TIDMCRS
RNS Number : 4846X
Crystal Amber Fund Limited
15 February 2012
15 February 2012
THIS ANNOUNCEMENT REPLACES THE 'INTERIM MANAGEMENT STATEMENT'
RELEASED TODAY AT 12.30PM UNDER RNS NUMBER 4742X. HEADLINE SHOULD
READ 'INTERIM RESULTS' AND NOT 'INTERIM MANAGEMENT STATEMENT' AS
PREVIOUSLY STATED. ALL OTHER DETAILS REMAIN UNCHANGED. THE FULL
ANNOUNCEMENT TEXT IS REPEATED BELOW.
Crystal Amber Fund Limited
(the 'Fund' or the 'Company')
Interim results for the six months ended 31 December 2011
The Company announces its interim results for the six months
ended 31 December 2011.
Highlights:
-- The proceeds from the Pinewood Shepperton PLC disposal were
reinvested to build significant positions in TT Electronics PLC,
Renishaw PLC and Devro PLC.
-- The subsequent realised and unrealised gains of the new
positions in TT Electronics PLC and Renishaw PLC have added 5.8p to
Net Asset Value ("NAV") per share as at 31 January 2012.
-- A strategic stake in Sutton Harbour Holdings PLC was secured
post period end at a 58% discount to the company's latest net asset
value.
-- NAV per share at 31 December 2011 was 88.72p (30 June 2011: 109.01p per share).
-- During January, the Fund posted a 15% increase in NAV to 101.99p per share.
-- The Fund's management continues to pursue its policy of constructive activism.
"The period under review saw a continuation of political and
economic uncertainty which fed through into considerable turbulence
in financial markets. The Fund took advantage of the equity market
sell-off in August and September to acquire stakes in what we
consider to be quality companies trading at what we believe to be
attractive valuations. It is pleasing to see that these investments
have already generated significant returns for the Fund
contributing to the 15% increase in NAV for the month of
January."
William Collins, Chairman
Enquiries
Crystal Amber Fund Limited
William Collins - Chairman Tel: 01481 716
000
Merchant Securities Limited
David Worlidge Tel: 020 7628
2200
CHAIRMAN'S STATEMENT
I am pleased to present the interim results of Crystal Amber
Fund Limited, covering the six month period to 31 December 2011
("the period").
The economic environment deteriorated progressively over the
summer, with indicators pointing towards a recovery much weaker
than expected. This fragile growth outlook, combined with concerns
over European government debt levels and the solvency of its
financial system, triggered a market sell-off in August. Subsequent
changes in the risk appetite of investors caused increased
volatility throughout the period.
In our opinion, an indiscriminate de-rating took place during
the sell-off and this enabled the Fund to opportunistically acquire
stakes in target companies affected by this market weakness. The
subsequent realised and unrealised increase in value of the new
positions in TT Electronics PLC and Renishaw PLC has added 5.8p to
the Net Asset Value ("NAV") per share as at 31 January 2012.
Conversely, the share price of Omega Insurance Holdings Limited,
which fell over 31% in the period under review, has been the main
detractor from the Fund's NAV. However, we remain engaged with the
company and are confident in the intrinsic value of Omega's Lloyds
platform.
In October, the Fund presented a proposal to Sutton Harbour
Holdings PLC for raising additional equity capital. This was
accepted by the Board and your Fund invested GBP2.7 million (at a
discount to NAV of approximately 58%) as part of the additional
GBP6 million capital raised in January 2012.
As at 31 December 2011, equity holdings represented 85.5% of the
Fund. Cash and liquid resources were in excess of GBP7.5 million.
Since the period end cash has further reduced due to investments
having been made as mentioned above.
We remain confident in our process of identifying undervalued
companies and engaging with boards and management to help and
encourage them to generate better returns for shareholders.
Net asset value fell from GBP65.4 million (109.01p per share) at
30 June 2011 to an unaudited GBP53.2 million (88.72p per share) at
31 December 2011, although I am pleased to report that as at 31
January 2012, the Fund's NAV had increased by 15% to 101.99p per
share.
William Collins
Chairman
Investment Manager's Report
During the period the Fund has focused on realising value from
core holdings and reinvesting the proceeds from the sale of its
former largest holding, Pinewood Shepperton PLC ("Pinewood").
We have reinvested a substantial proportion of the Pinewood
proceeds into a number of targets such as TT Electronics PLC and
Renishaw PLC. These companies offer good potential for value
enhancement, being debt free with strong customer franchises and
access to growth markets outside Europe. In the case of TT
Electronics PLC, the Fund is now one of its three largest
shareholders having bought its stake at an attractive level
following the stock's de-rating in August 2011.
The Fund also increased its holding in Devro PLC, a company in
which the Fund has been a shareholder for the last three years.
Cash reserves at the period end comprise 14% of the Fund,
allowing the Fund to take advantage of opportunities. For example,
in December, the Fund committed to participate in a conditional
placing and open offer to refinance Sutton Harbour Holdings PLC, in
order to allow the company to execute its Millbay marina project
located in Plymouth and pay down some of the current debt.
Following the participation in the fundraising at 18p per share and
subsequent market purchases, the Fund's resulting shareholding in
the company is 26.2% of the enlarged issued share capital as at 31
January 2011. The Directors of the Fund believe that following the
fundraising, Sutton Harbour's net asset value is in excess of 42p
per share.
