Interim Results
British Empire Sec & Gen Tst PLC
09 May 2003
BRITISH EMPIRE SECURITIES AND GENERAL TRUST p.l.c
INTERIM ANNOUNCEMENT OF UNAUDITED HALF YEAR RESULTS
for the six months ended 31 March 2003
•Net asset value fell by 2.3% compared to a gain for the MSCI World Index
of 0.9% and falls of 2.5% and 3.7% for the Datastream Net Assets and FTSE
All-Share Indices respectively (Source: Datastream). Low exposure to
technology contributed to a small underperformance of the MSCI (NASDAQ was
up 14%).
•Over three years net asset value per share is 33.6% ahead of the MSCI
World Index (Source: Datastream).
•British Empire is close to fully invested for the first time in several
years. Net cash 2.6% of net assets.
•Over-inflated multiples have been blown away. Valuations, especially
through wide discount investment holding company structures, are now much
more attractive.
•Geographical profile on a look through basis: Continental Europe 33.1%,
UK 24.4%, Asia Pacific 7.5%, North America 8.3%, Japan 7.3%, EMEA 5.3%,
Other 1.4% and Liquidity 12.7%.
•The Company won three awards: the Money Observer Award for Best Global
Trust for the third year running and the Standard and Poors Award for best
Global Growth Trust over three years (out of 29 funds) for the second year
running and first (out of 27 funds) over 5 years. The Company retains its S&
P five star ranking.
•Iain Robertson, Chairman said, 'Our cautious policy and high levels of
liquidity in 2000 and 2001 proved to be justified. We now feel valuations
are much more realistic, hence our near fully invested stance.'
•John Pennink, Investment Manager said, 'Although uncertainties are legion
50% falls in many markets have resulted in some attractive valuations. Where
assets are depressed and discounts wide we feel justified in taking
opportunities.'
Enquiries:
John Pennink
Asset Value Investors Limited
One Bow Churchyard
Cheapside, London
EC4M 9HH
Tel: 020 7463 6429
CHAIRMAN'S STATEMENT
The Company has returned to a fairly fully invested position for the first time
for some years having acquired new investments at some of the widest discounts
to net asset value seen for some time.
As a result of the consequent reduction in interest received on our cash
balances and as envisaged in last year's Report, the Board will not be
recommending a special dividend at the year end (2002: 0.5p) but has decided to
maintain the interim dividend at 0.4p, the same level as last year. The Board
will make a recommendation on the final dividend for the year in the light of
the results for the full year.
Your Board is concerned about the draft proposals put forward by the FSA in
respect of changes to the listing rules for Investment Trusts contained within
its recent consultation paper. We have made detailed representations to the FSA
about the possible effects of these proposals on our investment style and
philosophy and have explained the potential risk to our future investment
flexibility, particularly in respect of investments in European investment
holding companies and investment trusts, should the proposals be implemented as
set out in the consultation document. We shall be keeping the situation under
review as the consultation process progresses.
Iain Robertson
Chairman
9 May 2003
INVESTMENT MANAGER'S REPORT
During the first 6 months of the financial year, British Empire's net asset
value per share fell 2.3% compared to rises of 0.9% for the MSCI World Index and
falls of 2.5% and 3.7% for the Datastream and FTSE All-Share Indices. Our low
exposure to technology contributed to a small under-performance of the MSCI
(NASDAQ was up 14%).
Over the three year period to 31 March 2003, net asset value per share fell
13.6% compared to falls of 47.2% for the MSCI World and 44.2% for the FTSE
All-Share Index respectively. Over five years the Company is top of its peer
group of 26 Global Growth Trusts, the net asset value per share rising 26.3%
compared to a fall of 17.5%, for the sector average. Over the 18 year period
since the major rights issue in 1985, the Company's net asset value per share
has risen 478% compared to a rise in the MSCI World Index of 201% (Source:
Datastream).
