TIDMCEAF
RNS Number : 8292N
Close European Accelerated Fund Ltd
24 February 2009
Close European Accelerated Fund Limited
Half-Yearly Financial Report
for the period ended 31 December 2008 (Unaudited)
Close European Accelerated Fund Limited (the "Company")
ABOUT THE COMPANY
Close European Accelerated Fund Limited (the "Company") is a Guernsey
incorporated, closed-ended investment company. With the exception of two
Management Shares issued for administrative reasons, the Company's issued share
capital comprises 39,550,000 Participating Shares (the "Shares") the performance
of which is designed to provide investors with a geared capped exposure to the
performance of the Dow Jones EuroStoxx 50 Index (the "Index").
Pursuant to the initial placing and offer for subscription, 36,000,000 Shares
were issued at a price of 100p each (the "Issue Price") on 27 July 2005. Your
Board, in conjunction with the Company's Manager, was since the initial placing
and offer for subscription of Shares, successful in raising further capital for
the Company by the subsequent issue of an additional 3,550,000 new Shares on 21
September 2006 at a price of 107.5p each. All 39,550,000 Shares in issue rank
pari passu, have been admitted to the Official List of the United Kingdom
Listing Authority and admitted to trading on the London Stock Exchange. The
Company has an unlimited life but the Shares will be redeemed on or around 29
July 2011 (the "Redemption Date").
Investment Objective and Policy
The investment objective of the Company is to provide shareholders on the
Redemption Date with a payment per Share which will comprise a capital amount of
100 pence per Share and a growth amount per Share equal to five times any
percentage increase in the value of the Index (the "End Value") as at 26 July
2011 (the "End Date") relative to its value (the "Start Value") as at 26 July
2005 (the "Start Date"), such amount being expressed in pence and rounded down
to the next half pence, subject to a maximum increase of 67.5 per cent. of the
Issue Price, subject to counterparty default.
If the End Value is lower than the Start Value, the Shares are designed to repay
the full initial subscription amount of 100p per Share on the Redemption Date
provided that the value of the Index has not fallen below 50 per cent. of the
Start Value at close of business on any Index business day between the Start
Date and the End Date (both dates inclusive) (an "Index Barrier Breach").
If Shareholders hold their Shares until the Redemption Date, and an Index
Barrier Breach has occurred and the End Value is not at least equal to the Start
Value, the Shares are designed to repay the Issue Price as reduced by the same
percentage by which the End Value is less than the Start Value.
In accordance with the Company's investment policy, the net proceeds derived by
the Company from the issue of Shares and the sale of a Put option have been
invested in a portfolio of debt securities containing embedded derivatives
related to the Index at prices relative to the value of the Index on 26 July
2005 of 3,302.98. Therefore, if the Dow Jones EuroStoxx 50 Index rises 13.5% or
more from its Start Value of 3,302.98 on the Start Date, which equates to a
level of 3,748.88 or higher as at the End Date, the Shares are designed to
return growth of 67.5% on the Redemption Date.
As published in each of the annual and half-yearly financial reports of the
Company and as announced on 8 October 2008, the Company currently holds seven
debt securities, including one issued by Glitnir Banki HF and one issued by
Kaupthing Bank HF. These debt securities account for approximately 30 per cent
of the total nominal value of the Company's debt securities. Following the
Icelandic authorities' decision to place both of these institutions into
receivership, the Board of the Company considers it likely that they may not pay
in full on their obligations. Whilst recovery rates from issuers that default
vary, and in this case are currently unknown, the worst case scenario would see
the Company receive nothing from either institution at the maturity of the
relevant debt securities.
In these circumstances, the Company's assets will be reduced by 30 per cent and
so, in the event of an Index Barrier Breach, accelerate asset erosion under the
Put option or reduce the Final Capital Entitlement due to shareholders on the
redemption of their Shares accordingly.
In the event of both Glitnir Banki HF and Kaupthing Bank HF defaulting and
having a zero recovery rate and there being no insolvency of any other issuer of
debt securities held by the Company or any other event of default or any
unforeseen circumstances, if the Index were to fall to a level of approximately
1,002 at close of business on the End Date, the Final Capital Entitlement of the
Shares would be zero. The closing level of the Index on 23 February 2009 was
1991.63.
Given the recent collapse of various financial institutions around the world,
including Glitnir Banki HF and Kaupthing HF, and the intervention of various
governments, it is worth commenting on the assets held by the Company. Your
attention is drawn to the Schedule of Investments on page 27 of this half-yearly
financial report, which shows the assets held by the Company, and note 12 (b) to
the financial statements, which refers to the credit risk of the issuers of
these assets as at the end of the reporting period and as at the date of this
report.
In the event of a default by an issuer of a debt security purchased by the
Company, the Company would rank as an unsecured creditor in respect of sums due
from the issuer of such debt security. In such event, the Company may (in
respect of that debt security) receive a lesser amount (if any) and at a
different time than the proceeds anticipated at the maturity of the relevant
debt security. Any losses would be borne by the Company and returns to
Shareholders would be significantly adversely affected.
MANAGER'S REPORT FOR THE PERIOD ENDED 31 DECEMBER 2008
Investment Performance
In order to fulfil its investment objective, the Company purchased seven Debt
Securities, including one issued by Glitnir Banki HF and one issued by Kaupthing
Bank HF. These Debt Securities account for approximately 30 per cent of the
total nominal value of the Company's Debt Securities. In the event of a default
by an issuer of a Debt Security purchased by the Company, the Company will rank
as an unsecured creditor in respect of sums due from the issuer of such Debt
Security. In such event, the Company may (in respect of that Debt Security)
receive a lesser amount of money than the amount due pursuant to the terms of
the Debt Security, may actually receive the money at a different time than would
otherwise have been the case and the amount received may be zero. Any losses
will be borne by the Company and returns to Shareholders would be significantly
adversely affected.
As a result of Glitnir Banki HF's and Kaupthing Bank HF's reported failure to
make payments due on other outstanding debt obligations, the Manager and the
Board of the Company considers it likely that they may not pay in full on their
obligations. Whilst recovery rates from issuers that default vary, and in this
case are currently unknown, the worst case scenario would see the Company
receive nothing from either institution at the maturity of the relevant Debt
Securities.
If the Dow Jones EuroStoxx 50 Index (the "Index") has closed down more than 50
per cent from its Start Value (i.e. below 1,651.49) on any Index Business Day
between the Start Date and the End Date then an Index Barrier Breach will have
occurred. In these circumstances, the amount which the Company will be required
to pay following the Index Barrier Breach will reduce its assets by an amount
which reflects the decline, if any, in the Index between the Start Date and the
End Date.
The official closing level of the Dow Jones EuroStoxx 50 Index as at 31 December
2008 was 2,447.62. If the Index closed at this level on the End Date and an
Index Barrier Breach has not occurred, the Final Capital Entitlement would be
100 pence subject to there being no counterparty default or any unforeseen
circumstances, and in the event of both Glitnir Banki HF and Kaupthing Bank HF
defaulting and having a zero recovery rate and there being no insolvency of any
other issuer of Debt Securities held by the Company or any other event of
default or any unforeseen circumstances, the Final Capital Entitlement would be
approximately 69.5 pence, and if the Index were to fall by approximately a
further 59 per cent to a level of approximately 1,002 as at the End Date, the
Final Capital Entitlement of the Shares would be zero.
The tables below illustrate how the Final Capital Entitlement of the Shares
might vary for different ending levels of the Dow Jones EuroStoxx 50 Index (1)
subject to there being no counterparty default or any unforeseen circumstances,
and (2) on the assumption of zero recovery in the event of default of the Debt
Securities issued by Glitnir Banki HF and Kaupthing Bank HF and there being no
insolvency of any other issuer of Debt Securities held by the Company or any
other event of default or any unforeseen circumstances.
