Annual Financial Report
Jupiter European Opportunities trust Plc
Annual Financial Report for the year ended 31 May 2009
The following is an extract from the Company's Annual Report and
Accounts for the year ended 31 May 2009. The full Annual Report will
shortly be available to be viewed on or downloaded from the Company's
website at www.jupiteronline.co.uk.
CHAIRMAN'S STATEMENT
The year under review was probably the most testing, and certainly
the least successful, in your Company's short history. Not only did
our benchmark, the FTSE World Europe ex UK Total Return Index, fall
by a quarter, but the Net Asset Value of your shares dropped by no
less than 30 per cent. Worse, the discount between the price of your
shares and their underlying value widened considerably, from 4.9 per
cent at the start of your Company's financial year to 14.9 per cent
at its close. The high level of borrowings - albeit reduced during
the year in absolute terms-- which had served so well in the past,
vitiated performance. However it was a year of two halves: in the
second six months of your Company's financial year the Net Asset
Value per share recovered by 28.2 per cent, whereas our benchmark
Index rose by 12.3 per cent.
During the year a total of 795,200 shares were bought back for
cancellation at an average discount of over 15 per cent. Once again
we are seeking shareholders' permission at the Annual General Meeting
to buy back shares, either to place in treasury for later reissue or
for outright cancellation.
Gearing
The Company has a revolving bank loan facility with the Bank of
Ireland for a maximum of £60 million. At the start of our financial
year your Company's net gearing (total borrowings less cash held) was
entirely drawn in euros and was equivalent to £55.1 million compared
with total gross assets of £248 million, giving a gearing ratio of
22.2 per cent. By the end of the year net gearing had fallen to £42.4
million, but so also had total gross assets to £181 million, giving a
gearing ratio of 23.4 per cent-marginally higher than at the start of
the year. As of 28 July 2009 net borrowings-by now drawn in a mix of
sterling and euros-less cash held stood at £38.3 million and total
gross assets at £186.07 million, giving a gearing ratio of 20.6 per
cent.
With hindsight we should have reduced borrowings far earlier, and to
a greater extent, than we did. By and large the profits of the
companies in which we had invested your money held up well; what we
had not anticipated was the degree of forced selling, notably by
hedge funds which themselves were faced with calls from
investors-some of them under financial pressure-demanding some or all
of their money back. In consequence the slide in share prices often
bore little relationship to the health and prospects of the
underlying investments. Having by then realised what we ought to have
done, we did not wish to risk compounding the error by selling shares
at what we believed to be low prices into an unwilling market. To
date, that decision appears to have been justified. However you may
rest assured that your Board will monitor the gearing position with
vigilance.
The Board
Sir Marrack Goulding retires at the Annual General Meeting and is not
seeking re-election. Sir Marrack's knowledge of international
politics, economics and diplomacy has been immensely valuable and we
shall greatly miss his wise counsel. Earlier in the year the Board
was strengthened by the appointment of Philip Best, an experienced
European specialist fund manager based in Switzerland. Quite apart
from any other consideration, the average age of your Board has
fallen somewhat since his arrival. His extensive knowledge of the
European investment scene will be of great benefit.
VAT Recovery
Refunds of Value Added Tax on management expenses were received last
November, equivalent to 1.37p per share. Refunds have been treated
partly as capital and partly as income.
Special Interim Dividend
A Special Interim Dividend was declared on 18 August 2009 of 0.85p
(net) per Ordinary share payable on 25 September 2009 to those
shareholders who appear on the register of shareholders on 28 August
2009.
This special interim dividend is being paid in order to ensure the
Company's continuing status with HM Revenue and Customs as an
investment trust. Section 842 of the Income and Corporation Taxes
Act 1988 prohibits the Company from retaining more than 15 per cent.
of its eligible investment income from one financial year to the
next.
The Directors' stated dividend policy is to manage the Company's
affairs in order to achieve shareholder returns through capital
growth rather than through the generation of income. It is therefore
not expected that the Company will pay a regular dividend in future
financial years.
