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Henderson UK Fin (94RS)

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Thursday 24 May, 2012

Henderson UK Fin

Henderson UK Finance - Annual Financial Report

RNS Number : 0740E
Henderson UK Finance PLC
24 May 2012
 



 

 

Henderson UK Finance plc

 

2011 Report and Financial Statements: Listing Rule 17.3.4 and Disclosure and Transparency Rule 6.3.5

 

THIS ANNOUNCEMENT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA OR JAPAN.

 

24 May 2012

 

Henderson UK Finance plc ("the Company"), which has £150,000,000 7.25 per cent Notes in issue due March 2016 and is a wholly owned subsidiary of Henderson Group plc, releases its Report and Financial Statements for the year end 31 December 2011, in accordance with Listing Rule 17.3.4 and Disclosure and Transparency Rule 6.3.5.  References to "the Group" refer to Henderson Group plc and its controlled entities.

 

Business review



Period from 09/02/2011 to 31/12/2011



Notes

£000






Income




Other operating income

3

1,336


Finance income

3

8,555


Total income


9,891






Expenses




Administrative expenses

4

(1,065)


Total expenses before finance expenses


(1,065)


Finance expenses

5

(8,623)


Total expenses


(9,688)


Profit before tax


203


Tax on profit

8

-


Profit after tax


203


Other comprehensive income


-


Total comprehensive income


203


 

DIRECTORS' REPORT

 

The Directors present their report and the financial statements ("Annual Report and Accounts") of Henderson UK Finance plc (the "Company") for the period ended 31 December 2011.

 

Principal activities

 

The Company was incorporated on 9 February 2011. The principal activity of the Company is that of a group financing company. The Directors do not envisage a change of activities in the foreseeable future.

 

Results and dividends

The company's results for the period are shown in the Income Statement on page 6. The profit for the period, after tax, amounted to £203,000.

 

The Directors do not recommend the payment of any dividends in respect of the financial period.

 

Future developments and business review

 

On 18 March 2011 the Company announced the issue of £150,000,000 7.25% p.a. senior notes due for repayment on 24 March 2016 (the "Notes').  The Notes are unconditionally and irrevocably guaranteed by Henderson Group plc and by Henderson Global Investors (Holdings) Limited. As part of the Notes issue, £32.4m of senior notes issued by a fellow subsidiary were exchanged into the Notes.

 

The Company's ultimate parent undertaking is Henderson Group plc. The review of the Company's activities and business operations is not performed at the individual entity level, as the operational review is conducted at the ultimate parent level, Henderson Group plc (the "Group"). There is a proactive approach to risk management and a framework has been designed to manage the risks of its business and to ensure that the Boards of Directors at both Henderson Group plc and subsidiary levels have in place appropriate risk management practices.  Accordingly, the key financial and other performance indicators together with the risk management objectives and policies have been disclosed within the annual report and accounts of Henderson Group plc for the period ended 31 December 2011, which can be obtained from the registered office as provided in note 19 to these financial statements.

 

 

Key risks and their mitigation

 

The key risks faced by the Company fall into a number of distinct categories and the means adopted to mitigate them are both varied and relevant to the nature of the risk concerned.   The key risks faced by the Group are set out within the annual report and accounts of Henderson Group plc. Key risks for the Company are set out below in alphabetical order:

 

Key Risks

Description

Mitigation

Liquidity

Liquidity risk is the risk that the Company may be unable to meet its payment obligations as they fall due.

The Company manages its liquidity within the Group's Finance function, which ensures that the Company has sufficient cash and/or highly liquid assets available to meet its liabilities. The Company ensures that it has access to funds to cover all forecast commitments for at least the following 12 months.

Operational

Operational risk is the risk that the Company will sustain losses through inadequate or failed internal processes, people, systems and external events.

The Company operates a system of controls which is designed to ensure operational risks are mitigated to an appropriate level.

Regulatory

Regulatory risk is the risk that a change in laws and regulations will materially affect the Company's business or markets in which it operates.

The Company continuously monitors regulatory developments and where there is likely to be an impact, it has working groups in place to implement the changes.

