Tuesday 30 March, 2010
Value Catalyst Fund
Half Yearly Report
RNS Number : 3816J Value Catalyst Fund Limited (The) 30 March 2010
30 March 2010
The Value Catalyst Fund Limited
Unaudited Interim Report
For the Period from 1st July, 2009 to 31st December, 2009
For the six months ended 31st December, 2009 The Value Catalyst Fund Limited ("VCF" or the "Company") returned -1.12%. For the period from inception to the 31st December, 2009, VCF has returned +0.08%.
VCF has a concentrated portfolio by value, with its two largest investments being Celtic Property Development SA and DouglasBay Capital plc, representing over 85% of the net assets of the Company. As an overall strategy VCF is continuing to gradually de-leverage and available resources are being re-invested into liquid closed-end fund holdings on wide discounts, but we are pleased to report that both large investments are in rude health, with excellent management teams delivering good results. More details on them below.
Over the last six months there has been an ever increasing number of attractive closed-end fund opportunities, such as large market capitalisation funds on wide absolute discounts. Alliance Trust recently bought back stock at a 21.5% discount, only the second such time since its launch in 1888. This pattern repeats itself to one extent or another across the UK Investment Trust world too. Why has this happened? Well that's always a difficult question to answer with any certainty but it feels like it is the substantial withdrawal by large hedge fund managers from the sector, who often seemed to put floors under discounts, floors which no longer hold without their presence. This feels to us like the closed-end fund world before hedge funds, which is good news and it should be seen in the context that despite the total value in markets around the world of all closed-end funds, there is quite a small limit to how much money can be managed effectively in the sector.
The new issue market in closed-end funds remains minimal with the exception of the upcoming Fidelity China fund, which should weigh in with a whopping billion dollars to start with, so it can be done but not every management group has an Anthony Bolton to pull out of the hat!
What follows is a review of Celtic Property Developments SA, DouglasBay Capital plc and other significant investments of VCF.
Portfolio Review
Celtic Property Development SA
Formerly EEDF, a closed-end fund re-organised by Laxey Partners, Celtic is now one of Eastern Europe's leading property developers and managers, with a significant presence in Poland.
The Polish real estate market is starting to recover following two years of difficult trading conditions as witnessed by the level of interest Celtic is receiving in its 15,000sq.m Mokotow Plaza office building in Warsaw, which is now over 75% let. Several offers for the entire site have been received and it is anticipated that a sale will be completed in the coming three months releasing approximately €10m of free equity and reducing debt levels from €34.5m to €14m. Celtic has a net cash position of approximately €4m.
Completion of the construction of its Koszykowa apartment building in central Warsaw is expected in March and there is strong interest in these units. This should generate €3.5m of equity in the next six months, and show good profitability on the project. Other development sites include: 1) Wilanow - all sixteen units sold; 2) Josefoslaw - all forty-two plots sold and 3) Magdalenka - marketing of a further forty units will commence this spring.
With limited bank financing available and significant uncertainty as to the demand for office space in the short-to-medium term, Celtic continues to postpone the development of other office development projects, while continuing to seek additional income from alternative sources, including the sale of the residential projects outlined above and the development of the property management business awarded to Celtic. The company made a profit of over £1m from such activities in the UK alone in 2009, and has now been appointed to dispose of the €720m of assets held in Spazio Industriale, the largest industrial owner in Italy: this should generate between €25m to €35m revenue in the coming three years.
Celtic is still cooperating with, and providing assistance to, the Warsaw city authorities to progress the planning changes for the large 56ha Ursus site in Warsaw; this constitutes half of Celtic's balance sheet. The new zoning plan for the area was issued in first draft in November 2009, and has now passed the public consultation stage. It is hoped that a final valid plan will be completed in the third quarter of 2010. As currently drafted, the site would have its designated use changed from the existing industrial to 750,000 m²of high density residential, offices and a retail mall. We expect that the Ursus site will be a main driver of value for the group in the coming years. To take full advantage of the increase in its value, Celtic intends to IPO; currently planned for finalisation in Q3-4, 2010. A listing on the Warsaw Stock Exchange would allow Polish pension funds and other Polish institutional investors to access Celtic.