Outlook
We are cautiously optimistic as regards the economic and market
outlook. It will not be plain sailing; rising oil prices and higher
costs of capital give cause for concern. But private client fund
managers are taught that investors will tolerate losing money when
markets are falling; what they cannot accept is for a fund to be
excessively liquid in a rising market. That is unlikely to be a
complaint in the case of your Company; but we will endeavour not to
go too far in the other direction.
H.M. Priestley
Chairman
24 August 2009
MANAGER'S REVIEW
The Net Asset Value of the Company's Ordinary shares fell by 29.6 per
cent. during the twelve months to 31 May 2009. This compares with a
25.3 per cent. decline, in sterling, of the FTSE World Europe ex UK
Total Return Index.
The level of the Company's borrowings decreased to £48.6m from £57.2m
over the period under review. The Company's trading subsidiary, JEOT
Securities Limited, made a £952,000 loss.
The FTSE World All World (total return) Index fell by 22.2 per cent.;
the Company's benchmark, the FTSE World Europe ex UK Total Return
Index fell by 25.3 per cent.. Europe's relatively poor performance
probably reflects its banks' exposure to US subprime loans and the
weakness of the region's export markets. A further explanation is the
severe slowdown in the Baltic countries and other Eastern European
economies to which the West European banks are exposed. The policy
response to the credit crisis in Continental Europe, however, has
often been better than that in the Anglo Saxon economies.
This was a period of extraordinary, even unprecedented volatility.
The index fell from a high in the period by 51 per cent. and then
rallied 35 per cent. by the end of May. The oil price was similarly
volatile. Western Texas Intermediate peaked at $146 in July 2008 and
hit a low of $30.5 before rallying: at the time of writing it is $71.
This volatility was fuelled by the seemingly synchronised way in
which economies contracted and stock markets fell. This is
symptomatic of the increasingly global nature of business (world
trade has been increasing as a proportion of the world economy for
years) and the way that digital technology has speeded up the flow of
information.
Although our stockpicking was relatively good your Company's gearing
in weak markets resulted in a poor relative performance.
Nevertheless, it should be noted that over a longer period gearing
has increased returns. At a stock level Halfords, Syngenta,
NovoNordisk, Novozymes and Intertek all contributed positively to
returns. Our underweight positions in financials and commodities
helped. Our main bank investment, the Norwegian DNB, nevertheless
performed relatively well vindicating our long standing confidence
that DNB was well positioned. On the negative side the notable
detractors to performance were the oil services company CGG Veritas,
Fugro, the Dutch oil services company and Nokian Tyres; this
company's principal market is Russia and therefore it is indirectly
affected by the oil price. Other poor performers included Johnson
Matthey, a company that suffered from its large exposure to the car
market. The sharp recovery in the Carphone Warehouse price vindicated
our decision to increase our holding 'at the bottom'.
Amongst the new purchases, two merit particular comment. Experian
(the world leader in credit and marketing services) continues to grow
despite the difficult market background, a sign of a strong business.
Oriflame Cosmetics (direct seller of cosmetics) too is flourishing as
many retailers founder. Other new positions were taken in the French
electricals group Schneider, SGS (the world's leading testing and
inspection business), Bayer (the agrochemicals and pharmaceutical
company), Croda (the UK based oleochemicals business), and Saft (a
French world leader in industrial batteries). These companies are all
leaders in their particular businesses and enjoy, we believe, good
structural growth prospects. We increased holdings in CGG Veritas,
Halfords, Johnson Matthey, Tomra, BioMerieux and Takkt. All of these
face short term challenges but fit our criterion of being long term
structural winners. We sold the holding in Nokian Tyres on concerns
about that company's robustness in the face of a sharp slowdown in
its principal market, Russia. The shares in Wellstream were sold
following a warning about its prospects. Other notable sales included
Dexia (a casualty of subprime lending), Sartorius (poor sales),
Imerys (European building materials) and K+S (potash and salt). The
holding in SE Banken was also sold as its prospects have not improved
as we expected. We reduced holdings in NovoNordisk, Essilor, Euler
Hermes and Novozymes on valuation grounds and for portfolio
management reasons.