Reputational

Reputational risk is the risk that negative publicity regarding the Company will lead to a loss of revenue or litigation. The risk of damage to the Company's reputation is more likely to result from one of the risks described above materialising rather than as a standalone risk.

The Company believes that reputational risk is mitigated through the effective mitigation of the other key risks.

 

 

Events after the reporting date

 

The Board has not received, as at 23 May 2012, being the date on which the Annual Report and Accounts were approved, any information concerning significant conditions in existence at the reporting date which have not been reflected in the financial statements as presented.

 

Share capital

 

Details of movements in the allotted share capital during the period are given in note 15 to the financial statements.

 

Directors

 

A J Formica (Appointed 9 February 2011)

S J Garrood (Appointed 9 February 2011)

R P McNamara (Appointed 17 February 2011)

R L Pennant-Rea (Appointed 17 February 2011)

 

Directors' remuneration and interests

 

A full Report on Directors' Remuneration has been included in the annual report and accounts of Henderson Group plc.  A copy of those accounts can be obtained as set out in note 19.

 

Conflicts of interest

 

The Directors have put in place procedures to deal with conflicts of interest and these have operated effectively throughout 2011. A Register of Conflicts of Interest is maintained by the Group and reviewed by the Group's Board on an annual basis. Any Director who is considering accepting a new external appointment must provide full details of the appointment to the Chairman and Company Secretary. The Chairman will then decide whether the relevant appointment causes a conflict or potential conflict of interest and should therefore be considered by the Board. If it is considered and approved by the Board, such interest or potential interest is added to the Register of Conflicts of Interest.  

 

Financial instruments

 

A statement on the risk management objectives, policies and related matters in respect of the use of financial instruments, including policies for hedging and the exposure to price, interest rate, liquidity, foreign currency and credit risk, can be found in note 16 to the financial statements.

 

Political donations

 

The Company made no political donations, incurred no European Union political expenditure and made no contributions to non-European Union political parties during the period.

 

Charitable donations

 

The Company made no charitable donations during the period.

 

Going concern and financial instruments

 

The Company's business activities, together with the factors likely to affect its future development, performance and position are set out in the Business Review as described in the annual report and accounts of Henderson Group plc, which can be obtained as set out in note 19.  The financial position of the Company, its cash flows and liquidity position are described in the financial statements and notes.  In particular, note 16 to the financial statements summarises the Company's objectives, policies and processes for managing its capital, its financial risk management objectives, details of its financial instruments and hedging activities and its exposures to liquidity and credit risks.

 

The Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. Thus the Directors have adopted the going concern basis of accounting in preparing the financial statements.

 

Indemnification and insurance of Directors and Officers

 

The Group provides a Deed of Indemnity to the Directors to the extent permitted by United Kingdom Law, including indemnification against any liabilities incurred in defending any proceedings in which judgement is given in that Director's favour or he/she is acquitted, against liabilities incurred otherwise than to the Company, if the Director acted in good faith with a view to the best interests of the Company or against any liabilities incurred in successfully applying to the Court for relief where the Director acted honestly.

 

Internal controls over financial reporting

 

The Company's financial reporting process has been designed to provide reasonable assurance regarding the reliability of the financial reporting and preparation of financial statements for external purposes, in accordance with International Financial Reporting Standards. This process is under the supervision of the Directors and has appropriate internal controls to ensure its effectiveness.

The internal controls include: policies and procedures that: (1) relate to the maintenance of records, that, in reasonable detail, accurately and fairly reflect the transactions and disposals of the Company's assets; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements, and that the receipts and expenditures of the Company are being made only in accordance with authorisations of management and Directors; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use or disposal of Company assets that could have a material effect on the Company's financial statements.

Reporting

 

The Company has listed the Notes on the London Stock Exchange ('LSE') and therefore the Company complies with the LSE disclosure requirements.

 

Supplier payment policy

 

The Company has no trade creditors. It is the Group's policy that payments to suppliers are made in accordance with the terms and conditions agreed between Group companies and their suppliers, provided that all trading terms and conditions have been complied with.

 

Directors' statement as to disclosure of information to auditors

 

The Directors who were members of the Board of Directors at the time of approving this Directors' Report are listed on page 2.