+---------------+----------------+---------------+---------------+---------------+
| | If Dow Jones EuroStoxx 50 | If Dow Jones EuroStoxx 50 |
+---------------+--------------------------------+-------------------------------+
| | Index never closes below | Index closed below 1,651.49+ |
| | 1,651.49+ | |
+---------------+--------------------------------+-------------------------------+
| Final | Final Capital |Final Capital |Final Capital |Final Capital |
| EuroStoxx | | | | |
+---------------+----------------+---------------+---------------+---------------+
| 50 Index* | Entitlement | Entitlement | Entitlement | Entitlement |
| | (1) | (2) | (1) | (2) |
+---------------+----------------+---------------+---------------+---------------+
| 0 | | | 0.0 | 0.0 |
+---------------+----------------+---------------+---------------+---------------+
| 100 | | | 3.0 | 0.0 |
+---------------+----------------+---------------+---------------+---------------+
| 200 | | | 6.0 | 0.0 |
+---------------+----------------+---------------+---------------+---------------+
| 300 | | | 9.0 | 0.0 |
+---------------+----------------+---------------+---------------+---------------+
| 400 | | | 12.0 | 0.0 |
+---------------+----------------+---------------+---------------+---------------+
| 500 | | | 15.0 | 0.0 |
+---------------+----------------+---------------+---------------+---------------+
| 600 | | | 18.0 | 0.0 |
+---------------+----------------+---------------+---------------+---------------+
| 700 | | | 21.0 | 0.0 |
+---------------+----------------+---------------+---------------+---------------+
| 800 | | | 24.0 | 0.0 |
+---------------+----------------+---------------+---------------+---------------+
| 900 | | | 27.0 | 0.0 |
+---------------+----------------+---------------+---------------+---------------+
| 1,000 | | | 30.0 | 0.0 |
+---------------+----------------+---------------+---------------+---------------+
| 1,100 | | | 33.0 | 2.5 |
+---------------+----------------+---------------+---------------+---------------+
| 1,200 | | | 36.0 | 5.5 |
+---------------+----------------+---------------+---------------+---------------+
| 1,300 | | | 39.0 | 9.0 |
+---------------+----------------+---------------+---------------+---------------+
| 1,400 | | | 42.0 | 12.0 |
+---------------+----------------+---------------+---------------+---------------+
| 1,500 | | | 45.0 | 15.0 |
+---------------+----------------+---------------+---------------+---------------+
| 1,600 | | | 48.0 | 18.0 |
+---------------+----------------+---------------+---------------+---------------+
| 1,700 | 100.0 | 69.5 | 51.0 | 21.0 |
+---------------+----------------+---------------+---------------+---------------+
| 1,800 | 100.0 | 69.5 | 54.0 | 24.0 |
+---------------+----------------+---------------+---------------+---------------+
| 1,900 | 100.0 | 69.5 | 57.5 | 27.0 |
+---------------+----------------+---------------+---------------+---------------+
| 2,000 | 100.0 | 69.5 | 60.5 | 30.0 |
+---------------+----------------+---------------+---------------+---------------+
| 2,100 | 100.0 | 69.5 | 63.5 | 33.0 |
+---------------+----------------+---------------+---------------+---------------+
| 2,200 | 100.0 | 69.5 | 66.5 | 36.0 |
+---------------+----------------+---------------+---------------+---------------+
| 2,300 | 100.0 | 69.5 | 69.5 | 39.0 |
+---------------+----------------+---------------+---------------+---------------+
| 2,400 | 100.0 | 69.5 | 72.5 | 42.0 |
+---------------+----------------+---------------+---------------+---------------+
| 2,447.62 | 100.0 | 69.5 | 74.0 | 43.5 |
+---------------+----------------+---------------+---------------+---------------+
| 2,500 | 100.0 | 69.5 | 75.5 | 45.0 |
+---------------+----------------+---------------+---------------+---------------+
| 2,600 | 100.0 | 69.5 | 78.5 | 48.0 |
+---------------+----------------+---------------+---------------+---------------+
| 2,700 | 100.0 | 69.5 | 81.5 | 51.0 |
+---------------+----------------+---------------+---------------+---------------+
| 2,800 | 100.0 | 69.5 | 84.5 | 54.0 |
+---------------+----------------+---------------+---------------+---------------+
| 2,900 | 100.0 | 69.5 | 87.5 | 57.0 |
+---------------+----------------+---------------+---------------+---------------+
| 3,000 | 100.0 | 69.5 | 90.5 | 60.0 |
+---------------+----------------+---------------+---------------+---------------+
| 3,100 | 100.0 | 69.5 | 93.5 | 63.5 |
+---------------+----------------+---------------+---------------+---------------+
| 3,200 | 100.0 | 69.5 | 96.5 | 66.5 |
+---------------+----------------+---------------+---------------+---------------+
| 3,300 | 100.0 | 69.5 | 99.5 | 69.5 |
+---------------+----------------+---------------+---------------+---------------+
| 3,400 | 114.5 | 79.5 | 114.5 | 79.5 |
+---------------+----------------+---------------+---------------+---------------+
| 3,500 | 129.5 | 90.0 | 129.5 | 90.0 |
+---------------+----------------+---------------+---------------+---------------+
| 3,600 | 144.5 | 100.5 | 144.5 | 100.5 |
+---------------+----------------+---------------+---------------+---------------+
| 3,700 | 160.0 | 111.5 | 160.0 | 111.5 |
+---------------+----------------+---------------+---------------+---------------+
| 3,800 | 167.5 | 116.5 | 167.5 | 116.5 |
+---------------+----------------+---------------+---------------+---------------+
| 3,900 | 167.5 | 116.5 | 167.5 | 116.5 |
+---------------+----------------+---------------+---------------+---------------+
* As at 26 July 2011
+ On any day from 26 July 2005 to 26 July 2011
(1) Subject to there being no counterparty default or any unforeseen
circumstances
(2) The table contemplates default and zero recovery in respect of the Debt
Securities issued by Glitnir Banki HF and Kaupthing Bank HF. The Final Capital
Entitlement set out in this table is an example only and not a forecast of
actual payments and is subject to there being no insolvency of any other issuer
of Debt Securities held by the Company or any other event of default or any
unforeseen circumstances. The attention of shareholders is drawn to the section
headed "Risk Factors" in the Prospectus.
Market Review
Over the period under review, the Dow Jones EuroStoxx 50 Index fell by 27.0% as
the credit crunch that started in the summer of 2007 turned into a global
financial crisis, causing many financial institutions to collapse or have to be
rescued by governments and prompting investors to pare back risk by selling down
their equity exposure. Expectations of a severe economic downturn also pushed
equity valuations lower, as companies forecast falling sales.
The first two months of the period saw the Index falling steadily on persistent
concerns over the size of the expected impending recession. The collapse of US
investment bank Lehman Brothers in September was the catalyst for a marked
increase in volatility over the rest of the period.
The collapse followed US government bail-outs of insurance company AIG and
mortgage providers Freddie Mac and Fannie Mae. These bail-outs wiped out
virtually all shareholders' equity prompting large falls in the prices of
financial institutions, particularly those suspected of having a weak balance
sheet and which might need rescuing.
This led to further downward pressure on share prices, threatening many
seemingly sound financial companies. As the systemic risks became clear,
governments around the world stepped in with a variety of comprehensive plans
designed to shore up the financial system. Whilst these plans were successful in
reducing the systemic risk, share prices continued to fall as the economic
impact of the deleveraging now taking place was factored in. The Index ended the
period at 2447.62.
The decline in the Index over the last six months was broad-based with 47 of the
50 constituents falling, led by the financial sector. The biggest boost to the
Index came from Volkswagen which rose 36% after Porsche announced plans to raise
its stake to 75 percent.
The European Central Bank ("ECB") raised interest rates by 0.25% in July as
inflation fears continued to dominate its thinking, with the Consumer Price
Index (CPI) persistently above its target. As commodity prices plummeted and the
full impact of the financial crisis became apparent, the ECB changed tack,
cutting rates by 1.75% in three steps to end the quarter with rates at 2.5%, and
signalling further rate cuts could follow.
Market Outlook
At the time of writing, the ECB has further revised downwards its forecast for
GDP growth for 2009 and now expects the euro-zone economy to shrink by 1.9%.
This change in forecast from an expected expansion of 0.1% in November reflects
the rapidly changing economic environment. Inflation, which had remained
stubbornly above the ECB's 2% ceiling, fell to 1.1% in January and is forecast
to average 1.0% for 2009, giving scope for further interest rate cuts which, if
implemented, should, along with various fiscal packages being implemented,
provide a boost to growth. In the current environment, however, there is
considerable uncertainty over any forecast.
Close Investments Limited
24 February 2009
INTERIM MANAGEMENT REPORT FOR THE PERIOD FROM 1 JULY TO 31 DECEMBER 2008
Detailed in the section entitled "Investment Objective and Policy", in the
Manager's Report and in the notes to the financial statements are a description
of important events that have occurred during the first six months of the
financial year, their impact on the performance of the Company as shown in the
financial statements and a description of the principal risks and uncertainties
for the remaining six months of the financial year.
There were no material related party transactions which took place in the first
six months of the financial year.
This half-yearly financial report has not been audited or reviewed by auditors
pursuant to the Auditing Practices Board guidance on Review of Interim Financial
Information.
Going Concern
The performance of the investments held by the Company over the reporting period
and the outlook for the future are described in the Manager's Report. The
Company's financial position, its cash flows and liquidity position are set out
in the financial statements and the Company's financial risk management
objectives and policies, details of its financial instruments and its exposures
to market price risk, credit risk, liquidity risk, portfolio construction risk
and interest rate risk are set out at note 12 to the financial statements.
As highlighted in the section entitled "Investment Objective and Policy of the
Fund", the Manager's Report and notes 1(j), 5 and 12(d) to the financial
statements, during the period under review, the issuers of two of the debt
securities held by the Company for the account of the Fund, being Glitnir Banki
HF ("Glitnir") and Kaupthing HF ("Kaupthing"), suffered severe financial
difficulties. As such, the values of the debt instruments issued by Glitnir and
Kaupthing cannot be ascertained with any degree of certainty. Although at
the time of writing the situation remains unclear, the Manager and Board of
directors consider it likely that Glitnir and Kaupthing may not pay in full on
their obligations and in the worst case scenario may pay nothing at all.
As disclosed in the section entitled "Investment Objective and Policy", the
notes to the financial statements and the schedule of investments on pages 29
and 30, the Company has sold a Put option to J.P. Morgan Securities Limited (the
"Put Option Counterparty"). The performance of the Put option is linked to the
performance of the Dow Jones Euro Stoxx 50 Index. At an Index value of 3,302.98
or above at the close of business on 26 July 2011, or if the Index has never
closed below 1,651.49 during the calculation period from 26 July 2005 to 26 July
2011 (an "Index Barrier Breach"), the Put option will be worth GBPNil at
maturity. If the Index has closed below 1,651.49 over the calculation period and
the Index is still below 3,302.98 at 26 July 2011, the Put option will be worth
a percentage of the notional value, being GBP39,550,000, equivalent to the
percentage fall in the level of the Dow Jones Euro Stoxx 50 Index over the
calculation period. As at the accounting reference date and as at the date of
this report no Index Barrier Breach had occurred.
The Company's contingent liability to the Put Option Counterparty under the Put
option sold to the Put Option Counterparty will not crystallise until the Put
option's scheduled maturity date of 28 July 2011. Such contingent liability
under the Put option will be calculated based on the level of the Dow Jones Euro
Stoxx 50 Index as at 26 July 2011. As the contingent liability under the Put
option cannot be quantified and does not crystallise until 26 July 2011, the
directors do not consider that such contingent liability renders the Company
insolvent at this time. Only in the event that the value of the Put option based
on the level of the Dow Jones Euro Stoxx 50 Index as at 26 July 2011 exceeds the
value of the Company's assets on that date might the Company be rendered
insolvent.