Investment Outlook
The markets still face significant challenges: the European economy
is expected to contract by 4-5 per cent. this year; a figure of
around 2-3 per cent. contraction is expected for the world economy;
public finances in the Anglo Saxon economies are in a poor state. But
there are positive factors: protectionism has not developed as many
had feared; the immediate banking crisis that threatened to melt the
whole system appears to have passed; and emerging economies are
proving resilient. There has been at least a degree of decoupling.
Commentators expect China and India to grow their economies by around
7.5 per cent. and 5.8 per cent. respectively this year, signifying a
shift in economic power to some key emerging markets. This trend
chimes with our view, and the companies in which your Company invests
are beneficiaries of this. As well as this 'global' character there
are other features of the portfolio which underpin our confidence.
Debt levels in 'our' companies are lower than average, reflecting
both the low capital intensity of the companies we select and their
self financing (as opposed to acquisition led) growth. In many areas
there is too much capacity so capital goods and cyclical companies
are likely to struggle for some time to come. Our emphasis, on the
other hand, has been to select companies that, in many cases, provide
relatively low cost productivity and cost saving products and
services. Demand in these cases remains robust. The current economic
backdrop is an excellent test of business models. We remain hopeful
that your Company's portfolio of investments will pass this test
relatively well.
Alex Darwall
Jupiter Asset Management Limited
24 August 2009
The objective of the Company is to invest in securities of European
companies and in sectors or geographical areas which are considered
by the investment manager to offer good prospects for capital growth,
taking into account economic trends and business development.
INVESTMENT POLICY
The Investment Manager adopts a stock picking approach in the belief
that a thorough analysis and understanding of a company is the best
way to identify long-term superior growth prospects. This
understanding begins with identifying those companies where the
ownership structure and incumbent management are conducive to the
realisation of the aim of achieving superior long-term earnings
growth. The Investment Manager will seek to identify companies which
enjoy certain key business characteristics including some or all of
the following:
* a strong management record and team, and the
confidence that the Portfolio Manager has in that management's
ability to explain and account for its actions;
* proprietary technology and other factors which
indicate a sustainable competitive advantage;
* a reasonable expectation that demand for their
products or services will enjoy long-term growth; and
* an understanding that structural changes are likely
to benefit rather than negatively impact that company's prospects.
There may be sectors which do not enjoy the business characteristics
described above and in such circumstances the Investment Manager will
seek to identify companies that are expected to generate superior
earnings growth within that sector.
In analysing potential investments, the Investment Manager will
employ differing valuation techniques depending on their relevance to
the business characteristics of a particular company. However, the
underlying feature will be the sustainability and growth of free
cashflow in the long-term.
Any material change in the investment policy of the Company described
above may only be made with the approval of Shareholders by an
ordinary resolution.
RISKS AND UNCERTAINTIES
The principal risks the Group faces in its portfolio management
activities are:
(a) Foreign currency risk
(b) Market price risk i.e. movements in value of
investment holdings caused by factors other than interest rate or
currency movement
(c) Interest rate risk
(d) Liquidity risk
(e) Credit and counterparty risk
The investment Manager's policies for managing these risks are
summarized below and have been applied throughout the year.
Policy
(a) Foreign Currency Risk
The Group may hedge against foreign currency movements affecting the
value of the investment portfolio where adverse movements are
anticipated otherwise takes account of this risk when making
investment decisions.
(b) Market Price Risk
By the very nature of its activities, the Group's investments are
exposed to market price fluctuations. Further information on the
investment portfolio and investment policy is set out in the Manger's
Review.
(c) Interest Rate Risk
Interest rate movements may affect the fair value of investments of
fixed interest securities and the level of income receivable from
interest-bearing securities and cash at bank and on deposit.
(d) Liquidity Risk
The Group's assets comprise mainly readily realizable securities
which can be sold to meet funding requirements if necessary. Short
term flexibility is achieved through the use of short term borrowings
and overdraft facilities.