Lastly, Celtic will, with the sale of Mokotow Plaza, reduce the level of its debt to an amount which will be significantly below its cash holdings, and with its strong balance sheet, this will put the company in an excellent position for the future.
DouglasBay Capital plc
DouglasBay Capital plc is an investment holding company listed on AIM, majority owned by funds managed by Laxey Partners. Its major portfolio holding is TDG, a logistics company acquired in October 2008. TDG is a market leader in Europe's in-freight forwarding, transport and warehousing with operations in ten countries and 7,000 employees.
2009 was a challenging year for the logistics sector and TDG addressed the difficult environment early on by implementing rigorous cost control measures and repositioning the company as a European leader in specialised logistics and freight forwarding. As a result of these measures, TDG maintained its profits on an absolute like-for-like basis despite a 12% decline in turnover, as global trading volumes declined. Despite the tough year, new contracts were won and good progress was made in expanding operationally into Eastern Europe. Freight forwarding operations, in particular, grew in 2009.
TDG's financial position strengthened substantially with more than half of the bank debt taken on at the time of the acquisition repaid from strong operational cash flows and property disposals (over £40m was raised from disposals during 2009). To this end, DouglasBay Property Group was established to actively manage TDG's property portfolio. Laxey is very pleased with its investment in TDG and would add that TDG continues to sit in a highly consolidating industry.
Ceiba Investments Ltd
Ceiba Investments Ltd is a closed-end investment company incorporated in Guernsey. The Fund seeks to provide long term capital growth and high current income by investing directly or indirectly primarily in Cuban joint ventures, unlisted companies and in interest bearing securities relating to Cuba.
Ceiba is considering a listing in Canada which we feel is a more likely environment for it to attract a fair rating for its assets. Ceiba has a great management team, a portfolio of high yielding property assets and no leverage. Cuba has been short of hard currency of late but this hasn't affected the occupancy or income from its portfolio which continues to grow.
Marfin Investment Group SA
Marfin is a Greek fund/holding company with a portfolio of private and listed assets. The fact that it's Greek and is part of a Greek banking group has hit its rating hard over the last six months. It's a solid company on a circa 50% discount and is well managed and we expect to see its rating improve over the remainder of the year although this will also depend on how Greece works through its troubles with Europe and the IMF.
Swissmetal Holding AG
Swissmetal operates non-ferrous metal plants and produces semi-finished copper alloy products for various industries. The Company's operations were hit by the global crisis but over the last few months, the company has begun to feel a recovery in its order book.
Alternative Investment Trust ("AIT")
The Australian investment trust, AIT, has exposure to a portfolio of leading absolute return funds and a remaining single direct investment. Formerly Everest Babcock & Brown Alternative Investment Trust, following a vote by unit holders at a meeting held on the 30th January, 2009, AIT was put into wind down with an orderly realisation of its portfolio to be managed by Laxey.
The exposure to the portfolio of absolute return funds is via a Swap with Macquarie Bank Ltd. Under the terms of the realisation, the leverage from the Swap facility must be paid down before unit holders can receive distributions from assets sold or redeemed. As at the 31st December, 2009 the leverage facility had been reduced by 87.2% from US$290m in December, 2008 to US$37.1m. Our expectation is that debt will be repaid in full by Q2, 2010, after which point any cash received from the redemption of investments will be used to make further payments to AIT's shareholders (VCF is one). To date, AIT has paid out AUD0.47 per unit (AUD61.5m in total), which represented 41% of AIT's closing unit price at the time of announcement. VCF received funds from this distribution.