As disclosed in the section entitled "Investment Objective and Policy of the
Fund" and note 12(c) to the financial statements, upon the issue of Shares in
July 2005 the Company created a cash reserve (the "Expense Provision") in the
amount of 2.10% of the amount raised by the issue of such shares (the "Initial
Gross Proceeds") plus GBP440,000, such amount being estimated in the opinion of
the directors upon the advice of the Administrator to be sufficient to meet the
operating expenses reasonably expected to be incurred over the life of the Fund.
Upon the issue of additional Shares in September 2006, an additional 2.10% of
the proceeds of that issue of additional Shares was set aside to cover the
increase in the Manager's fee which resulted from that issue of additional
Shares, all other expenses being either fixed for the life of the Shares or
deemed unlikely to increase materially as a result of this issue of additional
Shares.
After making enquiries, the directors have a reasonable expectation that the
Company has adequate resources to continue in operational existence for the
foreseeable future.
Accordingly, they continue to adopt the going concern basis in preparing this
half-yearly financial report.
Responsibility Statement
The Board of directors jointly and severally confirm that, to the best of their
knowledge:
(a) The financial statements, prepared in accordance with International
Financial Reporting Standards, give a true and fair view of the assets,
liabilities, financial position and profit or loss of the Company; and
(b) This Interim Management Report includes or incorporates by reference:
(i) an indication of important events that have occurred during the first six
months of the financial year and their impact on the financial statements;(ii)
a description of the principal risks and uncertainties for the remaining six
months of the financial year;
(iii) confirmation that there were no related party transactions in the first
six months of the current financial year that have materially affected the
financial position or the performance of the Company during that period; and
(iv) changes in the related parties transactions described in the last annual
report that could have a material effect on the financial position or
performance of the Company in the first six months of the current financial
year.
Talmai Morgan John Le Prevost Peter
Niven
Director Director Director
24 February 2009
UNAUDITED STATEMENT OF OPERATIONS
for the period ended 31 December 2008
+--------------------------------------------+-------+--------------+--+------------+
| |Notes | 1 Jul 2008 | | 1 Jul 2007 |
| | | 31 Dec | | 31 Dec |
| | | 2008 | | 2007 |
| | | GBP | | GBP |
+--------------------------------------------+-------+--------------+--+------------+
| | | | | |
+--------------------------------------------+-------+--------------+--+------------+
| Net movement in unrealised (depreciation) | 5 | (16,190,325) | | 2,535,645 |
| / appreciation on investments | | | | |
+--------------------------------------------+-------+--------------+--+------------+
| | | | | |
+--------------------------------------------+-------+--------------+--+------------+
| Unrealised appreciation on value of Put | | (5,934,934) | | (842,415) |
| option | | | | |
+--------------------------------------------+-------+--------------+--+------------+
| | | | | |
+--------------------------------------------+-------+--------------+--+------------+
| Operating expenses | 2 | (166,958) | | (165,377) |
+--------------------------------------------+-------+--------------+--+------------+
| | | | | |
+--------------------------------------------+-------+--------------+--+------------+
| Net (loss) / gain for the period | | (22,292,217) | | 1,527,853 |
| attributable to shareholders | | | | |
+--------------------------------------------+-------+--------------+--+------------+
| | | | | |
+--------------------------------------------+-------+--------------+--+------------+
| | | | | |
+--------------------------------------------+-------+--------------+--+------------+
| | | Pence | | Pence |
+--------------------------------------------+-------+--------------+--+------------+
| (Loss) / gain per share for the period | 4 | (56.36) | | 3.86 |
+--------------------------------------------+-------+--------------+--+------------+
In arriving at the results for the financial period, all amounts above relate to
continuing operations.
There are no recognised gains or losses for the period other than those
disclosed above.
Reconciliation of loss / earnings per share for investment purposes to loss /
earnings per share per the financial statements:
+--------------------------------------------------+------------+--+------------+
| | Pence | | Pence |
+--------------------------------------------------+------------+--+------------+
| (Loss) / earnings per share for investment | (55.94) | | 4.28 |
| purposes | | | |
+--------------------------------------------------+------------+--+------------+
| Adjustment to include expenses on an accruals | (0.42) | | (0.42) |
| basis | | | |
+--------------------------------------------------+------------+--+------------+
| (Loss) / earnings per share per the financial | (56.36) | | 3.86 |
| statements | | | |
+--------------------------------------------------+------------+--+------------+
In accordance with International Financial Reporting Standards, expenses should
be attributed to the period to which they relate. The adjustment to expenses to
reflect the application of this accruals basis increases the loss per share of
the Company by 0.42 pence.
The loss per share for investment purposes represents the loss per share
attributable to shareholders in accordance with the Prospectus, which recognises
all expenses of the Company up to and including the date that the Final Capital
Entitlement becomes payable.
UNAUDITED NET ASSET STATEMENT
as at 31 December 2008
+--------------------------------------------+-------+------------+--+------------+
| |Notes | 31 Dec | | 30 Jun |
| | | 2008 | | 2008 |
| | | GBP | | GBP |
+--------------------------------------------+-------+------------+--+------------+
| NON-CURRENT ASSETS | | | | |
+--------------------------------------------+-------+------------+--+------------+
| | | | | |
+--------------------------------------------+-------+------------+--+------------+
| Unquoted financial assets designated as at | 5 | 27,167,530 | | 43,357,855 |
| fair value through profit or loss | | | | |
+--------------------------------------------+-------+------------+--+------------+
| | | | | |
+--------------------------------------------+-------+------------+--+------------+
| CURRENT ASSETS | | | | |
+--------------------------------------------+-------+------------+--+------------+
| | | | | |
+--------------------------------------------+-------+------------+--+------------+
| Receivables | 6 | 394,913 | | 469,450 |
+--------------------------------------------+-------+------------+--+------------+
| Cash at bank | | 725,015 | | 836,501 |
+--------------------------------------------+-------+------------+--+------------+
| | | | | |
+--------------------------------------------+-------+------------+--+------------+
| | | 1,119,928 | | 1,305,951 |
+--------------------------------------------+-------+------------+--+------------+
| | | | | |
+--------------------------------------------+-------+------------+--+------------+
| CURRENT LIABILITIES | | | | |
+--------------------------------------------+-------+------------+--+------------+
| | | | | |
+--------------------------------------------+-------+------------+--+------------+
| Payables - due within one year | 7 | 8,510 | | 27,575 |
+--------------------------------------------+-------+------------+--+------------+
| | | | | |
+--------------------------------------------+-------+------------+--+------------+
| NET CURRENT ASSETS | | 1,111,418 | | 1,278,376 |
+--------------------------------------------+-------+------------+--+------------+
| | | | | |
+--------------------------------------------+-------+------------+--+------------+
| TOTAL ASSETS LESS CURRENT LIABILITIES | | 28,278,948 | | 44,636,231 |
+--------------------------------------------+-------+------------+--+------------+
| | | | | |
+--------------------------------------------+-------+------------+--+------------+
| Non-current liabilities excluding net | 8 | 8,944,689 | | 3,009,755 |
| assets attributable to shareholders | | | | |
+--------------------------------------------+-------+------------+--+------------+
| | | | | |
+--------------------------------------------+-------+------------+--+------------+
| NET ASSETS ATTRIBUTABLE TO SHAREHOLDERS | | 19,334,259 | | 41,626,476 |
+--------------------------------------------+-------+------------+--+------------+
| | | | | |
+--------------------------------------------+-------+------------+--+------------+
| SHARES IN ISSUE | | 39,550,000 | | 39,550,000 |
+--------------------------------------------+-------+------------+--+------------+
| | | | | |
+--------------------------------------------+-------+------------+--+------------+
| | | Pence | | Pence |
+--------------------------------------------+-------+------------+--+------------+
| NAV PER SHARE | | 48.89 | | 105.25 |
+--------------------------------------------+-------+------------+--+------------+
Reconciliation of NAV per share for investment purposes to NAV per share per the
financial statements:
+--------------------------------------------------+------------+--+------------+
| | Pence | | Pence |
+--------------------------------------------------+------------+--+------------+
| NAV per share for investment purposes | 46.07 | | 102.01 |
+--------------------------------------------------+------------+--+------------+
| Adjustment to include expenses on an accruals | 2.82 | | 3.24 |
| basis | | | |
+--------------------------------------------------+------------+--+------------+
| NAV per share per the financial statements | 48.89 | | 105.25 |
+--------------------------------------------------+------------+--+------------+
In accordance with International Financial Reporting Standards, expenses should
be attributed to the period to which they relate. The adjustment to expenses to
reflect the application of this accruals basis increases the NAV per share of
the Company by 2.81 pence.
The NAV per share for investment purposes represents the NAV per share
attributable to shareholders in accordance with the Prospectus, which recognises
all expenses of the Company up to and including the date that the Final Capital
Entitlement becomes payable.