British Empire has recently won several awards:
Standard & Poors
1st place - Five Years UK Investment Trusts Global Growth Sector out of 27 funds
2003
1st place - Three Years UK Investment Trusts Global Growth Sector out of 29
funds 2003 (for the second year running).
The company retains its Standard & Poors 5 star ranking.
Money Observer
1st place - Best Global Trust, Investment Awards 2003 (for the third year
running).
The most significant gains in the portfolio during the reporting period were
Lionore Mining +43%, Buderus +26%, Wheelock +19%, AMP Diversified Property Trust
+18%, FCC +14%, Wendel Investissement +14%, and Eastern European Trust +11%.
Among the more significant losers were Fimalac -51%, Intrawest -33%, AIM Trust
-32%, Edinburgh Smaller Companies Trust -25%, Fidelity Japan Values -22%,Baillie
Gifford Japan Trust -19%, and Danubius Hotels - 15%.
As at 31 March 2003, the geographical profile on a look through basis was as
follows: Continental Europe 33.1%, UK 24.4%, Asia Pacific 7.5%, North America
8.3%, Japan 7.3%, EMEA 5.3%, Other 1.4% and Liquidity 12.7%.
We find ourselves close to being fully invested for the first time in several
years. Liquidity minus debt as a percentage of net assets was 2.6% as at 31
March 2003. Shareholders will know that this is considerably lower than our
liquidity position in recent years, which reached a peak of over 50% in April
2001. As value investors, we believe the most important determinant of future
returns is the price one pays for assets or earnings streams. We went liquid
because we were unwilling to pay an exalted multiple on peak cyclical earnings.
Now we find that, through holding company and investment trust structures, we
are able to find investments on low multiples to cyclically depressed earnings
and wide discounts to net asset value. Liquidity conditions in major economies
are supportive and should allow for a mild cyclical recovery in the next few
quarters. In addition, equity markets in Europe appear oversold due to forced
selling by large institutions such as insurance companies. Forced selling has
created a situation in which equities look good value compared with other asset
classes such as cash and bonds and present an opportunity for those of a
contrarian bent.
We do not expect a powerful new bull market, however, for the reason that many
of the imbalances left behind by the economic boom and bull market have yet to
be worked out. Kenneth Rogoff, chief economist for the IMF, listed the risks to
the global economy as follows, 'the continuing unwinding of the equity price
bubble, the emerging risk of a housing price bubble in some regions, financial
imbalances around the globe, including the present patently unsustainable
constellation of current accounts, structural weaknesses in Japan and Europe
(especially Germany), continuing security concerns...as well as a variety of
sundry further risks, including fragilities in emerging markets and SARS.' A
sustained rise in equity prices will require the resolution of many of these
issues.
In an era in which strong gains in equity markets are harder to come by,
investors will have to be more pro-active in trying to release value from
under-performing assets. James Tobin hypothesised that the combined market value
of all the companies on the stock market should be roughly equal to their
replacement costs. This powerful idea suggests that there should be reversion to
an equilibrium level after periods of excessive enthusiasm and pessimism. When
listed assets are trading at a multiple of replacement costs it is natural to
assume that there will be a raft of new supply of shares coming to the market as
entrepreneurs rush to take advantage of the huge uplift to be gained on going
public. Eventually, this process will have the effect of driving down the price
of listed assets. This is precisely what happened, par excellence, during the
internet boom. Companies with very little in the way of assets could list and
instantly be worth (on paper) billions of pounds. So the process was repeated
until the whole edifice collapsed. On the other hand, big discounts in the value
of listed equity to replacement value should lead to an increase in takeover
bids, management buyouts and liquidations.