The underlying portfolio of AIT includes some well known hedge funds. At the 31st December, 2009 the Top 10 names were:
|
Fund Name
|
Strategy
|
% Gross Assets
|
|
Drawbridge Specal Opportunities
|
Asset Based Lending
|
12.3%
|
|
EBIIF
|
Income Producing
|
10.2%
|
|
TPG-Axon Partners Offshore Ltd
|
Multi-Strategy
|
9.6%
|
|
ESL Investments
|
Equity Long/ short
|
7.3%
|
|
Marathon Special Opportunity Fund
|
Credit Related Investments
|
6.9%
|
|
Eton Park Overseas Fund Ltd
|
Multi-Strategy
|
4.1%
|
|
Everest Absolute Return Fund
|
Multi-Strategy
|
3.5%
|
|
Och-Ziff Global Special Investments
|
Multi-Strategy
|
3.4%
|
|
[Undisclosed Holding]
|
Equity Long/Short
|
3.0%
|
|
GSO Special Situations Overseas
|
Credit Related Investments
|
2.1%
|
|
Total
|
|
62.4%
|
The above Top Portfolio Holdings constitute 62% of AIT's portfolio and all but EBIIF are held via the Macquarie Swap. The remainder of the portfolio consists of numerous smaller investments with varying degrees of liquidity. On behalf of AIT, Laxey maintain contact with the fund managers of each of the investments in order to better understand AIT's underlying exposure and its liquidity and risk profiles.
Over the course of 2009, there were significant portfolio developments within AIT's holdings with many funds restructuring to accommodate investor demand for liquidity. AIT was able to benefit from this trend and it explains in part the significant reduction in the fund's debt.
Private Equity Investor PLC ("PEI")
PEI is a UK incorporated investment company that invests mostly in pre-IPO stage information technology companies. Colin Kingsnorth is a member of the PEI board having joined it following a previous re-organisation led by Laxey Partners. PEI continues to receive distributions from its underlying portfolio and is not making any new investments. As sufficient cash resources are accumulated they will be distributed to shareholders. PEI has had various approaches and the PEI board remain committed to examining all possible realisation alternatives for shareholders.
The Future for VCF
At the end of 2010, VCF is scheduled to hold its Annual General Meeting ("AGM") which will include a vote to propose that the Company will continue in its current form. Under the terms of its constitution, VCF Shareholders will be asked to decide if the Company should continue to operate as an investment company for a specified period not exceeding 5 years. The Manager (Laxey Partners) and Board of VCF are mindful that many closed-end funds have been asked by shareholders to distribute money back to them. Consequently, earlier this year in January, Shareholders were asked, by way of an announcement to the Stock Exchange, for their preferred route, to allow the Manager and Board to manage the Company's portfolio of investments in a suitable manner.
The Manager and Board will seek to follow the preferred route indicated by the majority of the Shareholders and offer options where possible to satisfy as many different standpoints as practical. As stated in the announcement released on 22nd January, 2010, if the majority of Shareholders wished to realise their investment, then the Board would come back with detailed proposals and start that process as soon as practical. Any realisation of investment is contingent on maximising value from the Company's two largest investments, Celtic Property Development SA and DouglasBay Capital plc, both of which will take some time; another reason why the Manager and Board would like to begin this process sooner rather than later, if this is the direction desired by the majority of Shareholders. Following any realisation of the Company's major assets, the Company would seek to make distributions as soon as practical and after gearing has been repaid (currently 45.86% as a % of the Net Asset Value of the Company). Lastly, Shareholders wishing to take in-specie redemption may be able to do so but, in such circumstances, they would also need to take on a proportionate part of the borrowings associated with the Company's assets, themselves, subject to a practical minimum.
The Board and Manager would like to thank all Shareholders who contacted the Manager to discuss their preference. The majority view expressed by Shareholders was for the Company to continue and for the largest holdings to be realised in a manner so as to extract the maximum value, at which point cash from asset sales would be available for distributions to Shareholders following the repayment of the fund's leverage for those that wished distribution. For those Shareholders who wish to continue holding shares in VCF after the realisation of the two largest holdings, VCF will continue for a specified period not exceeding 5 years, at which time the next continuation vote will be tabled at the AGM. VCF will continue to carry on investing in closed-end funds to take advantage of the wide discounts in many funds that exists at the moment, making sure such holdings are each relatively small so they can be realised if required over a short period of time.
In line with the disclosure obligations of a public company such as VCF, the Manager and Board will update Shareholders on the progress of the two largest investments via public announcement and investment advisory updates within the Interim and Annual Accounts.