The financial statements were approved by the Board of Directors on 24 February
2009 and are signed on its behalf by:
Talmai Morgan Peter Niven
Director Director
UNAUDITED STATEMENT OF CASH FLOWS
for the period ended 31 December 2008
+-----------------------------------------------+--------------+--+--------------+
| | 1 Jul 2008 | | 1 Jul 2007 |
| | to 31 Dec | | to 31 Dec |
| | 2008 | | 2007 |
| | GBP | | GBP |
+-----------------------------------------------+--------------+--+--------------+
| Operating activities | | | |
+-----------------------------------------------+--------------+--+--------------+
| | | | |
+-----------------------------------------------+--------------+--+--------------+
| Net (loss) / gain for the period attributable | (22,292,217) | | 1,527,853 |
| to shareholders | | | |
+-----------------------------------------------+--------------+--+--------------+
| Add: Unrealised depreciation / (appreciation) | 16,190,325 | | (2,535,645) |
| on investments | | | |
+-----------------------------------------------+--------------+--+--------------+
| Add: Unrealised appreciation on value of Put | 5,934,934 | | 842,415 |
| option | | | |
+-----------------------------------------------+--------------+--+--------------+
| Less: Interest received | (17,728) | | (27,820) |
+-----------------------------------------------+--------------+--+--------------+
| Add: (Decrease) / Increase in accrued | (19,065) | | 2,526 |
| expenses | | | |
+-----------------------------------------------+--------------+--+--------------+
| Add: Decrease in prepayments and accrued | 74,537 | | 74,739 |
| income | | | |
+-----------------------------------------------+--------------+--+--------------+
| | | | |
+-----------------------------------------------+--------------+--+--------------+
| Net cash outflow from operating activities | (129,214) | | (115,932) |
+-----------------------------------------------+--------------+--+--------------+
| | | | |
+-----------------------------------------------+--------------+--+--------------+
| Investing activities | | | |
+-----------------------------------------------+--------------+--+--------------+
| | | | |
+-----------------------------------------------+--------------+--+--------------+
| Interest received | 17,728 | | 27,820 |
+-----------------------------------------------+--------------+--+--------------+
| | | | |
+-----------------------------------------------+--------------+--+--------------+
| Net cash inflow from investing activities | 17,728 | | 27,820 |
+-----------------------------------------------+--------------+--+--------------+
| | | | |
+-----------------------------------------------+--------------+--+--------------+
| Cash and cash equivalents at beginning of | 836,501 | | 992,162 |
| period | | | |
+-----------------------------------------------+--------------+--+--------------+
| | | | |
+-----------------------------------------------+--------------+--+--------------+
| Decrease in cash and cash equivalents | (111,486) | | (88,112) |
+-----------------------------------------------+--------------+--+--------------+
| | | | |
+-----------------------------------------------+--------------+--+--------------+
| Cash and cash equivalents at end of period | 725,015 | | 904,050 |
+-----------------------------------------------+--------------+--+--------------+
UNAUDITED STATEMENT OF CHANGES IN NET ASSETS ATTRIBUTABLE TO SHAREHOLDERS
for
the period ended 31 December 2008
+-----------------------------------------------+--------------+--+--------------+
| | 1 Jul 2008 | | 1 Jul 2007 |
| | to 31 Dec | | to 31 Dec |
| | 2008 | | 2007 |
| | GBP | | GBP |
+-----------------------------------------------+--------------+--+--------------+
| | | | |
+-----------------------------------------------+--------------+--+--------------+
| Opening balance | 41,626,476 | | 45,443,541 |
+-----------------------------------------------+--------------+--+--------------+
| | | | |
+-----------------------------------------------+--------------+--+--------------+
| Net (loss) / gain for the period attributable | (22,292,217) | | 1,527,853 |
| to shareholders | | | |
+-----------------------------------------------+--------------+--+--------------+
| | | | |
+-----------------------------------------------+--------------+--+--------------+
| Closing balance | 19,334,259 | | 46,971,394 |
+-----------------------------------------------+--------------+--+--------------+
NOTES TO THE FINANCIAL STATEMENTS
as at 31 December 2008
1 ACCOUNTING POLICIES
(a) Basis of Preparation
The financial statements have been prepared in accordance with International
Financial Reporting Standards ("IFRS") which comprise standards and
interpretations approved by the International Accounting Standards Board and
International Financial Reporting Interpretations Committee and applicable
Guernsey law. The financial statements have been prepared on an historical cost
basis except for the measurement at fair value of financial instruments.
The following Standards or Interpretations have been issued by the International
Accounting Standards Board but not yet adopted by the Company:
IFRS 2 (revised 2008) Share-based Payment effective for annual periods beginning
on or after 1 January 2009
IFRS 3 (revised 2008) Business Combinations effective for annual periods
beginning on or after 1 July 2009
IFRS 8 Operating Segments effective for annual periods beginning on or after 1
January 2009
IAS 1 (revised 2007) Presentation of financial statements effective for annual
periods beginning on or after 1 January 2009
IAS 23 (revised 2008) Borrowing Costs effective for annual periods beginning on
or after 1 January 2009
IAS 27 (revised 2008) Consolidated and Separate Financial Statements effective
for annual periods beginning on or after 1 July 2009
Amendments to IAS 32 and IAS 1 Puttable Financial Instruments effective for
annual periods beginning on or after 1 January 2009
Some of these Standards and Interpretations may require additional disclosure in
future financial instruments.
(b) Taxation
The Company has been granted exemption under the Income Tax (Exempt Bodies)
(Guernsey) Ordinance, 1989 from Guernsey Income Tax, and is charged an annual
fee of GBP600.
(c) Expenses
All expenses are accounted for on an accruals basis.
(d) Debt Issue Costs
The debt issue costs incurred amounted to GBP810,000 on the initial share issue
and a further GBP79,609 on the share issue on 21 September 2006. Because the
Company's participating shares are redeemable on or around 29 July 2011, they
are required to be classified as debt instruments under IAS 32. Consequently,
issue costs are required to be amortised over the life of the instrument.
(e) Interest Income
Interest income is accounted for on an accruals basis.
(f) Cash and Cash Equivalents
Cash at bank and short term deposits which are held to maturity are carried at
cost. Cash and cash equivalents are defined as call deposits, short term
deposits and highly liquid investments readily convertible to known amounts of
cash and subject to insignificant risk of changes in value. For the purposes of
the Statement of Cash Flows, cash and cash equivalents consist of cash and
deposits at bank.
(g) Investments
All investments and derivative financial instruments are classified as "at fair
value through profit or loss". Investments are initially recognised at cost,
being the fair value of the consideration given, excluding transaction costs
associated with the investment. After initial recognition, investments are
measured at fair value, with unrealised gains and losses on investments and
impairment of investments recognised in the Statement of Operations. Fair value
is the amount for which the financial instruments could be exchanged, or a
liability settled, between knowledgeable willing parties in an arms length
transaction. Fair value also reflects the credit quality of the issuers of the
financial instruments.
Except for the debt securities issued by Glitnir and Kaupthing, valuations of
the Company's investments are based on valuations provided to the Company by
Future Value Consultants Limited. These valuations are intended to be an
indication of the fair value of those investments, including an issuer's credit
risk designed to reflect the best estimation of the price at which they could be
sold, even though there is no guarantee that a willing buyer might be found if
the Company chose to sell the relevant investment.
The indicative fair values of the investments are based on an approximation of
the market level of the investments. As the investments are not traded in an
active market, the indicative fair value was determined by using valuation
techniques. Future Value Consultants Limited used a variety of methods and made
assumptions that were based on market conditions existing at the net asset
statement date.
Valuation techniques used may include the use of comparable recent arm's length
transactions (where applicable), discounted cash flow analysis, option pricing
models and other valuation techniques commonly used by market participants.
Models use observable data, to the extent practicable. However, areas such as
credit risk, volatilities and correlations require Future Value Consultants
Limited to make estimates. Changes in assumptions about these factors could
affect the reported fair value of financial instruments.
Different assumptions regarding these factors, combined with different valuation
techniques and models used, could lead to different valuations of the financial
instruments produced by different parties. In previous accounting periods, the
valuation data was provided by J.P. Morgan Securities Limited and did not take
account of the current counterparty credit risk of the issuers of the debt
securities held by the Company. As at the balance sheet date, valuation data
provided by J.P. Morgan was significantly different from that provided by Future
Value Consultants Limited. Being cognisant of current market conditions, the
Company believes that the valuations provided by Future Value Consultants
Limited comply with the definition of fair value as defined by International
Financial Reporting Standards and are more appropriate.
The values of the debt instruments issued by Glitnir and Kaupthing cannot be
ascertained with any degree of certainty. Therefore the directors have exercised
their judgement in the best interests of both shareholders and creditors to
value these investments at GBPnil.
(h) Put Option
The Put option was initially recognised at the fair value of the consideration
received on the date of sale, and included within Creditors falling due after
more than one year. After initial recognition, the Put option is measured at
fair value with unrealised gains and losses being recognised in the Statement of
Operations. The Put option will be derecognised at expiry on 26 July 2011.
(i) Trade Date Accounting
All "regular way" purchases and sales of financial assets are recognised on the
"trade date", i.e. the date that the entity commits to purchase or sell the
asset. Regular way purchases or sales are purchases or sales of financial assets
that require delivery of the asset within the timeframe generally established by
regulation or convention in the market place.
(j) Segmental Reporting
In the opinion of the directors the Company is engaged in a single
segment of business, being
investment business in the United
Kingdom.
(k) Critical accounting estimates and judgements
Management make critical accounting estimates and judgements concerning the
future. The resulting accounting estimates will, by definition, seldom equal the
related actual results. The estimates and assumptions that have a significant
risk of causing a material adjustment to the carrying amounts of assets and
liabilities within the financial period are outlined below:
Fair value of derivative financial instruments
The Company has invested in a portfolio of debt securities containing embedded
derivatives related to the Dow Jones EuroStoxx 50 Index. As the investments are
not traded in an active market, the fair value, based on valuations provided by
Future Value Consultants Limited, was determined by using valuation techniques.
Future Value Consultants Limited used a variety of methods and made assumptions
that were based on market conditions existing at the balance sheet date.
During the period under review, the issuers of two of the debt securities held
by the Company, being Glitnir Banki HF ("Glitnir") and Kaupthing HF
("Kaupthing"), suffered severe financial difficulties.