(e) Credit and Counterparty Risk
The failure of the counterparty to a transaction to discharge its
obligations under that transaction could result in the Company
suffering a loss.
A detailed explanation of principal risks and uncertainties can be
found in the Annual Report and Accounts for the year ended 31 May
2009, which will be available on the Company's website shortly.
Consolidated Income Statement for the year ended 31 May 2009
31 May 2009 31 May 2008
Revenue Capital Revenue Capital
Return Return Total Return Return Total
£'000 £'000 £'000 £'000 £'000 £'000
(Losses) / gains
on investments at - (48,358) (48,358) - 11,596 11,596
fair
value through
profit or loss
Foreign exchange - (9,498) (9,498) - (6,868) (6,868)
losses on loans
Other exchange gain 149 769 918 - 73 73
Investment income 5,050 - 5,050 5,338 - 5,338
Other Income 286 - 286 30 - 30
Dealing (losses) / (952) - (952) 162 - 162
profits of
subsidiary
Foreign exchange
gain /(loss) by 3 - 3 (12) - (12)
Subsidiary
Total income 4,536 (57,087) (52,551) 5,518 4,801 10,319
Investment (510) - (510) (1,734) - (1,734)
management fee
Investment - 280 280 - - -
performance fee
Other expenses (349) - (349) (464) - (464)
Total expenses (859) 280 (579) (2,198) - (2,198)
Return before 3,677 (56,807) (53,130) 3,320 4,801 8,121
finance costs and
tax
Finance costs (2,538) - (2,538) (2,643) - (2,643)
Return before (56,807) 4,801
taxation 1,139 (55,668) 677 5,478
Taxation (473) - (473) (617) - (617)
Return after (56,807) 4,801
taxation 666 (56,141) 60 4,861
Return per Ordinary
share 0.82p (69.85)p (69.03)p 0.07p 5.88p 5.95p
The total column of this statement is the income statement of the
Group prepared in accordance with IFRS. The supplementary revenue
return and capital return columns are both prepared under guidance
published by the Association of Investment Companies ('AIC').
All revenue and capital items in the above statement derive from
continuing operations. No operations were acquired or discontinued
during the year.
Consolidated Balance Sheet as at 31 May 2009
2009 2008
£'000 £'000
Non current assets
Investments held at fair value through profit or
loss 174,492 231,506
Current assets
Investments held at fair value through profit or
loss - 12,182
Receivables 1,107 2,276
Cash at bank 6,280 2,149
7,387 16,607
Total assets 181,879 248,113
Current liabilities (50,422) (59,594)
Total assets less current liabilities 131,457 188,519
Capital and reserves
Called up share capital 810 818
Share premium 41,286 41,286
Special reserve 36,676 37,597
Capital redemption reserve 30 22
Retained earnings 52,655 108,796
Total equity 131,457 188,519
Net Asset Value per Ordinary share 162.35p 230.56p
Consolidated Statement of Changes in Equity
Capital
Share Share Special Redemption Retained
For the year Capital Premium Reserve Reserve Earnings Total
ended 31 May
2009
£'000 £'000 £'000 £'000 £'000 £'000
31 May 2008 818 41,286 37,597 22 108,796 188,519
Net profit for - - - - (56,141) (56,141)
the year
Ordinary share (8) - (921) 8 (921)
cancellation
Balance at 31 810 41,286 36,676 30 52,655 131,457
May 2009
Capital
Share Share Special Redemption Retained
For the year Capital Premium Reserve Reserve Earnings Total
ended 31 May 2008
£'000 £'000 £'000 £'000 £'000 £'000
31 May 2007 812 39,912 37,597 22 103,935 182,278
Ordinary share 6 1,385 - - - 1,391
issue
Share issue costs - (11) - - - (11)
Net profit for - - - - 4,861 4,861