Statement of Comprehensive Income (Unaudited)
For the six months ended 31st December, 2009
|
|
|
2009
|
|
2008
|
|
US$
|
|
US$
|
|
|
|
|
|
(Note 1)
|
|
Income
|
|
|
|
|
|
Dividends on long equity securities and investment funds
|
2,466,261
|
|
5,322,529
|
|
Interest
|
|
|
|
|
|
- Cash balances
|
266,698
|
|
274,931
|
|
- Debt securities
|
|
248,282
|
|
113,923
|
|
- Derivatives
|
|
-
|
|
192,622
|
|
Bad debts recovered
|
|
128,451
|
|
-
|
|
Net realised (losses) / gains on financial assets and liabilities at fair value through profit or loss
|
|
|
|
|
|
- Equities and funds
|
(24,382,127)
|
|
(49,514,585)
|
|
- Derivatives
|
|
(3,130,695)
|
|
11,560,289
|
|
- Forwards
|
|
(6,720,299)
|
|
60,976,351
|
|
Net unrealised gain/(loss) on financial assets and liabilities other
|
|
|
|
|
|
than currency forwards at fair value through profit or loss
|
|
|
|
|
- Equities and funds
|
34,589,472
|
|
(177,688,930)
|
|
- Derivatives
|
|
(1,743,626)
|
|
(869,234)
|
|
- Other foreign currency losses
|
|
(54,412)
|
|
|
|
Net unrealised gain/(loss) on currency forwards
|
|
414,226
|
|
(10,940,801)
|
|
Total investment income / (expense)
|
|
2,082,231
|
|
(160,572,905)
|
|
|
|
|
|
|
|
Expenses
|
|
|
|
|
|
Dividends payable on short equity securities and investment funds
|
13,685
|
|
351,180
|
|
Interest expense
|
|
|
|
|
|
- Cash balances
|
796,360
|
|
3,249,880
|
|
- Derivatives
|
|
121,260
|
|
100,372
|
|
Investment management fee
|
|
1,446,760
|
|
900,317
|
|
Administration fee
|
|
89,622
|
|
171,890
|
|
Audit fees
|
|
18,000
|
|
16,169
|
|
Directors' fees
|
|
63,310
|
|
63,310
|
|
Bad debt provision
|
|
-
|
|
401,163
|
|
Other expenses
|
|
687,932
|
|
1,136,447
|
|
Total expenses
|
|
3,236,929
|
|
6,390,728
|
|
|
|
|
|
|
|
Loss for the period and total comprehensive loss for the period
|
|
(1,154,698)
|
|
(166,963,633)
|
|
|
|
|
|
|
|
Loss per ordinary share
|
|
|
|
|
|
Basic and fully diluted
|
US$(0.01)
|
|
US$(1.24)
|
|
|
|
|
|
|
Statement of Financial Position
As at 31st December, 2009
|
|
|
31st December,
|
|
30th
June,
|
|
31st December,
|
|
|
|
2009
|
|
2009
|
|
2008
|
|
|
|
(Unaudited)
|
|
(Audited)
|
|
(Unaudited)
|
|
|
|
US$
|
|
US$
|
|
US$
|
|
Current Assets
|
|
|
|
|
|
|
|
Investment funds - long
|
|
30,646,886
|
|
27,972,539
|
|
39,575,193
|
|
Investment funds - long swaps
|
|
52,550
|
|
97,793
|
|
834,030
|
|
Investment funds - short swaps
|
|
-
|
|
34,630
|
|
-
|
|
Equities - long
|
|
112,861,383
|
|
173,897,768
|
|
188,915,184
|
|
Equities - long swaps
|
|
359,099
|
|
242,832
|
|
396,162
|
|
Equities - warrants
|
|
2,513,497
|
|
2,694,677
|
|
2,435,189
|
|
Index swaps - short
|
|
-
|
|
-
|
|
340,660
|
|
Futures - short
|
|
-
|
|
-
|
|
199,872
|
|
Amounts receivable on currency forwards
|
|
2,969,036
|
|
2,556,369
|
|
4,748,188
|
|
Cash at bank and brokers
|
|
1,689,776
|
|
821,023
|
|
4,704,764
|
|
Cash held as margin at brokers
|
|
928,802
|
|
441,306
|
|
9,962,151
|
|
Amounts due from outstanding sale settlements
|
|
129,147
|
|
3,095,634
|
|
48,817
|
|
Other debtors and accrued income
|
|
264,391
|
|
337,155
|
|
2,528,649
|
|
Loans receivable
|
|
2,191,832
|
|
2,668,897
|
|