On 8 October 2008 the government of Iceland announced that "the Icelandic
Financial Services Authority, Fjármálaeftirlitið (FME) had decided to take over
the powers invested in Glitnir's shareholders meeting and Glitnir's Board of
Directors. The FME has appointed a receivership committee which has assumed the
role of the Board of Directors. By law, the action of appointing a receivership
committee does not have the effect of creating a default under any loan
documents.
On 9 October 2008, the Icelandic Financial Supervisory Authority ("FME")
announced it had taken control of Kaupthing under powers granted by the
Icelandic Parliament and appointed a receivership committee.
The debt securities issued by Glitnir and Kaupthing held by the Company are
senior unsecured debt. This means that they fall behind the Icelandic
government, liquidators and any secured creditors in terms of repaying capital,
but before or pari passu with all other creditors. In the event of default, MTN
holders would likely get back some money at the "recovery rate" but in a worst
case scenario may receive nothing at all. In practice the recovery rate is
likely to be above zero, but it is not possible to assign a recovery rate to the
notes at this point in time. As the value of these debt instruments cannot be
ascertained with any degree of certainty, the directors have exercised their
judgement in the best interests of both shareholders and creditors to value
these investments at GBPnil, which valuations differ from the valuations
provided by Future Value Consultants Limited.
+------+-----------------------------------------+--------------+--+--------------+
| 2 | OPERATING EXPENSES | | | |
| | | | | |
+------+-----------------------------------------+--------------+--+--------------+
| | | 1 Jul 2008 | | 1 Jul 2007 |
| | | to 31 Dec | | to 31 Dec |
| | | 2008 | | 2007 |
| | | GBP | | GBP |
+------+-----------------------------------------+--------------+--+--------------+
| | | | | |
+------+-----------------------------------------+--------------+--+--------------+
| | Amortisation of debt issue costs | 76,304 | | 76,304 |
+------+-----------------------------------------+--------------+--+--------------+
| | Investment management fees (1) | 70,059 | | 70,251 |
+------+-----------------------------------------+--------------+--+--------------+
| | Administration fees | 11,060 | | 11,090 |
+------+-----------------------------------------+--------------+--+--------------+
| | Directors' remuneration | 7,500 | | 7,500 |
+------+-----------------------------------------+--------------+--+--------------+
| | Registration fees | 5,189 | | 6,569 |
+------+-----------------------------------------+--------------+--+--------------+
| | Directors' & Officers' Insurance | 3,908 | | 3,235 |
+------+-----------------------------------------+--------------+--+--------------+
| | Audit fees | 2,500 | | 4,500 |
+------+-----------------------------------------+--------------+--+--------------+
| | Annual fees | 6,458 | | 7,907 |
+------+-----------------------------------------+--------------+--+--------------+
| | Other operating expenses | 1,708 | | 5,841 |
+------+-----------------------------------------+--------------+--+--------------+
| | | | | |
+------+-----------------------------------------+--------------+--+--------------+
| | | 184,686 | | 193,197 |
+------+-----------------------------------------+--------------+--+--------------+
| | | | | |
+------+-----------------------------------------+--------------+--+--------------+
| | Less: Interest earned on expense | (17,728) | | (27,820) |
| | provision bank account | | | |
+------+-----------------------------------------+--------------+--+--------------+
| | | | | |
+------+-----------------------------------------+--------------+--+--------------+
| | | 166,958 | | 165,377 |
+------+-----------------------------------------+--------------+--+--------------+
(1) The Manager is entitled to receive a fee from the Company at an annual rate
of 0.35% of the Initial Gross Proceeds.
3 DIRECTORS' REMUNERATION
The Prospectus provides that each director will be paid a fee of GBP5,000 per
annum by the Company. This remuneration will remain fixed over the life of the
Company.
4 LOSS PER SHARE
The loss per share is based on the net loss for the period of GBP22,292,217
(2007: gain GBP1,527,853) and on 39,550,000 shares (2007: 39,550,000 shares),
being the weighted average number of shares in issue during the period.
+--------+---------------------------------------------------------+-----------------+---+-----------------+
| 5 | INVESTMENTS DESIGNATED AS AT FAIR VALUE THROUGH PROFIT OR LOSS |
+--------+-------------------------------------------------------------------------------------------------+
| | | | | |
+--------+---------------------------------------------------------+-----------------+---+-----------------+
| | | 31 Dec 2008 | | 30 Jun 2008 |
| | | GBP | | GBP |
+--------+---------------------------------------------------------+-----------------+---+-----------------+
| | UNQUOTED FINANCIAL ASSETS | | | |
+--------+---------------------------------------------------------+-----------------+---+-----------------+
| | | | | |
+--------+---------------------------------------------------------+-----------------+---+-----------------+
| | Portfolio cost | 39,889,380 | | 39,889,380 |
+--------+---------------------------------------------------------+-----------------+---+-----------------+
| | | | | |
+--------+---------------------------------------------------------+-----------------+---+-----------------+
| | Unrealised appreciation on valuation brought forward | 3,468,475 | | 5,184,835 |
+--------+---------------------------------------------------------+-----------------+---+-----------------+
| | Unrealised depreciation on valuation for the period | (16,190,325) | | (1,716,360) |
+--------+---------------------------------------------------------+-----------------+---+-----------------+
| | Unrealised (depreciation) / appreciation on valuation | (12,721,850) | | 3,468,475 |
| | carried forward | | | |
+--------+---------------------------------------------------------+-----------------+---+-----------------+
| | | | | |
+--------+---------------------------------------------------------+-----------------+---+-----------------+
| | | | | |
+--------+---------------------------------------------------------+-----------------+---+-----------------+
| | Closing valuation | 27,167,530 | | 43,357,855 |
+--------+---------------------------------------------------------+-----------------+---+-----------------+
Except for the debt securities issued by Glitnir and Kaupthing, valuations of
investments are based on valuations provided by Future Value Consultants Limited
(the "Calculation Agent"). The provided valuations were derived from proprietary
models based upon well-recognised financial principles and reasonable estimates
about relevant future market conditions.
To comply with the definition of fair value as defined by International
Financial Reporting Standards, Future Value Consultants Limited was engaged to
provide valuations of the investments, taking account of the current
counterparty credit risk of the issuers of the debt securities held by the
Company.
Since the introduction of IAS39 "Financial Instruments: Recognition and
Measurement", the valuation data provided by J.P. Morgan Securities Limited is
no longer appropriate for account reporting purposes as it does not take account
of the current counterparty credit risk of the issuers of the debt securities
held by the Company. As detailed in note 1(j) to the financial statements, the
value of the debt instruments issued by Glitnir and Kaupthing cannot be
ascertained with any degree of certainty. Therefore the directors have exercised
their judgement in the best interests of both shareholders and creditors to
value these investments at GBPnil which valuations differ from the valuations
provided by Future Value Consultants Limited.
The performance of the financial assets is based on the closing level of the Dow
Jones Euro Stoxx 50 Index on 29 July 2011. If the Dow Jones Stoxx 50 Index
closes above 3,302.98 the instruments are designed to give a return of five
times the performance up to a maximum return of 67.5% of the capital.
Valuation data provided by Future Value Consultants Limited to the Company is
provided for informational purposes only and does not represent an offer to buy
or sell the debt securities by Future Value Consultants Limited or any other
party. The valuations provided are an indication of market levels and do not
imply that they can be sold at that valuation price. They are based on
assumptions and data Future Value Consultants Limited considers in its judgement
reasonable, but an alternative valuer might arrive at different valuations for
the same investments.
+------+-------------------------------------------+-------------+--+---+-------------+
| 6 | RECEIVABLES |
+------+------------------------------------------------------------------------------+
| | | | | |
+------+-------------------------------------------+-------------+------+-------------+
| | | 31 Dec 2008 | | 30 Jun 2008 |
| | | GBP | | GBP |
+------+-------------------------------------------+-------------+------+-------------+
| | |
+------+------------------------------------------------------------------------------+
| | Accrued income | 246 | | 1,246 |
+------+-------------------------------------------+-------------+--+-----------------+
| | Prepayments | 394,667 | | 468,204 |
+------+-------------------------------------------+-------------+--+-----------------+
| | | | | |
+------+-------------------------------------------+-------------+--+-----------------+
| | | 394,913 | | 469,450 |
+------+-------------------------------------------+-------------+--+---+-------------+
+------+-------------------------------------------+-------------+--+-------------+
| 7 | PAYABLES (amounts falling due within one year) |
+------+--------------------------------------------------------------------------+
| | | | | |
+------+-------------------------------------------+-------------+--+-------------+
| | | 31 Dec 2008 | | 30 Jun 2008 |
| | | GBP | | GBP |
+------+-------------------------------------------+-------------+--+-------------+
| | |
+------+--------------------------------------------------------------------------+
| | Accrued administration fees | 1,863 | | 1,803 |
+------+-------------------------------------------+-------------+--+-------------+
| | Accrued registration fees | 577 | | 1,766 |
+------+-------------------------------------------+-------------+--+-------------+
| | Accrued audit fees | 2,500 | | 5,000 |
+------+-------------------------------------------+-------------+--+-------------+
| | Accrued investment manager's fee | - | | 11,423 |
+------+-------------------------------------------+-------------+--+-------------+
| | Other accrued expenses | 3,570 | | 7,583 |
+------+-------------------------------------------+-------------+--+-------------+
| | Expense provision | 236,484 | | 241,127 |
+------+-------------------------------------------+-------------+--+-------------+
| | Less: Prepaid expense provision (see Note | (236,484) | | (241,127) |
| | 8) | | | |
+------+-------------------------------------------+-------------+--+-------------+
| | | | | |
+------+-------------------------------------------+-------------+--+-------------+
| | | 8,510 | | 27,575 |
+------+-------------------------------------------+-------------+--+-------------+
+------+-------------------------------------------+-------------+--+---+-------------+
| 8 | PAYABLES (amounts falling due after one year) |
+------+------------------------------------------------------------------------------+
| | | | | |
+------+-------------------------------------------+-------------+------+-------------+
| | | 31 Dec 2008 | | 30 Jun 2008 |
| | | GBP | | GBP |
+------+-------------------------------------------+-------------+------+-------------+
| | |
+------+------------------------------------------------------------------------------+
| | Expense provision | 480,267 | | 569,045 |
+------+-------------------------------------------+-------------+--+-----------------+
| | Less: Prepaid expense provision | (480,267) | | (569,045) |
+------+-------------------------------------------+-------------+--+-----------------+
| | | | | |
+------+-------------------------------------------+-------------+--+-----------------+
| | | - | | - |
+------+-------------------------------------------+-------------+--+-----------------+
| | | | | |
+------+-------------------------------------------+-------------+--+-----------------+
| | FINANCIAL LIABILITIES | | | |
+------+-------------------------------------------+-------------+--+-----------------+
| | | | | |
+------+-------------------------------------------+-------------+--+-----------------+
| | | 31 Dec 2008 | | 30 Jun 2008 |
| | | GBP | | GBP |
+------+-------------------------------------------+-------------+--+-----------------+
| | | | | |
+------+-------------------------------------------+-------------+--+-----------------+
| | Fair value of the Put option | 8,944,689 | | 3,009,755 |
+------+-------------------------------------------+-------------+--+-----------------+
| | | | | |
+------+-------------------------------------------+-------------+--+-----------------+
| | | 8,944,689 | | 3,009,755 |
+------+-------------------------------------------+-------------+--+---+-------------+
The prepaid expense provision represents monies set aside to meet the on-going,
annual and redemption expenses of the Company, as set out in the Prospectus.