the year
Balance at 31 May 818 41,286 37,597 22 108,796 188,519
2008
Consolidated Cash Flow Statement for the year ended 31 May 2009
2009 2008
£'000 £'000
Cash flows from operating activities
Purchases of investments (80,991) (90,229)
Sales of investments 91,243 98,250
Realised gains on foreign currency 921 61
Investment income received 4,787 5,527
Interest received 287 30
Other cash receipts 340 466
Investment management fee paid (1,470) (1,676)
VAT recovery on investment management fee 837 -
Investment performance fee paid - (1,611)
VAT recovery on investment performance fee 280 -
Purchases by dealing subsidiary (5,402) (26,800)
Sales by dealing subsidiary 16,149 19,918
Other cash expenses (326) (502)
Cash inflow from operating activities before
finance costs and taxation 26,655 3,434
Finance costs (2,859) (2,509)
Taxation (688) (774)
Net cash inflow from operating activities 23,108 151
Financing activities
Ordinary shares issued - 1,391
Ordinary shares cancelled (921) -
Share issue costs - (11)
Short term loans received 28,500 91,168
Short term loans repaid (46,556) (85,482)
Increase in cash 4,131 7,217
Cash and cash equivalents at start of year 2,149 (5,068)
Cash and cash equivalents at end of year 6,280 2,149
NOTES:
1. Income
2009 2008
Group Group
£'000 £'000
Income from investments
Dividends from United Kingdom companies 1,320 649
Dividends from overseas companies 3,730 4,689
5,050 5,338
Other income
Interest on VAT recovery 131 -
Deposit interest 155 30
Foreign exchange gains 149 -
(Loss) / profit on dealings by subsidiary (952) 162
Foreign exchange gains / (losses) by subsidiary 3 (12)
(514) 180
Total income 4,536 5,518
Total income comprises
Dividends 5,050 5,338
Interest 286 30
Other income (800) 150
4,536 5,518
Income from investments
Listed in the UK 1,320 649
Listed overseas 3,730 4,689
5,050 5,338
2 Reconciliation of profit before finance costs and taxation to net
cash inflow from operating activities
2009 2008
Group Group
£'000 £'000
Profit before finance costs and taxation (53,130) 8,121
Loss / (gain) on non current asset investments 48,358 (11,596)
Foreign exchange loss on loans 9,498 6,868
Purchases of non current asset investments (80,991) (90,229)
Sales of non current asset investments 91,243 98,250
Decrease in prepayments and accrued income 57 123
Decrease / (increase) in current asset investments 12,182 (6,784)
Decrease in subsidiary purchases awaiting (450) (106)
settlement
Decrease in subsidiary sales awaiting settlement - 366
Decrease in other creditors and accruals (112) (1,579)
Net cash inflow from operating activities before
interest and taxation 26,655 3,434
3 Related parties
Mr. Darwall is a Director of Jupiter Asset Management Limited and
Jupiter Investment Management Group Limited whose subsidiaries
Jupiter Asset Management Limited and Jupiter Administration Services
Limited receive investment management and administration fees as set
out below.
Jupiter Asset Management Limited is contracted to provide investment
management services to the Company (subject to termination by not
less than one years notice by either party) for a quarterly fee of
0.1875 per cent. of the net assets of the Group excluding the value
of any Jupiter managed investments payable in arrears on 31 May, 31
August, 30 November and the last calendar day of February. Management
fees of £335,617 were outstanding as at 31 May 2009 (2008:
£459,381).