1,870,552
|
|
Total assets
|
|
154,606,399
|
|
214,860,623
|
|
256,559,411
|
|
|
|
|
|
|
|
|
|
Equity
|
|
|
|
|
|
|
|
Share capital
|
|
1,798
|
|
1,619
|
|
1,619
|
|
Share premium
|
|
181,934,679
|
|
171,291,268
|
|
171,291,268
|
|
Retained losses
|
|
(79,969,755)
|
|
(68,171,467)
|
|
(70,362,890)
|
|
Total shareholders' funds
|
|
101,966,722
|
|
103,121,420
|
|
100,929,997
|
|
|
|
|
|
|
|
|
|
Current liabilities
|
|
|
|
|
|
|
|
Investment funds - short
|
|
27,115
|
|
28
|
|
-
|
|
Investment funds - long swaps
|
|
34,087
|
|
2,620,072
|
|
1,552,468
|
|
Equities - long swaps
|
|
4,120,048
|
|
19,176
|
|
100,448
|
|
Equities - short swaps
|
|
15,943
|
|
-
|
|
1,217,321
|
|
Index swaps - short
|
|
-
|
|
-
|
|
131,266
|
|
Futures - short
|
|
68,010
|
|
-
|
|
111,977
|
|
Amounts payable on currency forwards
|
|
3,489
|
|
5,048
|
|
21,205,292
|
|
Overdrawn balances at brokers
|
|
46,761,736
|
|
108,579,155
|
|
130,363,105
|
|
Amounts due for outstanding purchase settlements
|
|
181,106
|
|
29,345
|
|
-
|
|
Other creditors and accrued expenses
|
|
1,428,143
|
|
486,379
|
|
947,537
|
|
Total liabilities
|
|
52,639,677
|
|
111,739,203
|
|
155,629,414
|
|
|
|
|
|
|
|
|
|
Total liabilities and equity
|
|
154,606,399
|
|
214,860,623
|
|
256,559,411
|
|
|
|
|
|
|
|
|
|
Net asset value per ordinary share
|
|
US$0.60
|
|
US$0.68
|
|
US$0.66
|
|
|
|
|
|
|
|
|
Statement of changes in Shareholders' Equity (Unaudited)
For the six months ended 31st December, 2009
|
|
|
Share
|
|
Share
|
|
Retained
|
|
|
|
|
|
Capital
|
|
Premium
|
|
losses
|
|
Total
|
|
|
|
US$
|
|
US$
|
|
US$
|
|
US$
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 1st July, 2008
|
|
1,420
|
|
154,115,451
|
|
113,776,759
|
|
267,893,630
|
|
|
|
|
|
|
|
|
|
|
|
Loss for the period and total comprehensive loss for the period
|
-
|
|
-
|
|
(166,963,633)
|
|
(166,963,633)
|
|
|
|
|
|
|
|
|
|
|
|
Contributions by and distributions to owners
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capitalisation in lieu of dividend
|
|
-
|
|
-
|
|
(17,176,016)
|
|
(17,176,016)
|
|
|
|
|
|
|
|
|
|
|
|
Issue of shares
|
|
199
|
|
17,175,817
|
|
-
|
|
17,176,016
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 31st December, 2008
|
|
1,619
|
|
171,291,268
|
|
(70,362,890)
|
|
100,929,997
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 1st July, 2009
|
|
1,619
|
|
171,291,268
|
|
(68,171,467)
|
|
103,121,420
|
|
|
|
|
|
|
|
|
|
|
|
Loss for the period and total comprehensive loss for the period
|
-
|
|
-
|
|
(1,154,698)
|
|
(1,154,698)
|
|
|
|
|
|
|
|
|
|
|
|
Contributions by and distributions to owners
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capitalisation in lieu of dividend
|
|
-
|
|
-
|
|
(10,643,590)
|
|
(10,643,590)
|
|
|
|
|
|
|
|
|
|
|
|
Issue of shares
|
|
179
|
|
10,643,411
|
|
-
|
|
10,643,590
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 31st December, 2009
|
|
1,798
|
|
181,934,679
|
|
(79,969,755)
|
|
101,966,722
|
|
|
|
|
|
|
|
|
|
|
On 24th December, 2009, there was a capitalisation in lieu of dividend of US$10,643,590. As a result of this capitalisation, 17,864,367 additional shares were issued.