 

Having made enquiries of fellow Directors and of the Company's auditors, each of these Directors confirms that:

·         so far as the Directors are aware, there is no relevant audit information needed by the Company's auditors in connection with preparing their report of which the Company's auditors are unaware; and

·         the Directors have taken all the steps that they ought to have taken as Directors in order to make themselves aware of any relevant audit information needed by the Company's auditors in connection with preparing their report and to establish that the Company's auditors are aware of that information.

 

Independent auditors

 

A resolution was passed in accordance with section 485(3) of the Companies Act 2006, to appoint Ernst & Young LLP as Auditors.

 

This report was approved by the Board of Directors on 23 May 2012 and signed on its behalf by:

 

Henderson Secretarial Services Limited

Secretary

 

DIRECTORS' RESPONSIBILITIES STATEMENT

 

The Directors are responsible for preparing the Directors' report and the annual report and accounts in accordance with applicable law and regulations.

  

Company law requires the Directors to prepare financial statements for each financial period. Under that law the Directors have prepared the financial statements in accordance with International Financial Reporting Standards ('IFRS') adopted by the European Union. 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 the profit or loss of the Company for that period. In preparing these financial statements, the Directors are required to:

 

·           select suitable accounting policies and then apply them consistently;

 

·           make judgments and estimates that are reasonable and prudent;

 

·           state whether applicable IFRS have been followed, subject to any material departures disclosed and explained in the financial statements; 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 the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

 

The Directors confirm that to the best of their knowledge the Directors' Report includes a fair review of the development and performance of the business and the position of the Company for the period ended 31 December 2011 and a description of the principal risks and uncertainties faced by the Company.

 

 

 

 

 

 

R P McNamara                                                                                                                                                                       S J Garrood

Director                                                                                                                                                                                                Director

23 May 2012                                                                                                                                                                                23 May 2012

 

                                                                                                 

INCOME STATEMENT

For the period ended 31 December 2011



Period from 09/02/2011 to 31/12/2011



Notes

£000






Income




Other operating income

3

1,336


Finance income

3

8,555


Total income


9,891






Expenses




Administrative expenses

4

(1,065)


Total expenses before finance costs


(1,065)


Finance expenses

5

(8,623)


Total expenses


(9,688)


Profit before tax


203


Tax on profit

8

-


Profit after tax


203


Other comprehensive income


-


Total comprehensive income


203










STATEMENT OF FINANCIAL POSITION

As at 31 December 2011                                                                                                                                                                          



2011



Notes

£000


Current assets




Trade and other receivables

11

158,055


Total assets


158,055






Non-current liabilities




Debt instrument in issue

13

148,791




148,791


Current liabilities




Trade and other payables

14

9,011


Total liabilities


157,802


Net assets


253






Capital and reserves




Share capital

15

50


Profit and loss reserve


203


Total equity


253


 

The financial statements were approved and authorised for issue by the Board of Directors on 23 May 2012 and were signed on its behalf by:   

 

 

 

 

 

 

R P McNamara

Director

 

 

 

STATEMENT OF CHANGES IN EQUITY

For the period ended 31 December 2011




Share capital

Profit and loss reserve

 

Total




£000

£000

£000

At 9 February 2011



-

-

-

Issue of shares



50

-

50

Total comprehensive income net of tax



-

203

203

At 31 December 2011



50

203

253

 

STATEMENT OF CASH FLOWS

For the period ended 31 December 2011

 

 

Period from 09/02/2011 to 31/12/2011

 

 

Notes

£000


Cash flows from operating activities




Profit before tax


203


Adjustments to reconcile profit before tax to net cash flows from operating activities:




- finance income

3

(8,555)


- debt instrument interest expense

5

8,623


Cash flows from operating activities before changes in operating assets and liabilities


271


Changes in operating assets and liabilities

12

7,169


Net cash flows from operating activities


7,440






Cash flows from investing activities




Loans to Group undertakings


(123,547)


Finance income


8,555




(114,992)


Cash flows from financing activities




Proceeds from issue of shares

15

50


Net proceeds from issue of the Notes


115,825


Interest paid on debt instruments in issue


(8,623)


Net cash flows from financing activities


107,252






Net increase in cash and cash equivalents


-


Cash and cash equivalents at beginning of period


-


Cash and cash equivalents at end of period


-


 

1.    Authorisation of financial statements and statement of compliance with IFRS

 

The Company financial statements for the period ended 31 December 2011 were authorised for issue by the Board of Directors on 23 May 2012 and the Statement of Financial Position was signed on the Board's behalf by a Director, Richard McNamara. Henderson UK Finance plc is a company incorporated in England and Wales and tax resident in the United Kingdom.