If, at the Redemption Date, there is any surplus remaining from the expense
provision (together with accrued interest thereon), this surplus will revert to
the Manager. In the event of redemption or repurchase of all of the Shares, or
upon a winding-up of the Company, in each case prior to the Redemption Date, any
balance of the expense provision (together with accrued interest thereon) other
than the investment management fee will also revert to the Manager.
The performance of the Put option is linked to the performance of the Dow Jones
Euro Stoxx 50 Index. At an Index value of 3,302.98 or above at the close of
business on 26 July 2011, or if the Index has never closed below 1,651.49 during
the calculation period from 26 July 2005 to 26 July 2011, the Put option will be
worth GBPNil at maturity. If the Index has closed below 1,651.49 over the
calculation period and the Index is still below 3,302.98 at 26 July 2011, the
Put option will be worth a percentage of the notional value, being
GBP39,550,000, equivalent to the percentage fall in the level of the Dow Jones
Euro Stoxx 50 Index over the calculation period.
The Put option is not exercisable until the maturity date of 26 July 2011.
The fair value of the Put option is based on the valuation provided by Future
Value Consultants Limited. There is no active market regarding the Put option.
J.P. Morgan Chase Bank N.A., in its capacity as the Put option counterparty (the
"Put Option Counterparty"), has security over the financial assets held by the
Company for payment of any monies owed upon expiry or termination of the Put
option contract.
The proceeds from the sale of the Put option were GBP3,292,880.
+------+----------------------------------------+--------------+--+--------------+
| 9 | SHARE CAPITAL |
+------+-------------------------------------------------------------------------+
| | | | | |
+------+----------------------------------------+--------------+--+--------------+
| | Authorised | SHARES | | GBP |
+------+----------------------------------------+--------------+--+--------------+
| | | | | |
+------+----------------------------------------+--------------+--+--------------+
| | Unclassified shares of 0.01p each | 100,000,000 | | 10,000 |
+------+----------------------------------------+--------------+--+--------------+
| | Management shares of GBP1.00 each | 100 | | 100 |
+------+----------------------------------------+--------------+--+--------------+
| | | | | |
+------+----------------------------------------+--------------+--+--------------+
| | | | | 10,100 |
+------+----------------------------------------+--------------+--+--------------+
+------+----------------------------------------+--------------+--+--------------+
| | Issued | 31 Dec 2008 | | 30 Jun 2008 |
+------+----------------------------------------+--------------+--+--------------+
| | | | | |
+------+----------------------------------------+--------------+--+--------------+
| | Participating shares - fully paid | 39,550,000 | | 39,550,000 |
+------+----------------------------------------+--------------+--+--------------+
| | Management shares - fully paid | 2 | | 2 |
+------+----------------------------------------+--------------+--+--------------+
| | | | | |
+------+----------------------------------------+--------------+--+--------------+
| | Number of shares in issue | 39,550,002 | | 39,550,002 |
+------+----------------------------------------+--------------+--+--------------+
+------+----------------------------------------+--------------+--+--------------+
| | Issued Share Capital | 31 Dec 2008 | | 30 Jun 2008 |
| | | GBP | | GBP |
+------+----------------------------------------+--------------+--+--------------+
| | | | | |
+------+----------------------------------------+--------------+--+--------------+
| | Participating shares - fully paid | 3,955 | | 3,955 |
+------+----------------------------------------+--------------+--+--------------+
| | Management shares - fully paid | 2 | | 2 |
+------+----------------------------------------+--------------+--+--------------+
| | | | | |
+------+----------------------------------------+--------------+--+--------------+
| | | 3,957 | | 3,957 |
+------+----------------------------------------+--------------+--+--------------+
+------+------------------------+--------------+--+--------------+--+--------------+
| | The issues of Participating Shares took place as follows: |
+------+---------------------------------------------------------------------------+
| | | | | |
+------+------------------------------------------+--------------+--+--------------+
| | Date of issue | Number | | Price per | | Amount |
| | | of Shares | | Share Pence | | Received GBP |
+------+------------------------+--------------+--+--------------+--+--------------+
| | | | | | | |
+------+------------------------+--------------+--+--------------+--+--------------+
| | 27 July 2005 | 36,000,000 | | 100.00 | | 36,000,000 |
+------+------------------------+--------------+--+--------------+--+--------------+
| | 21 September 2006 | 3,550,000 | | 107.50 | | 3,816,250 |
+------+------------------------+--------------+--+--------------+--+--------------+
The capital entitlements for the Shares on a winding-up are detailed on pages 1
to 3.
Shares are redeemable on or around 29 July 2011. The Company is closed-ended and
therefore shareholders have no right to request the Company to repurchase their
Shares or to redeem them prior to the redemption date. If the Company is wound
up prior to the redemption date, shareholders will be entitled to the net asset
value of the Shares on the winding up date. No dividends will be paid on the
Shares.
Management shares are not redeemable, do not carry any right to dividends and in
a winding up rank only for a return of the amount of paid up capital after
return of capital on Shares and nominal shares. Given the immateriality of the
management shares to the net assets of the Company, they have been included in
net assets attributable to participating shareholders.
+------+----------------------------------------+--------------+--+--------------+
| 10 | SHARE PREMIUM |
+------+-------------------------------------------------------------------------+
| | | | | |
+------+----------------------------------------+--------------+--+--------------+
| | | 31 Dec 2008 | | 30 Jun 2008 |
| | | GBP | | GBP |
+------+----------------------------------------+--------------+--+--------------+
| | | | | |
+------+----------------------------------------+--------------+--+--------------+
| | Opening and closing balance | 39,812,295 | | 39,812,295 |
+------+----------------------------------------+--------------+--+--------------+
11 FINANCIAL INSTRUMENTS
The Company's main financial instruments comprise:
(a) Cash and cash equivalents that arise directly from the Company's operations;
(b) Debt securities whose performance is based on the performance of the Dow
Jones Euro Stoxx 50 Index. Details of these investments are shown in the
schedule of investments on pages 29 and 30; and
(c) The Company has also sold a Put option, whose performance is based on the
Dow Jones Euro Stoxx 50 Index. Details of the option contract are shown in Note
8.
12 FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES
The main risks arising from the Company's financial instruments are market price
risk, credit risk, liquidity risk, interest rate risk and currency risk. The
Board regularly reviews and agrees policies for managing each of these risks and
these are summarised below:
(a) Market Price Risk
Market price risk arises mainly from uncertainty about future prices of
financial instruments held. It represents the potential loss the Company might
suffer through holding market positions in the face of price movements. The
Manager actively monitors market prices and reports to the Board as to the
appropriateness of the prices used for valuation purposes. A list of investments
held by the Company is shown in the schedule of investments on pages 29 and 30.
Details of the Company's Investment Objective and Policy are given on pages 1 to
3
Price sensitivity
The following details the Company's sensitivity to a 10% increase and decrease
in the final market prices of its constituent financial assets and liabilities.
The final redemption value of the Shares is determined by reference to the level
of the Dow Jones EuroStoxx 50 Index (the "Index") on 26 July 2011 and at that
date, if the Index stands at 3,748.89 (the "Index Cap Level"), the maximum
redemption entitlement of 167.5 pence per Share will have been reached; any
further increase in the level of the Index will cause no further increase in the
redemption entitlement.
On 31 December 2008 the Index stood at 2,447.62, a fall of 34.71% since the
Start Date.
During the period from the Start Date to 31 December 2008 the Index had not
closed below 1651.49, being 50% of the Start Value. As the Index would need to
decline by more than 32.53% from its level as at 31 December 2008 for the
redemption entitlement to be less than 100.00 pence per Share and further as the
Index would need to rise by more than 34.95% as at the End Date for the
redemption entitlement due to be more than 100.00 pence per Share, as at 31
December 2008 the Company had no material sensitivity to either a 10% increase
or decrease in the level of the Index, all provided that no counterparty
defaults on its obligations to the Company.
(b) Credit Risk
Credit risk is the risk that an issuer or counterparty will be unable or
unwilling to meet a commitment that it has entered into with the Company.