Indeed, there has been a tentative pickup in takeover activity in the equity
markets recently. In the UK, Safeway and Six Continents are the most notable of
recent targets. The reason for the increase in activity may be that many
companies are now selling below the value of their assets and financing is
inexpensive. Within our portfolio, we have seen two holdings become the subject
of bid activity. We sold the German industrial conglomerate Buderus after a bid
by Bosch and AMP Diversified following an approach by Stockland in Australia. We
were able to get out of both at close to NAV after buying in on a substantial
discount. Increasing M&A activity, combined with share buybacks may provide the
answer to the question of who will buy the market in the absence of
institutional and private client demand.
We believe that many of our holdings could be attractive to strategic or
financial bidders. The discounts are wide and the underlying assets are arguably
very good value. Our largest area of exposure is to Continental Europe where we
have 33.1% of total assets, mainly in investment holding companies. The European
markets have been depressed by forced sellers and, in addition, we can buy
through structures on very wide discounts. Rue Imperiale trades on a discount of
43%, Wendel Investissement 35% and Investor 'A' 31%.
The portfolio has 24.4% in the UK. The bulk of this is in investment trusts. One
positive development, in a sector comprising about 400 funds, is the relative
absence of new fund launches. Nevertheless rationalisation is vitally necessary
in order to promote differentiation of approach and style and reduce the massive
duplication of effort and costs. Further attrition is necessary if the endemic
sector discount, a curious anomaly in the financial world, is to be reduced
meaningfully.
Among emerging markets, Eastern Europe has again provided gains as investors
appreciated the merits of attractive ratings and the benefits of economic
convergence.
Last year we referred to Japan as the eternal enigma. The description remains
valid. The overall market has continued its long secular decline, yet many small
and medium-sized companies perform dynamically. We aim to access such
investments through closed-end funds. Ratings are quite attractive, especially
when adjusted for the wide discounts available on the funds.
As would be expected, markets have rallied following the conclusion of active
operations in Iraq and a fall in the oil price. Attention now turns back to
fundamental factors . The profit outlook is clouded by a lack of pricing power
and a weak volume trend. In response to revenue uncertainty companies are
aggressively cutting costs and paying down debt. Given that investors spirits
have been almost as depressed as was the case in the extreme days of 1974, and
the current reporting season is emerging without too many shocks, there is a
strong possibility of a further rally. This may encourage the view that the next
bull market is nicely poised to roll. It seems to us that this is only likely
for the minority of companies boasting reliable earnings valued in the market to
deliver a double figure pre-tax return on investment.
John Pennink
Asset Value Investors Limited 9 May 2003
Group Statement of Total Return
(Incorporating the Revenue Account) --
------------------------------------
for the six months to
31 March 2003
(unaudited)
------- -------- -------
Revenue Capital Total
£'000 £'000 £'000
Losses on investments - (7,941) (7,941)
Realised exchange differences - 72 72
Depreciation of loan stock - 221 221
Income 2,319 617 2,936
Investment management fee (incl. (685) (186) (871)
Irrecoverable VAT)
Other expenses (incl. Irrecoverable VAT) (515) - (515)
------------------------------------ ------- -------- -------
Net return before finance costs and 1,119 (7,217) (6,098)
taxation
Finance costs (1,353) (3) (1,356)
------------------------------------ ------- -------- -------
Return on ordinary activities before (234) (7,220) (7,454)
taxation
Taxation on ordinary activities - - -
------------------------------------ ------- -------- -------
Return attributable to equity (234) (7,220) (7,454)
shareholders
Dividend in respect of equity shares (640) - (640)
------------------------------------ ------- -------- -------
Transfer to reserves (874) (7,220) (8,094)
------------------------------------ ------- -------- -------
Return per Ordinary share : basic (0.15)p (4.51)p (4.66)p
------------------------------------ ------- -------- -------
---------------- -----------------
for the six months to for the year to
31 March 2002 30 September 2002
(unaudited) (audited)
---------------- -----------------
Revenue Capital Total Revenue Capital Total
£'000 £'000 £'000 £'000 £'000 £'000
Gains/(losses) on - 37,382 37,382 - (22,307) (22,307)
investments
Realised exchange - (4) (4) - (281) (281)
differences
(Appreciation)/ - (644) (644) - 1,839 1,839
depreciation of loan
stock
Income 4,724 - 4,724 10,241 - 10,241
Investment management
fee (incl.