The financial statements have been prepared in accordance with IFRS as adopted by the European Union and the provisions of the Companies Act 2006.

The principal accounting policies adopted by the Company are set out in note 2.

 

2.    Accounting policies

 

2.1 Significant accounting policies

 

Basis of preparation

The financial statements have been prepared on a going concern basis and on the historical cost basis.

The financial statements are presented in Pounds sterling ("GBP") and all values are rounded to the nearest thousand pounds, except when otherwise indicated.

Income recognition

Finance income

 

Interest income is recognised as it accrues using the effective interest rate method.

Other income

Other income is recognised in the accounting period in which the services are rendered.

 

 

Finance expenses

Interest payable is charged on an accruals basis using the effective interest rate method.

 

Income taxes

Current tax is provided on the Company's taxable profits at amounts expected to be paid using the tax rates and laws that have been enacted or substantively enacted by the reporting date.

 

Deferred tax is provided, using the liability method, on temporary differences at the reporting date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. If the deferred tax arises from the initial recognition of an asset or liability in a transaction, other than a business combination, that at the time of the transaction affects neither the accounting nor taxable profit or loss, it is not accounted for. The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.

 

Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised, based on tax rates and tax laws that have been enacted or substantively enacted by the reporting date.

 

Financial instruments

Financial assets and liabilities are recognised in the Statement of Financial Position, when the Company becomes party to the contractual provisions of an instrument, at fair value adjusted for transaction costs, except for financial assets classified at fair value through profit or loss, where transaction costs are immediately recognised in the Income Statement. Financial assets are derecognised when the rights to receive cash flows from the investments have expired or where they have been transferred and the Company has also transferred substantially all risks and rewards of ownership. Financial liabilities cease to be recognised when the obligation under the liability has been discharged, cancelled or has expired.

 

Financial assets

Purchases and sales of financial assets are recognised at the trade date, being the date when the purchase or sale becomes contractually due for settlement. Delivery and settlement terms are usually determined by established practices in the market concerned.

 

Financial liabilities

Financial liabilities are stated at amortised cost using the effective interest rate method. Amortised cost is calculated by taking into account any issue costs and any discount or premium on settlement.

 

Fair value estimation

The fair value of financial instruments traded in active markets (such as publicly traded securities and derivatives) is based on quoted market prices at the reporting date. The quoted market price used for financial instruments is the current bid price. The fair value of financial instruments that are not traded in an active market is determined using valuation techniques commonly used by market participants, including the use of comparable recent arm's length transactions, discounted cash flow analysis and option pricing models.

 

Foreign currencies

The functional currency of the Company is GBP. Transactions in foreign currencies are recorded at the appropriate exchange rate prevailing at the date of the transaction. Foreign currency monetary balances at the reporting date are converted at the prevailing exchange rate. Foreign currency non-monetary balances carried at fair value or cost are translated at the rates prevailing at the date when the fair value or cost is determined. Gains and losses arising on retranslation are taken to the Income Statement.

 

Equity shares

The Company's ordinary equity shares of £1 each are classified as equity instruments. Equity shares issued by the Company are recorded at the proceeds or fair value received, with the excess of the amount received over the nominal value being recognised as share premium. Direct issue costs, net of tax, are deducted from equity through share premium.

 

2.2 Future changes in accounting policies

 

During the course of the period, the IASB and the International Financial Reporting Interpretations Committee (IFRIC) issued a number of new accounting standards, amendments to existing standards and interpretations. The following new standard is not applicable to these financial statements but is expected to have an impact when it becomes effective. The Company plans to apply this standard in the reporting period in which it becomes effective.

