in British Empire Trust plc. Lump sum payments or regular monthly deposits can be made to the Share Plan.
For further information contact Customer Services on 0845 850 0181
Call charges may apply
COMPANY INFORMATION
Directors
Strone Macpherson (Chairman)
Steven Bates
Andrew Robson
Susan Noble
Nigel Rich
Secretary
Capita Company Secretarial Services Limited
Beaufort House
51 New North Road
Exeter
Devon EX4 4EP
Registered Office
Beaufort House
51 New North Road
Exeter
Devon EX4 4EP
Registered in England & Wales
No. 28203
Investment Manager and AIFM
Asset Value Investors Limited
25 Berkeley Square
London W1J 6HN
Registrar and Transfer Office
Equiniti Limited
Aspect House
Spencer Road
Lancing
West Sussex BN99 6DA
Registrar's Shareholder Helpline
Tel. 0371 384 2490
Lines are open 8.30am to 5.30pm, Monday to Friday.
Registrar's Broker Helpline
Tel. 0906 559 6025
Calls to this number cost £1 per minute from a BT Landline,
other providers' costs may vary. Lines are open 8.30am to
5.30pm, Monday to Friday.
Corporate Broker
Winterflood Securities Limited
The Atrium Building
Cannon Bridge
25 Dowgate Hill
London EC2R 2GA
Auditor
Ernst & Young LLP
25 Churchill Place
Canary Wharf
London E14 5EY
Depositary
J.P. Morgan Europe Limited
25 Bank Street
London E14 5JP
Banker and Custodian
JPMorgan Chase Bank NA
125 London Wall
London EC2Y 5AJ
Solicitors
Herbert Smith Freehills LLP
Exchange Square
Primrose Street
London EC2A 2HS
Copies of the Half Year Report
Printed copies of this Half Year Report will be sent to shareholders shortly. Additional copies may be obtained from the Company Secretary - Capita Company Secretarial Services Limited, Beaufort House, 51 New North Road, Exeter EX4 4EP.
A copy of the Half Year Report can be viewed and downloaded from the Company's website:
The content of the Company's web-pages and the content of any website or pages which may be accessed through hyperlinks on the Company's web-pages or this announcement is neither incorporated into nor forms part of the above announcement.
National Storage Mechanism
A copy of the Half Year Report will be submitted shortly to the National Storage Mechanism ('NSM') and will be available for inspection at the NSM, which is situated at www.morningstar.co.uk/uk/NSM.