Statement of Cash Flows (Unaudited)
For the six months ended 31st December, 2009
|
|
|
|
2009
|
|
2008
|
|
|
|
|
US$
|
|
US$
|
|
|
|
|
|
|
(Note 1)
|
|
Operating activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss arising from operations
|
|
|
(1,154,698)
|
|
(166,963,633)
|
|
Adjustments:
|
|
|
|
|
|
|
Net realised gains on investments
|
|
|
34,233,121
|
|
(23,022,055)
|
|
Net movement in unrealised (appreciation)/depreciation on:
|
|
|
|
|
|
- investments
|
|
|
(32,845,846)
|
|
178,558,164
|
|
- currency forwards
|
|
|
(414,226)
|
|
10,940,801
|
|
Decrease in debtors and accrued income
|
|
|
72,764
|
|
807,277
|
|
Decrease in loans receivable
|
|
|
477,065
|
|
779,439
|
|
Increase in creditors and accrued expenses
|
|
|
941,764
|
|
39,603
|
|
Net cash inflow from operating activities
|
|
|
1,309,944
|
|
1,139,596
|
|
|
|
|
|
|
|
|
Investing activities:
|
|
|
|
|
|
|
Purchase of investments
|
|
|
(5,100,757)
|
|
(123,338,830)
|
|
Sale of investments
|
|
|
66,964,481
|
|
146,679,006
|
|
(Increase)/decrease in cash held as margin
|
|
|
(487,496)
|
|
3,212,942
|
|
Net cash inflow from investing activities
|
|
|
61,376,228
|
|
26,553,118
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net increase in cash for the period
|
|
|
62,686,172
|
|
27,692,714
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at beginning of period
|
|
|
(107,758,132)
|
|
(153,351,055)
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at end of the period
|
|
|
(45,071,960)
|
|
(125,658,341)
|
|
|
|
|
|
|
|
|
Significant non-cash transactions:
|
|
|
|
|
|
|
Capitalisation in lieu of dividend
|
|
|
10,643,590
|
|
17,174,016
|
Notes to the financial statements (Unaudited)
For the six months ended 31st December, 2009
1. Accounting Policy
The interim financial statements have been prepared in accordance with International Accounting Standard 34: Interim Financial Reporting. Accounting policies have been applied on a consistent basis with those adopted for the last full financial year.
Presentation of financial statements
The Company applies revised IAS 1 Presentation of Financial Statements (2007), which became effective as of 1 January, 2009. As a result, the Group presents in the statement of changes in shareholders' capital all owner changes in equity, whereas all non-owner changes in equity are presented in the statement of comprehensive income. This presentation has been applied in these interim financial statements as of and for the six months period ended on 31 December, 2009. Comparative information has been re-presented so that it also is in conformity with the revised standard.
Since the change in accounting policy only impacts presentation aspects, there is no impact on earnings per share.
Comparative figures
The comparative figures in the Statement of Comprehensive Income, Statement of Changes in Shareholders' Equity and Statement of Cash Flows relate to the corresponding interim period for the preceding financial year, 1st July, 2008 to 31st December, 2008.
Estimates
The preparation of financial statements in conformity with International Financial Reporting Standards requires management to make estimates and assumptions that affect the reported amounts in the financial statements. Management believes that the estimates utilised in preparing its financial statements are reasonable and prudent, however, actual results could differ from those estimates. The most significant estimates and judgements that are required to be made are in respect of the valuation of investments for which no reliable market price is available (see note 3).