At the date of this report and at the balance sheet date, five of the seven
issuers carried an investment grade credit rating. The following table details
the aggregate investment grade of the debt instruments in the portfolio, as
rated by Moody's Investor Services Inc. ("Moody's").
+-----------------------------------+---------------------+-------------------+------------------+
| Rating | 24 Feb 2009 | 31 Dec 2008 | 30 Jun 2008 |
+-----------------------------------+---------------------+-------------------+------------------+
| | | | |
+-----------------------------------+---------------------+-------------------+------------------+
| Aaa | 0.00% | 0.00% | 0.00% |
+-----------------------------------+---------------------+-------------------+------------------+
| Aa | 100.00% | 100.00% | 69.71% |
+-----------------------------------+---------------------+-------------------+------------------+
| A | 0.00% | 0.00% | 30.29% |
+-----------------------------------+---------------------+-------------------+------------------+
The Board monitors credit risk and will consider further action if the credit
rating of an issuer falls below A- or A3 as ranked by S&P and Moody's
respectively.
At the date of this report and at the balance sheet date, two of the seven
issuers, being Glitnir Banki HF and Kaupthing HF, carried a speculative grade
credit rating as rated by Moody's. As the value of these debt instruments cannot
be ascertained, the directors have exercised their judgement in the best
interests of both shareholders and creditors to value these investments at
GBPnil.
Credit risks are mitigated in the Company because the MTN's have been purchased
from several different issuers.
The credit risk on cash transactions and transactions involving derivative
financial instruments is mitigated by transacting with counterparties that are
regulated entities subject to prudential supervision, or with high credit
ratings assigned by international credit rating agencies.
(c) Liquidity Risk
Liquidity risk is the risk that the Company will encounter difficulty in
realising assets or otherwise raising funds to meet financial commitments. The
Company's main financial commitments are its ongoing operating expenses and any
cash settlement due to the Put Option Counterparty on the maturity of the Put
option, scheduled to occur on 26 July 2011.
Upon the issue of the Shares in July 2005 the Company created a cash reserve
(the "Expense Provision") in the amount of 2.10% of the amount raised by the
issue of the Shares (the "Initial Gross Proceeds") plus GBP440,000, such amount
being estimated in the opinion of the directors upon the advice of the
Administrator to be sufficient to meet the operating expenses reasonably
expected to be incurred over the life of the Shares. Upon the issue of
additional Shares in September 2006 an additional 2.10% of the proceeds of that
issue of additional Shares was set aside to cover the increase in the Manager's
fee which resulted from that issue of additional Shares, all other expenses
being either fixed for the life of the Company or deemed unlikely to increase
materially as a result of this issue of additional Shares.
At each quarterly Board meeting and at the end of each financial period the
directors review the Expense Provision against the expected future expenses
(other than the Manager's fee) of the Company. To the extent that the directors
consider that the Expense Provision is less than 150 per cent of the expected
future expenses of the Company (other than the Manager's fee), the directors
may, having first consulted the Manager, at their discretion reduce the amount
of investment management fees payable to the Manager (subject to a maximum
reduction of 50 per cent) in order to re-establish the 150 per cent cover.
If at any time during the life of the Company, notwithstanding the arrangements
summarised above, the Expense Provision is exhausted then, subject to the
relevant excess expenses having been agreed by the Manager, the Manager will
make good such shortfall from its own resources, subject to a maximum in each of
the first five annual financial periods of 0.25 per cent of the Initial Gross
Proceeds and in the last financial period preceding the Redemption Date, of a
maximum amount of GBP100,000. Should these expenses exceed this cap the return
to Shareholders will be adversely impacted. The directors do not anticipate that
the expenses will exceed the Expense Provision.
The Euro Medium Term Notes (the "Debt Securities") purchased by the Company
mature on 28 July 2011 (the "Maturity Date") and are due to be redeemed at their
notional face value plus five times the performance increase between 26 July
2005 and 26 July 2011 in the EuroStoxx 50 Index, capped at an amount equal to
67.50% of the notional face value, so that the aggregate maturity proceeds are
expected to be between GBP39,550,000 if the EuroStoxx 50 Index closes on 26 July
2011 at or below its starting value on 26 July 2005 of 3,302.98 and a maximum of
GBP66,246,250 if the EuroStoxx closes at or above 3,748.89 on 26 July 2011, all
provided that no counterparty defaults on its obligations to the Company.
Provided that none of issuers of the Debt Securities defaults on its obligation
to pay the maturity proceeds on the Maturity Date, the minimum maturity proceeds
of GBP39,550,000 due are intended to satisfy the maximum payment due to be made
by the Company to the Put Option Counterparty on the maturity of the Put Option
of GBP39,550,000.
The directors and the Manager monitor the credit ratings of all issuers of the
Debt Securities. In the event of any downgrading in the long-term credit rating
of any issuer below A- or A3, as determined by Standard & Poor's and/or Moody's
Investor Services Inc respectively, the Company may in its absolute discretion
seek to sell the relevant Debt Securities to third party purchasers and to
reinvest the proceeds in the purchase of Debt Securities of another issuer such
that the new Debt Securities will replicate as closely as possible the terms and
conditions of the original Debt Securities. The directors will only seek to sell
the relevant Debt Securities if they consider on the advice of the Manager that
such would be in the best interest of the Company and its shareholders. In the
event of such sales, if the purchase of such Debt Securities is not possible,
the Directors may reinvest such proceeds as they see fit in investments which,
in the opinion of the Directors, as nearly as is practicable, replicate the
investment characteristics of the Debt Securities sold and so that the proceeds
are invested, as nearly as is practicable, in accordance with the Company's
stated investment objective. As at the date of this report, five of the seven
issuers of the Debt Securities carried investment grade credit rating. Two of
the seven issuers of the Debt Securities carried a speculative grade credit
rating.
(d) Portfolio Construction Risk
Portfolio construction risk arises when the intended balance or resultant effect
of movements in value of assets and liabilities is disturbed because of some
unintended external event.
In the case of the Company's investment portfolio there is an intended balance
between the aggregate nominal value of the debt instruments held and the nominal
value of the Put option and, if one or more of the debt instrument issuers were
to default, in part or in total, there will not be a corresponding reduction in
the value of the Put option. Thus, if such an issuer default did occur and there
was an index barrier breach which caused the put option to take effect, the
default would cause an acceleration in the reduction of the final redemption
value of a share such that it will fall to zero well before the index reaches
nil.
As disclosed in note 1(j) above, in October 2008, the FME took control of both
Glitnir and Kaupthing and appointed a receivership committee of each.
The MTNs issued by Glitnir and Kaupthing held by the Company are senior
unsecured debt. In the event of a default by either Glitnir or Kaupthing, MTN
holders would likely get back some money at the "recovery rate" rather than
zero. In practice the recovery rate is likely to be above zero, but it is not
possible to assign a recovery rate to the notes at this point in time.
Although at the time of writing the situation remains unclear, the Manager and
Board of directors consider it likely that Glitnir and Kaupthing may not pay in
full on their obligations and in the worst case scenario may pay nothing at all.
(e) Interest Rate Risk
The Company holds cash on fixed deposit, the return on which is subject to
fluctuations in market interest rates. All fixed deposits mature within three
months.
The weighted average effective interest rate for cash and bank balances as at 31
December 2008 was 3.4% (2007: 5.48%)
None of the other assets or liabilities of the Company attract or incur
interest.
Interest rate sensitivity
Interest rate risk arises from the possibility that changes in interest rates
will affect future cash flows or the fair value of financial instruments. Except
for cash set aside to meet expenses, the Company's assets and liabilities are
expected to be held until the Redemption Date.
If interest rates had been 100 basis points higher and all other variables were
held constant, the Company's decrease in net assets attributable for the period
ended 31 December 2008 would have been GBP7,250 less (2007: GBP9,040 increase in
net assets) due to an increase in the amount of interest receivable on the bank
balances.
If interest rates had been 100 basis points lower and all other variables were
held constant, the Company's decrease in net assets attributable for the period
ended 31 December 2008 would have been GBP7,250 greater (2007: GBP9,040 decrease
in net assets) due to a decrease in the amount of interest receivable on the
bank balances.
The Company's sensitivity to interest rates is lower in 2008 than in 2007
because of a decrease in the amount of cash balances held.
(f) Currency Risk
As both the Shares and the Debt Securities are Sterling-denominated,
shareholders investing for Sterling returns will not be exposed to direct
currency risk. The value of the underlying securities comprising the Index may
be affected by changes in the economic, political or social environment in
Europe, as well as globally, including changes in exchange rates.
(g) Capital Management
The investment objective of the Company is to provide shareholders, on the
Redemption Date, with a payment which will comprise a capital amount of 100p per
Share and a growth amount per Share equal to five times any percentage increase
in the value of the Index (the "End Value") as at 26 July 2011 (the "End Date")
relative to its value (the "Start Value") as at 26 July 2005 (the "Start Date"),
such amount being expressed in pence and rounded down to the next half pence,
subject to a maximum increase of 67.5 per cent of the issue price of 100 pence
per Share.
The Company has an unlimited life but the Shares will be redeemed on or around
29 July 2011.
(h) Collateral
Under the terms of a Pledge Agreement dated 2 August 2005 and the amendment
dated 18 September 2006 entered into between the Company and the Put Option
Counterparty, the Company has pledged the Debt Securities, and all rights, title
and interest therein, and any and all proceeds resulting from the sale or
repayment of the Debt Securities as security for the Company's contingent
liability under the Put Option sold to the Put Option Counterparty, further
details of which are shown at Note 8. The collateral is held by a custodian in a
segregated account in Euroclear. Where there is an event of default in respect
of the Company under the Put Option, the Put Option Counterparty will be
entitled to enforce its security over the Debt Securities.