Jupiter Asset Management Limited is also entitled to an investment
performance fee which is based on the out-performance of the lower of
the price of an Ordinary share or the Net Asset Value per Ordinary
share over the total return on the Benchmark Index, the FTSE World
Europe ex UK total return index in an accounting period. Any
performance fee payable will equal 15 per cent. of the amount by
which the increase in the lower of the price of an Ordinary share
(plus any dividends per Ordinary share paid during the period) or the
Net Asset Value per Ordinary share (plus any dividends per Ordinary
share paid or payable and any accrual for unpaid performance fees for
the period) exceeds the higher of (a) the closing price of an
Ordinary share or the Net Asset Value per Ordinary share on the last
business day of the previous accounting period (whichever is the
lower); (b) the lower of the price of an Ordinary share or the Net
Asset Value per Ordinary share (as the case may be) on the last day
of a period in respect of which a performance fee was last paid: and
(c) 100p. In each case the values of (a), (b) and (c) are increased
by the percentage by which the total return of the Benchmark Index
increases or decreases during the calculation period. The total
amount of any performance fee payable in respect of one accounting
period is limited to 7.5 per cent. of the Total Assets of the
Company. No performance fee was payable for the year ended 31 May
2009 (2008: Nil).
Jupiter Administration Services Limited is contracted to provide
secretarial, accounting and administrative services to the Company
for an annual fee of £62,977 adjusted each year in line with the
Retail Price Index payable quarterly (2008: £60,381). None of the fee
payable for the year ended 31 May 2009 was outstanding at the year
end (2008: Nil).
The Company has invested from time to time in funds managed by
Jupiter Investment Management Group Limited or its subsidiaries. The
only such holding as at 31 May 2009 was East European Food Fund
representing 0.3 per cent. of total investments.
4. Going Concern
The Articles of Association provide that at the annual general
meeting of the Company to be held in 2011, and at every third annual
general meeting thereafter, an ordinary resolution shall be proposed
that the Company shall continue in existence as an investment trust.
After making enquiries the Directors have a reasonable expectation
that the Company has adequate resources to continue in operational
existence for the foreseeable future. For this reason they continue
to adopt the going concern basis in preparing the accounts.
5. Directors' Responsibilities For The Financial Statements
The Directors are responsible for preparing the Directors' Report and
financial statements in accordance with applicable law and those
International Financial Reporting Standards ('IFRS') as adopted by
the European Union.
The Directors are required to prepare financial statements for each
financial year which present fairly the financial position of the
Company and of the Group and the financial performance and cash flows
of the Company and of the Group for that period. In preparing those
financial statements, the Directors are required to:
(i) select suitable accounting policies and then apply them
consistently;
(ii) present information, including accounting policies, in a
manner that provides relevant, reliable, comparable and
understandable information;
(iii) provide additional disclosures when compliance with the
specific requirements in IFRSs is insufficient to enable users to
understand the impact of particular transactions, other events and
conditions on the entity's financial position and financial
performance; and
(iv) state that the Group has complied with IFRS, subject to any
material departures disclosed and explained in the financial
statements.
The Directors are responsible for keeping proper accounting records
which disclose with reasonable accuracy at any time the financial
position of the Company and of the Group and enable them to ensure
that the financial statements comply with the Companies Act 2006 and
Article 4 of the IAS Regulation. They are also responsible for
safeguarding the assets of the Group and hence for taking reasonable
steps for the prevention and detection of fraud and other
irregularities.
So far as each Director is aware at the time the report is approved,
there is no relevant audit information of which the auditors are
unaware and that each Director has taken all reasonable steps to make
themselves aware of any relevant information and to establish that
the auditors are aware of that information.
The Directors, who are listed on page 4 of the Report and Accounts
for the year to 31 May 2009, confirm to the best of their knowledge
that:
(i) the financial statements, prepared in
accordance with the applicable set of accounting standards, give a
true and fair view of the assets, liabilities, financial position and
profit or loss of the Company; and
(ii) the Management Report includes a fair view 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 the Company faces.
By Order of the Board
H M Priestley
Chairman
24 August 2009
The annual report will be sent to all registered shareholders and
copies may be obtained from the registered office of the Company at 1
Grosvenor Place, London, SW1X 7JJ.
The Annual General Meeting of the Company is scheduled to take place
at 12.00 noon on 25 September 2009 at the Company's registered
office.
By order of the Board
Jupiter Asset Management Limited
Secretaries
Enquiries:
Jenny Thompson
Jupiter Asset Management Limited
020 7412 0703
Richard Pavry
Jupiter Asset Management Limited
020 7412 0703
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