2. Cash held as margin at brokers
|
|
|
31st December,
|
|
30th June,
|
|
31st December,
|
|
|
|
2009
|
|
2009
|
|
2008
|
|
|
|
US$
|
|
US$
|
|
US$
|
|
|
|
|
|
|
|
|
|
Cash at bank and brokers
|
|
1,242,809
|
|
881,184
|
|
10,363,314
|
|
less: Provision for doubtful debts
|
|
(314,007)
|
|
(439,878)
|
|
(401,163)
|
|
|
|
928,802
|
|
441,306
|
|
9,962,151
|
|
|
|
|
|
|
|
|
The provision for doubtful debts represents 100% provision against a holding in Kaupthing Singer & Friedlander. An amount of US$128,451 was recovered during the period.
3. Investments
|
|
|
31st December,
|
|
30th June,
|
|
31st December,
|
|
|
|
2009
|
|
2009
|
|
2008
|
|
|
|
US$
|
|
US$
|
|
US$
|
|
Long positions:
|
|
|
|
|
|
|
|
Market value
|
|
142,279,281
|
|
202,226,361
|
|
230,502,843
|
|
|
|
|
|
|
|
|
|
Cost
|
|
176,478,954
|
|
269,392,267
|
|
358,604,740
|
|
|
|
|
|
|
|
|
|
Short positions:
|
|
|
|
|
|
|
|
Market value
|
|
(111,068)
|
|
34,602
|
|
(920,033)
|
|
|
|
|
|
|
|
|
|
Proceeds
|
|
(107,334)
|
|
(82,051)
|
|
(1,462,627)
|
All of the Company's investments are designated as financial assets and liabilities held at fair value through profit or loss.
Investments valued by the Investment Advisor using a valuation technique, and having been considered by the Directors, are Celtic Property Development S.A., DouglasBay Capital plc and Balkan Reconstruction Investment Financing SCA.
The Company has a holding in Celtic Property Developments S.A. (Celtic) of US$46,255,343, or 29.92% of the Total Assets of the Company as at 31st December, 2009. The Directors, with the advice of the Investment Advisor, consider that although Celtic has a stock market quotation, trading is not sufficient to enable the quoted price to be a reliable estimate of fair value. Therefore, the Directors, with the advice of the Investment Advisor, have estimated the fair value based on the proportionate share of the estimated net asset value of Celtic as at 31st December, 2009. This has resulted in Celtic being carried at €35 per share at 31st December, 2009 (€35 per share at 30th June, 2009).
The Company has a holding in DouglasBay Capital plc (DouglasBay) of US$41,554,694, or 26.88% of the Total Assets of the Company as at 31st December, 2009. The Directors, with the advice of the Investment Advisor, consider that although DouglasBay has a stock market quotation, trading is not sufficient to enable the quoted price to be a reliable estimate of fair value. Therefore, the Directors, with the advice of the Investment Advisor, have reviewed the fair value based on earnings multiples and the value of the property portfolio. On the basis of this review, the Directors have resolved to continue to carry the investment at cost, being £0.10 per share.
The Company has a holding in Balkan Reconstruction Investment Financing S.C.A. (BRIF) of US$5,578,975, or 3.61% of the Total Assets of the Company as at 31st December, 2009. BRIF is not quoted and the Directors, with the advice of the Investment Advisor, consider that the latest reported net asset value as at 31st December, 2008 is not a reliable estimate of fair value. Instead the investment is being carried at €12.77, the price at which the company issued new shares in December 2008, February 2009 and March 2009, rather than the last stated NAV, as at 31st December, 2008, of €25.16.
These three investments, which continue to be measured in the Statement of Financial Position using the above mentioned valuation techniques, comprise a combined total value of US$93,389,012 or 60.41% of the Total Assets of the Company as at 31st December, 2009. The net change in fair value for the period recorded in the Statement of Comprehensive Income amounted to a loss of US$334,659.