Irrecoverable VAT) (771) (193) (964) (1,649) (1,447) (3,096)
Other expenses (incl. (732) - (732) (909) (121) (1,030)
irrecoverable VAT) ------ ------- ------ ------- ------- -------
Net return before 3,221 36,541 39,762 7,683 (22,317) (14,634)
finance costs and
taxation
Finance costs (1,284) (4) (1,288) (2,644) (7) (2,651)
----------------------- ------ ------- ------ ------- ------- -------
Return on ordinary
activities before
taxation 1,937 36,537 38,474 5,039 (22,324) (17,285)
Taxation on ordinary (306) - (306) (1,171) 434 (737)
activities ------ ------- ------ ------- ------- -------
-----------------------
Return attributable to 1,631 36,537 38,168 3,868 (21,890) (18,022)
equity shareholders
Dividend in respect of (660) - (660) (3,059) - (3,059)
equity shares ------ ------- ------ ------- ------- -------
-----------------------
Transfer to/(from) 971 36,537 37,508 809 (21,890) (21,081)
reserves ------ ------- ------ ------- ------- -------
-----------------------
Return per Ordinary 0.95p 21.17p 22.12p 2.29p (12.94)p (10.65)p
share : basic ------ ------- ------ ------- ------- -------
-----------------------
Group Balance Sheet
------------------------------ --------- --------- ----------
As at 31 As at 31 As at 30
March March September
2003 2002 2002
(unaudited) (unaudited) (audited)
------------------------------ --------- --------- ----------
£'000 £'000 £'000
------------------------------ --------- --------- ----------
Investments 297,600 386,960 312,902
Net Current Assets / 4,236 593 (2,503)
(Liabilities) --------- --------- ----------
------------------------------
Total assets less current 301,836 387,553 310,399
liabilities --------- --------- ----------
------------------------------
Financed by:
Equities Index Unsecured Loan 5,774 8,974 6,178
Stock 2013
10 3/8 per cent Debenture 11,883 11,883 11,883
Stock 2011
8 1/8 per cent Debenture Stock 14,854 14,847 14,850
2023
Provision for liabilities and - - 69
charges
Ordinary Shareholders' Funds 269,325 351,849 277,419
------------------------------ --------- --------- ----------
301,836 387,553 310,399
------------------------------ --------- --------- ----------
Net Asset Value per Ordinary 168.24p 208.19p 173.30p
share --------- --------- ----------
------------------------------
Number of Ordinary shares in 160,080,089 169,005,089 160,080,089
issue --------- --------- ----------
------------------------------
Summarised Group Statement of
Cash Flows --------- --------- ---------
-------------------------------
Six months to Six months to Year to
31 March 31 March 30 September
2003 2002 2002
(unaudited) (unaudited) (audited)
£'000 £'000 £'000
------------------------------- --------- --------- ---------
Net cash inflow from operating 47 2,376 5,494
activities
Servicing of finance (1,345) (1,334) (2,701)
Taxation - 39 (868)
Capital expenditure and 4,369 (10,962) (4,450)
financial investment
Acquisitions and disposals - - 6,432
Equity dividends paid (2,401) (2,610) (3,284)
------------------------------- --------- --------- ---------
Net cash inflow/(outflow) 670 (12,491) 623
before financing
Financing (2,284) (10,963) (25,594)
------------------------------- --------- --------- ---------
Decrease in cash (1,614) (23,454) (24,971)
------------------------------- --------- --------- ---------
Reconciliation of net cash flow
to movement in net debt
------------------------------- --------- --------- ---------
Decrease in cash (1,614) (23,454) (24,971)
Buyback of index loan stock 182 123 313
------------------------------- --------- --------- ---------
Changes in net debt resulting (1,432) (23,331) (24,658)
from cash flows
Currency gains/(losses) 57 (4) (281)
Other 218 (771) 1,832
------------------------------- --------- --------- ---------
Movement in net debt (1,157) (24,106) (23,107)
Opening net debt (29,756) (6,649) (6,649)
------------------------------- --------- --------- ---------
Closing net debt (30,913) (30,755) (29,756)
------------------------------- --------- --------- ---------
Reconciliation of operating profit to net
cash flow from operating activities
Net return before finance cost 1,119 3,221 7,683
and taxation
Performance fee charged to (186) (193) (1,447)
capital
Changes in working capital and (886) (652) (742)
other non-cash items
------------------------------- --------- --------- ---------
Net cash inflow from operating 47 2,376 5,494
activities --------- --------- ---------
-------------------------------
Notes
1. The unaudited results have been prepared on the basis of the accounting
policies set out in the statutory accounts of the Group for the year ended 30
September 2002.