 

IFRS 9 Financial Instruments proposes revised measurement and classification criteria for financial assets. This standard has a mandatory effective date in 2015. The Group is still assessing the impact on the Company's future financial statements.

 

3.     Income


Period from 09/02/2011 to 31/12/2011



£000


Other operating income



Recharges to Group undertakings

1,336


 



Finance income



Interest receivable from Group undertakings

8,555


Total income

9,891


 

 

4.     Expenses

4.1  Operating expenses

 


Period from 09/02/2011 to 31/12/2011



£000


Premium on exchange of debt instruments

944


Recharges from Group undertakings

121


Total operating expenses

1,065


 

4.2  Auditors' remuneration

 

Auditors' remuneration in respect of the audit of the Company's financial statements is borne by a fellow subsidiary. Fees paid to the Company's Auditors for services other than the statutory audit of the Company are disclosed on a consolidated basis in the Group's Annual Report and Accounts as described in note 19.

 

5.     Finance expenses


Period from 09/02/2011 to 31/12/2011



£000


Interest payable on debt instrument

8,623


Total finance expenses

8,623


 

 

6.     Employees

The Company has no employees. Employees' contracts of employment are with Henderson Administration Limited, a fellow subsidiary, and staff costs are disclosed in that company's financial statements.

 

7.     Directors' Remuneration

The Directors of the Company were employed and remunerated as directors and executives of the Group in respect of their services to the Group as a whole. The Directors believe that it is not practicable to apportion part of their remuneration to the services as Directors of the Company.

Mr A J Formica, Mrs S J Garrood and Mr R L Pennant-Rea are also Directors of Henderson Group plc and particulars of their remuneration are set out in the Group's Annual Report and Accounts.

 

8.     Tax

 

Analysis of tax charge in the period


Period from 09/02/2011 to 31/12/2011



£000


Current tax



- charge for the period

-


Total tax charge on ordinary activities

-


 

Factors affecting tax charge for the period

The difference between the total tax shown above and the amount calculated by applying the standard rate of UK corporation tax to the profit before tax is as follows:


Period from 09/02/2011 to 31/12/2011



£000


Profit on ordinary activities before tax

203





Tax on profit on ordinary activities at the standard UK corporation tax rate of 26.5% pro rata:

54


Effects of:



Group relief claimed for nil consideration and worldwide debt cap adjustments

(54)


Total tax charged for the period

-


 

Factors that may affect future tax charges

 

On 21 March 2012, the Government announced its intention to reduce the main United Kingdom corporation tax rate to 24% from 1 April 2012 and then by 1% per annum to 22% by 1 April 2014. The reduction from 26% to 25% from 1 April 2012 has been substantively enacted by the reporting date and has been reflected above as appropriate. The remaining proposed rate reductions have not been substantively enacted at the reporting date and as such they have not been recognised in these financial statements. As and when the Government enacts these changes, the Company's tax charge for the year will reflect the reduction in the United Kingdom corporation tax rate.

 

9.    Segmental information

Operating income and net assets

 

The Company's operating income is finance income receivable from Group companies. The company has no non-current assets. It's operating income and net assets are managed in the UK.

 

 

10.    Fair value of financial instruments



Carrying value

Fair value


Notes

2011

£000

2011

£000

Financial assets




Current assets:




Amounts owed by Group undertakings

11

158,055

158,055

Total financial assets


158,055

158,055





Financial liabilities




Non-current liabilities:




Debt instrument in issue

13

148,791

157,319





Current liabilities:




Amounts owed to Group undertakings

14

6,046

6,046

Accruals

14

2,965

2,965

Total financial liabilities


157,802

166,330

 

The fair value of the debt instrument in issue includes accrued interest (excluding accrued interest the fair value is £154,378,000).

Asset and liability balances included in the table above, are balances settling in a short time frame, and accordingly the fair value of these assets and liabilities is considered to be materially equal to the carrying value after taking into account any likely impairment.

Fair value hierarchy

 

The Company uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation technique:

 

Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities.