4. Share capital
|
|
|
|
Period ended
|
|
Period ended
|
|
Period ended
|
Period ended
|
|
|
|
|
31st
December,
|
|
31st
December,
|
|
31st
December,
|
31st
December,
|
|
|
|
|
2009
|
|
2009
|
|
2008
|
2008
|
|
|
|
|
Number
|
|
US$
|
|
Number
|
US$
|
|
Authorised Share Capital
|
|
|
|
|
|
|
|
|
|
Founder shares of US$1 each
|
|
|
100
|
|
100
|
|
100
|
100
|
|
Ordinary shares of
|
|
|
|
|
|
|
|
|
|
US$0.00001 each
|
|
|
4,990,000,000
|
|
49,900
|
|
4,990,000,000
|
49,900
|
|
|
|
|
|
|
50,000
|
|
|
50,000
|
|
|
|
|
Period ended
|
|
Period ended
|
|
Period ended
|
Period ended
|
|
|
|
|
31st
December,
|
|
31st
December,
|
|
31st
December,
|
31st
December,
|
|
|
|
|
2009
|
|
2009
|
|
2008
|
2008
|
|
|
|
|
Number
|
|
US$
|
|
Number
|
US$
|
|
Issued share capital
|
|
|
|
|
|
|
|
|
|
Founder shares of US$1 each
|
|
|
100
|
|
100
|
|
100
|
100
|
|
|
|
|
|
|
|
|
|
|
|
Ordinary shares of US$0.00001 each
|
|
|
|
|
|
|
|
|
(previously US$0.001)
|
|
|
|
|
|
|
|
|
|
At 1st July
|
|
|
152,051,283
|
|
1,519
|
|
132,123,198
|
1,320
|
|
Capitalisation in lieu of dividend
|
|
|
17,864,367
|
|
179
|
|
19,928,085
|
199
|
|
At 31st December
|
|
|
169,915,650
|
|
1,698
|
|
152,051,283
|
1,519
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total issued share capital
|
|
|
|
|
1,798
|
|
|
1,619
|
5. Reserves
|
|
|
Period ended
|
|
Period ended
|
|
|
|
31st December,
|
|
31st December,
|
|
|
|
2009
|
|
2008
|
|
|
|
US$
|
|
US$
|
|
Share Premium
|
|
|
|
|
|
At 1st July
|
|
171,291,268
|
|
154,115,451
|
|
Relating to issue of shares
|
|
10,643,411
|
|
17,175,817
|
|
At 31st December
|
|
181,934,679
|
|
171,291,268
|
|
|
|
|
|
|
|
Retained losses
|
|
|
|
|
|
At 1st July
|
|
(68,171,467)
|
|
113,776,759
|
|
Loss for the period
|
|
(1,154,698)
|
|
(166,963,633)
|
|
Dividend
|
|
(10,643,590)
|
|
(17,176,016)
|
|
At 31st December
|
|
(79,969,755)
|
|
(70,362,890)
|
|
|
|
|
|
|
Notes to the financial statements (Unaudited) (continued)
For the six months ended 31st December, 2009
6. Dividend
|
2009 Capitalisation in lieu of dividend (in respect of year ended 30th June, 2009)
|
US$
|
|
Paid 24th December, 2009
|
|
|
|
|
|
|
|
|
|
Capitalisation in lieu of dividend of US$0.07 per ordinary share
|
|
|
10,643,590
|
|
|
|
|
|
|
|
|
|
|
|
2008 Capitalisation in lieu of dividend (in respect of year ended 30th June, 2008)
|
|
|
Paid 30th November, 2008
|
|
|
|
|
|
|
|
|
|
Capitalisation in lieu of dividend of US$0.13 per ordinary share
|
|
|
17,176,016
|
7. Prime brokerage agreements
Under the terms of the prime brokerage agreement which the Company has entered into, the prime broker holds a fixed charge over the Company's assets and cash held with the prime broker as security for the payment and performance by the Company of its obligations to the prime broker.
8. Guarantee
As part of the acquisition of TDG plc by DouglasBay Capital plc in October, 2008, the Company and DouglasBay Capital plc executed a four year guarantee of £12.2m, a seven year guarantee of £15m and an unlimited guarantee of £3.3m in favour of TDG Trustees Limited ("TDGTL") (pension trustee for TDG), pursuant to which, the Company and DouglasBay Capital plc agreed to guarantee to TDGTL the punctual performance by TDG of all its guaranteed obligations. The maximum liability is £30.5m.
9. Copies of interim statements
Copies of the interim statements will be sent to shareholders. Further copies will be available from Quintillion Limited, 24-26 City Quay, Dublin 2, Ireland.
This information is provided by RNS
The company news service from the London Stock Exchange END IR FMGZFNLFGGZM
|
|