2. The results for the first six months should not be taken as a guide to the
full year's results.
3. Income from revenue sources comprises:
Six months to Year to
31 March 30 September
------ ---------
2003 2002 2002
£'000 £'000 £'000
Dividends 2,271 1,471 9,621
Interest 49 3,015 384
Other income (1) 238 236
------ ------- ---------
Total 2,319 4,724 10,241
------ ------- ---------
4. During the period the Company bought back 102,800 units of Equities Index
Unsecured Loan Stock 2013 for cancellation at a cost of £181,600.
5. At 31 march 2003 the Company had 160,080,089 Ordinary shares and 3,326,197
units of Equities Index Unsecured Loan Stock in issue.
6. The interim dividend will be paid on 13 June 2003 to Ordinary shareholders on
the register at 30 May 2003.
7. These are not full statutory accounts in terms of section 240 of the
Companies Act 1985. The full audited accounts for year to 30 September 2002,
which were unqualified, have been lodged with the Registrar of Companies.
Independent Review Report to British Empire Securities and General Trust p.l.c
Introduction
We have been instructed by the company to review the financial information for
the six months ended 31
March 2003 which comprises the Group Statement of Total Return, Group Balance
Sheet, Group Cash Flow Statement and the related notes 1 to 7. We have read the
other information contained in the interim report and considered whether it
contains any apparent misstatements or material inconsistencies with the
financial information.
This report is made solely to the company in accordance with guidance contained
in Bulletin 1999/4 'Review of interim financial information' issued by the
Auditing Practices Board. To the fullest extent required by the 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 interim report, including the financial information contained therein, is
the responsibility of, and has been approved by, the directors. The directors
are responsible for preparing the interim report in accordance with the Listing
Rules of the Financial Services Authority which require that the accounting
policies and presentation applied to the interim figures should be consistent
with those applied in preparing the preceding annual accounts except where any
changes, and the reasons for them, are disclosed.
Review work performed
We conducted our review in accordance with guidance contained in Bulletin 1999/4
'Review of interim financial information' issued by the Auditing Practices Board
for use in the United Kingdom. A review consists principally of making enquiries
of group management and applying analytical procedures to the financial
information and underlying financial data, and based thereon, assessing whether
the accounting policies and presentation have been consistently applied, unless
otherwise disclosed. A review excludes audit procedures such as tests of
controls and verification of assets, liabilities and transactions. It is
substantially less in scope than an audit performed in accordance with United
Kingdom Auditing Standards and therefore provides a lower level of assurance
than an audit. Accordingly we do not express an audit opinion on the financial
information.
Review conclusion
On the basis of our review we are not aware of any material modifications that
should be made to the financial information as presented for the six months
ended 31 March 2003.
Ernst & Young LLP
London
9 May 2003
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