Level 2: other techniques for which all inputs, which have significant effect on the recorded fair value, are observable, either directly or indirectly.

Level 3: techniques which use inputs which have a significant effect on the recorded fair value that are not based on observable data.

 

In 2011, all financial instruments are disclosed as Level 1 and there were no transfers in or out of Level 1, Level 2 and Level 3.

 

11.    Trade and other receivables


2011



£000


Amounts owed by Group undertakings

1,842


Loans to Group undertakings

156,213



158,055


 

Loans to Group undertakings comprise two loans to Henderson Global Investors (Holdings) Ltd, one for a principal amount of £115,250,000, which bears interest at 7.7% per annum and has accrued interest outstanding of £4,230,464 and one for a principal amount of £32,408,000, which bears interest at 7.7% per annum and has accrued interest outstanding of £1,941,639.

 

In addition, there is one interest free loan to Gartmore Group Limited for £2,382,675.

 

12.    Change in operating assets and liabilities

 


2011



£000


Increase in other assets

(1,842)


Increase in other liabilities

9,011


Change in operating assets and liabilities

7,169


 

13.    Debt instrument in issue


Carrying value

Fair value


2011

2011


£000

£000

Debt instrument in issue

148,791

157,319

 

On 18 March 2011, the Company announced the issue of the £150,000,000 7.25% per annum senior notes due on 24 March 2016.  The Notes are unconditionally and irrevocably guaranteed by Henderson Group plc and Henderson Global Investors (Holdings) Limited. As part of the issue of the Notes, £32.4m of loan notes issued by a fellow subsidiary, maturing on 2 May 2012, were exchanged into the Notes.

 

14.    Trade and other payables

 


2011



£000


Amounts owed to Group undertakings

6,046


Accruals

2,965



9,011


 

15.    Share capital

 

Allotted, called up and fully paid shares:


no.

£000

Ordinary shares



Shares in issue at 31 December 2011

50,000

50

 

All of the ordinary shares in issue carry the same right to receive dividends and other distributions declared, made or paid by the Company.

On 9 February 2011 the Company issued share capital of 50,000 ordinary shares of £1 each.

 

The Directors consider shareholder's equity to represent Company capital. The Directors manage the Company's capital structure on an ongoing basis. Changes to the Company's capital structure can be affected by adjusting the dividend policy, returning capital to shareholders or issuing new shares and other forms of capital.

 

Nature and purpose of reserves

 

The Statement of Changes in Equity on page 8, provides details of movements in equity and reserves during the period.

 

Profit and loss reserve

 

The profit and loss reserve comprises results recognised through the Income Statement.

 

 

16.    Financial risk management

Financial risk management objectives and policies

Financial assets principally comprise trade and other receivables including intercompany balances. Financial liabilities comprise debt instrument in issue and trade and other payables. The main risks arising from financial instruments are price risk, interest rate risk, liquidity risk, foreign currency risk and credit risk. Each of these risks is discussed in detail below.

 

The Company has designed a framework to manage the risks of its business and to ensure that the Directors have in place risk

management practices appropriate for a listed company. The management of risk within the Group is governed by the Board of Henderson Group plc and overseen by the Henderson Group Board Risk Committee.

 

16.1   Price risk

 

Price risk is the risk that a decline in the value of assets adversely impacts on the profitability of the Company. Management monitors exposures to price risk on an ongoing basis. The Company is not exposed to price risk on its assets.

 

16.2   Interest rate risk

 

Interest rate risk is the risk that the Company will sustain losses from adverse movements in interest rates, either through a mismatch of

interest-bearing assets and liabilities, or through the effect such movements have on the value of interest-bearing assets.

 

Financial assets and liabilities exposed to interest rate risk

 

At 31 December 2011

 


Not directly exposed to interest rate risk



Fixed Rate

Other

Total


£000

£000

£000

Financial assets




Other debtors

158,055

-

158,055

Total financial assets

158,055

-

158,055





Financial liabilities




Debt instrument in issue

148,791

-

148,791

Other creditors

-

9,011

9,011

Total financial liabilities

148,791

9,011

157,802

 

Interest on financial instruments classified as fixed rate is fixed until the maturity of the instrument. 