13 RELATED PARTIES
Anson Fund Managers Limited is the Company's Administrator and Secretary, Anson
Registrars Limited is the Company's Registrar, Transfer Agent and Paying Agent
and Anson Administration (UK) Limited is the UK Transfer Agent. John R Le
Prevost is a director of Anson Fund Managers Limited, Anson Registrars Limited
and Anson Administration (UK) Limited. GBP16,249 (2007: GBP17,659) of costs were
incurred by the Company with these related parties during the period, of which
GBP2,440 (2007: GBP3,569) was due to these related parties at 31 December 2008.
SCHEDULE OF INVESTMENTS
as at 31 December 2008
+--------------------------------------+-----------+--+------------+--+------------+
| | NOMINAL | | VALUATION | | TOTAL NET |
+--------------------------------------+-----------+--+------------+--+------------+
| DEBT SECURITIES PORTFOLIO | HOLDINGS | | GBP | | ASSETS % |
+--------------------------------------+-----------+--+------------+--+------------+
| | | | | | |
+--------------------------------------+-----------+--+------------+--+------------+
| BNP Paribas 0% EMTN 28 July 2011 | 6,000,000 | | 6,042,085 | | 31.25% |
+--------------------------------------+-----------+--+------------+--+------------+
| | | | | | |
+--------------------------------------+-----------+--+------------+--+------------+
| Caixa Geral de Depositas 0% EMTN 28 | 6,000,000 | | 5,998,840 | | 31.03% |
| July 2011 | | | | | |
+--------------------------------------+-----------+--+------------+--+------------+
| | | | | | |
+--------------------------------------+-----------+--+------------+--+------------+
| Erste Bank 0% EMTN 28 July 2011 | 6,000,000 | | 5,846,905 | | 30.24% |
+--------------------------------------+-----------+--+------------+--+------------+
| | | | | | |
+--------------------------------------+-----------+--+------------+--+------------+
| Glitnir Banki HF 0% EMTN 28 July | 6,000,000 | | - | | 0.00% |
| 2011 | | | | | |
+--------------------------------------+-----------+--+------------+--+------------+
| | | | | | |
+--------------------------------------+-----------+--+------------+--+------------+
| Kaupthing Bunadarbanki 0% EMTN 28 | 6,000,000 | | - | | 0.00% |
| July 2011 | | | | | |
+--------------------------------------+-----------+--+------------+--+------------+
| | | | | | |
+--------------------------------------+-----------+--+------------+--+------------+
| KBC IFIMA 0% EMTN 28 July 2011 | 6,000,000 | | 5,757,597 | | 29.78% |
+--------------------------------------+-----------+--+------------+--+------------+
| | | | | | |
+--------------------------------------+-----------+--+------------+--+------------+
| RBS 0% EMTN 28 July 2011 | 3,550,000 | | 3,522,103 | | 18.22% |
+--------------------------------------+-----------+--+------------+--+------------+
| | | | | | |
+--------------------------------------+-----------+--+------------+--+------------+
| | | | 27,167,530 | | 140.52% |
+--------------------------------------+-----------+--+------------+--+------------+
The Company has also sold a Put option, details of which are shown below.
+-------------------------------------+------------+--+-------------+--+------------+
| | NOTIONAL | | VALUATION | | |
+-------------------------------------+------------+--+-------------+--+------------+
| | HOLDING | | GBP | | |
+-------------------------------------+------------+--+-------------+--+------------+
| | | | | | |
+-------------------------------------+------------+--+-------------+--+------------+
| JPM EUROSTOXX 50 Put Option | 39,550,000 | | (8,944,689) | | |
| expiring 28 July 2011 | | | | | |
+-------------------------------------+------------+--+-------------+--+------------+
SCHEDULE OF INVESTMENTS
as at 30 June 2008
+--------------------------------------+-----------+--+------------+--+------------+
| | NOMINAL | | VALUATION | | TOTAL NET |
+--------------------------------------+-----------+--+------------+--+------------+
| DEBT SECURITIES PORTFOLIO | HOLDINGS | | GBP | | ASSETS % |
+--------------------------------------+-----------+--+------------+--+------------+
| | | | | | |
+--------------------------------------+-----------+--+------------+--+------------+
| BNP Paribas 0% EMTN 28 July 2011 | 6,000,000 | | 6,600,000 | | 15.86% |
+--------------------------------------+-----------+--+------------+--+------------+
| | | | | | |
+--------------------------------------+-----------+--+------------+--+------------+
| Caixa Geral de Depositas 0% EMTN 28 | 6,000,000 | | 6,601,800 | | 15.86% |
| July 2011 | | | | | |
+--------------------------------------+-----------+--+------------+--+------------+
| | | | | | |
+--------------------------------------+-----------+--+------------+--+------------+
| Erste Bank 0% EMTN 28 July 2011 | 6,000,000 | | 6,601,800 | | 15.86% |
+--------------------------------------+-----------+--+------------+--+------------+
| | | | | | |
+--------------------------------------+-----------+--+------------+--+------------+
| Glitnir Banki HF 0% EMTN 28 July | 6,000,000 | | 6,560,400 | | 15.76% |
| 2011 | | | | | |
+--------------------------------------+-----------+--+------------+--+------------+
| | | | | | |
+--------------------------------------+-----------+--+------------+--+------------+
| Kaupthing Bunadarbanki 0% EMTN 28 | 6,000,000 | | 6,574,800 | | 15.79% |
| July 2011 | | | | | |
+--------------------------------------+-----------+--+------------+--+------------+
| | | | | | |
+--------------------------------------+-----------+--+------------+--+------------+
| KBC IFIMA 0% EMTN 28 July 2011 | 6,000,000 | | 6,520,800 | | 15.67% |
+--------------------------------------+-----------+--+------------+--+------------+
| | | | | | |
+--------------------------------------+-----------+--+------------+--+------------+
| RBS 0% EMTN 28 July 2011 | 3,550,000 | | 3,898,255 | | 9.36% |
+--------------------------------------+-----------+--+------------+--+------------+
| | | | | | |
+--------------------------------------+-----------+--+------------+--+------------+
| | | | 43,357,855 | | 104.16% |
+--------------------------------------+-----------+--+------------+--+------------+
The Company has also sold a Put option, details of which are shown below.
+-------------------------------------+------------+--+-------------+--+------------+
| | NOTIONAL | | VALUATION | | |
+-------------------------------------+------------+--+-------------+--+------------+
| | HOLDING | | GBP | | |
+-------------------------------------+------------+--+-------------+--+------------+
| | | | | | |
+-------------------------------------+------------+--+-------------+--+------------+
| JPM EUROSTOXX 50 Put Option | 39,550,000 | | (3,009,755) | | |
| expiring 28 July 2011 | | | | | |
+-------------------------------------+------------+--+-------------+--+------------+
SHAREHOLDER INFORMATION
The Company's Participating Shares are listed on the London Stock Exchange.
Company announcements and daily market closing prices of Shares are available on
Reuters, Bloomberg and on-line on the web. The ISIN of the Shares is
GB00B0DB8N84 and the London Stock Exchange mnemonic is CEAF.
Monthly factsheets are issued by the Manager and can be down-loaded from the
Manager's web-site www.closeinvestments.com.
The Annual Financial Report for the year ended 30 June 2009 is intended to be
made public in September 2009 and sent to shareholders as soon as possible
thereafter.
SHARE DEALING
Shares may be dealt in directly through a stockbroker or professional adviser
acting on an investor's behalf. The buying and selling of shares may be settled
through CREST.
SHAREHOLDER ENQUIRIES
The Company's registrar is Anson Registrars Limited in Guernsey and they can be
contacted on 01481 711301.
DIRECTORS AND SERVICE PROVIDERS
+----------------------------------+-------------------------------------------+
| Directors | Talmai P Morgan (Chairman) |
| | Peter Niven |
| | John R Le Prevost |
| | |
+----------------------------------+-------------------------------------------+
| Manager | Close Investments Limited |
| | (Authorised and Regulated by the |
| | Financial Services Authority) |
| | 10 Exchange Square |
| | Primrose Street |
| | London |
| | England EC2A 2BY |
+----------------------------------+-------------------------------------------+
| Administrator and Secretary | Anson Fund Managers Limited |
| | PO Box 405 |
| | Anson Place |
| | Mill Court |
| | La Charroterie |
| | St Peter Port |
| | Guernsey GY1 3GF |
+----------------------------------+-------------------------------------------+
| | |
+----------------------------------+-------------------------------------------+
| Principal Bankers | Royal Bank of Scotland International |
| | Limited |
| | Royal Bank Place |
| | 1 Glategny Esplanade |
| | St Peter Port |
| | Guernsey GY1 4BQ |
+----------------------------------+-------------------------------------------+
| | |
+----------------------------------+-------------------------------------------+
| Auditors | Saffery Champness |
| | La Tonnelle House |
| | Les Banques |
| | St Sampson |
| | Guernsey GY1 3HS |
+----------------------------------+-------------------------------------------+
| | |
+----------------------------------+-------------------------------------------+
| Registrar, Transfer Agent | Anson Registrars Limited |
| and Paying Agent | PO Box 426 |
| | Anson Place |
| | Mill Court |
| | La Charroterie |
| | St Peter Port |
| | Guernsey GY1 3WX |
+----------------------------------+-------------------------------------------+
| UK Transfer Agent | Anson Administration (UK) Limited |
| | 3500 Parkway |
| | Solent Business Park |
| | Whiteley |
| | Fareham |
| | Hampshire |
| | England PO15 7AL |
+----------------------------------+-------------------------------------------+
| Registered Office of the Company | Anson Place |
| | Mill Court |
| | La Charroterie |
| | St Peter Port |
| | Guernsey GY1 1EJ |
+----------------------------------+-------------------------------------------+
This information is provided by RNS
The company news service from the London Stock Exchange
END
IR PUUUWPUPBGMC
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