 

16.3 Liquidity risk

 

Liquidity risk is the risk that the Company may be unable to meet its payment obligations as they fall due.

 

Company liquidity is managed by the Group finance function, to ensure that the Company always has sufficient cash and/or highly liquid assets available to meet its liabilities. This function also controls and monitors the use of the Company's non-operating capital resources. It is the Company's policy to ensure that it has access to funds to cover all forecast commitments for the next 12 months. 

 

Refer to note 13 for a description of guarantees provided for the Notes in issue.

 

The maturity dates of the Company's financial liabilities are as follows:

 

At 31 December 2011

 


Within 1 year or repayable on demand

Within 2-5 years

Total

Carrying value in the balance sheet


£000

£000

£000

£000






Debt instrument in issue

-

148,791

148,791

148,791

Other creditors

9,011

-

9,011

9,011


9,011

148,791

157,802

157,802

 

 

16.4 Foreign currency risk

 

Foreign currency risk is the risk that the Company will sustain losses through adverse movements in currency exchange rates. The Company is not exposed to foreign currency movements.

 

16.5 Credit risk

 

Credit risk is the risk of a counterparty of the Company defaulting on funds deposited with it or the non-receipt of a trade debt. 

All receivables are amounts due from Group undertakings.

 

The table below contains an analysis of current and overdue financial assets:

 

At 31 December 2011

 


Not past due

0-3 months past due

3-6 months past due

6-12 months past due

Greater than 12 months past due

Total


£000

£000

£000

£000

£000

£000

Financial assets







Other debtors

158,055

-

-

-

-

158,055

Total financial assets

158,055

-

-

-

-

158,055

 

 

17.    Capital commitments

The amounts of capital expenditure contracted for but not provided for in the financial statements at 31 December 2011 amounted to £nil.

 

18.    Related party transactions

Details of transactions between the Company and the Group's controlled entities, which are related parties, together with amounts due from and to these related parties at the reporting date, are disclosed below:


Period from 09/02/2011 to 31/12/2011



£000


Transactions with related parties



Recharges to related parties

1,336


Recharges from related parties

122


Interest receivable from subsidiary companies

8,555






As at 31 December 2011



£000


Amounts owed by/(to) related parties



Amounts owed by fellow subsidiaries

158,055


Amounts owed to fellow subsidiaries

(6,046)





19.    Ultimate Parent Undertaking and Controlling Party

The Company's immediate parent undertaking is Henderson Global Investors (Holdings) Limited, a company incorporated in the United Kingdom and the ultimate parent undertaking is Henderson Group plc, a company incorporated in Jersey.  A copy of the Henderson Group plc's Annual Report and Accounts for the year ended 31 December 2011 can be obtained from its registered office at 47 Esplanade, St Helier, Jersey, JE1 0BD.

 

20.    Contingent liabilities

There were no contingent liabilities as at 31 December 2011.

 

21.    Events after the reporting date

The Directors have not, as at 23 May 2012, being the date the financial statements were approved, received any information concerning significant conditions in existence at the reporting date, which have not been reflected in the financial statements as presented. 

 

Forward-looking statements

This announcement contains forward-looking statements with respect to the financial condition, results and business of Henderson Group. By their nature, forward-looking statements involve risk and uncertainty because they relate to events, and depend on circumstances, that will occur in the future. Henderson Group's actual future results may differ materially from the results expressed or implied in these forward-looking statements.

For further detail, please see the Report and Financial Statements for the year ended 31 December 2011, lodged together with this announcement.

To view the full details of the 2011 Report and Financial Statements, paste the following link into your web browser:

[insert link to report and accounts]

A copy of the Report and Financial Statements for the year ended 31 December 2011 has been submitted to the National Storage Mechanism: www.hemscott.com/nsm.do 

 

Copies can also be found on the Henderson Group plc website at www.henderson.com.

 

Click on, or paste the following link into your web browser, to view the associated PDF document.

 http://www.rns-pdf.londonstockexchange.com/rns/0740E_-2012-5-24.pdf

 


This information is provided by RNS
The company news service from the London Stock Exchange
 
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