Total Assets as at 31 December 2011:
GBPm Pence per share % of investee equity held
------------------------------ ----- ---------------- --------------------------
TT Electronics PLC 12.0 20.0 5.8%
Renishaw PLC 5.0 8.3 0.7%
N Brown Group PLC 5.0 8.3 0.8%
Omega Insurance Holdings Ltd 4.3 7.2 3.2%
Devro PLC 3.9 6.4 0.9%
Other equities 15.3 25.6
------------------------------ ----- ---------------- --------------------------
Total equities 45.5 75.8
Cash and net current assets 7.7 12.9
------------------------------ ----- ---------------- --------------------------
Total Assets 53.2 88.7
------------------------------ ----- ---------------- --------------------------
TT Electronics PLC ("TT Electronics")
TT Electronics produces electrical components, sensors and
secure power supply systems. Since the current management arrived
in 2008, it has divested from non-core businesses, reorganised
production and client facing functions and eliminated debt of over
GBP100 million, moving to a net cash position of GBP15 million at
the end of 2011.
The Fund has built a significant position in the company since
it de-rated in August 2011 and is now the third largest
shareholder. In our opinion, the delivery of TT Electronics' clear
operating targets depends on self-help measures and could double
operating profits over the next two years. The company's client
base, including German premium auto brands, is evidence of a
valuable franchise.
Renishaw PLC ("Renishaw")
Renishaw is the global leading engineer of metrology
instruments, which are used for a wide variety of industrial
production and product quality control functions. The company is
managed by its two founders, Sir David McMurtry and John Deer, who
own 53% of its share capital. The company has a strong balance
sheet with net cash to support its outstanding industry positioning
in attractive markets such as the automation of industry in China.
The Fund took this position opportunistically following the stock
de-rating in August 2011.
N Brown Group PLC ("Brown")
Brown is a home shopping retailer, with a strong position in the
special size clothes market and we consider the management of Brown
to be prudent. From a catalogue shopping background, the group now
generates nearly 50% of its sales on the internet. Additionally,
Brown has initiated its geographic expansion in the US and German
markets.
The Fund has invested in Brown since 2008 and has increased its
position by 60% over the last six months.
Omega Insurance Holdings Limited ("Omega")
Omega is a Lloyd's insurer and reinsurer. Historically, it has
enjoyed an excellent underwriting record. The Fund built up its
holding in mid-2010 having assessed the replacement cost of Omega's
insurance platform.
The markets in which Omega operates have become increasingly
challenging over the last year due to a series of natural
disasters. Having been in an offer period since 10 January 2011,
the company received an offer from Haverford Bermuda for 25% of its
share capital and two indicative offers from Canopius Group and
Barbican Insurance, all of which failed. The Manager has engaged
with the bidders and remains confident that the intrinsic value of
the business will be achieved.
Devro PLC ("Devro")
Devro is a global leader in production of edible collagen
castings for sausages. Its strong balance sheet has allowed the
company to invest heavily to improve its production facilities
which we believe will drive operating margin growth through 2012
and 2013. We consider the company to be well-managed with growth
prospects no longer recognised by the stock market.
The Fund has been an investor in Devro since 2008. Having
previously realised a GBP0.8 million profit, over the last six
months the Fund has increased its holding following share price
weakness.
JJB Sports PLC ("JJB")
We are more encouraged by the trading of JJB during the second
half of 2011 despite the exceptionally tough consumer environment.
The management of the company continues to work on the
implementation of the turnaround strategy and Richard Bernstein who
joined the board of JJB in May 2011 is assisting management in this
task.
Other holdings
In July 2011, the Fund announced a significant holding of over 4
million shares in Tribal Group PLC, the education business.
Following the end of its offer period, we held meetings with
management and set out ideas to enhance returns to shareholders. We
are pleased to report that the latest trading statement from Tribal
has been positive.
During the period, the Fund realised further profits in Paypoint
PLC, bringing realised gains from this investment to date to GBP2.9
million. The Fund retains 650,000 shares, which represents the
Fund's sixth largest holding.
Outlook
The economic outlook for the UK and other developed markets
remains uncertain, yet we consider a severe economic downturn
unlikely despite concerns as to the loan quality of UK banks. The
Fund remains focused on identifying quality undervalued companies
with strong balance sheets and diversified geographic revenues,
which in the Manager's opinion offers a more defensive investment
profile together with good opportunities for constructive activism.
It is encouraging that in the month of January, the Fund's NAV grew
by 15%.
Crystal Amber Asset Management (Guernsey) Limited Investment
Manager
Condensed Statement of Comprehensive Income (Unaudited)
for the six months ended 31 December 2011
Six months ended 31 December Six months ended 31 December
2011 2010
Revenue Capital Total Revenue Capital Total
Notes GBP GBP GBP GBP GBP GBP
Income
Dividend income from listed
investments 630,364 - 630,364 1,013,756 - 1,013,756
Director's fees received 5 26,301 - 26,301 - - -
Fixed deposit interest 21,622 - 21,622 5,506 - 5,506
Bank interest 8,401 - 8,401 3,837 - 3,837
---------- ------------- ------------- ---------- ------------ ------------
686,688 - 686,688 1,023,099 - 1,023,099
Net gains on financial
assets at fair value
through profit or loss
Realised gains 4 - 10,249,937 10,249,937 - 883,693 883,693
Movement in unrealised
losses 4 - (21,446,820) (21,446,820) - (9,105,187) (9,105,187)
---------- ------------- ------------- ---------- ------------ ------------
Total income 686,688 (11,196,883) (10,510,195) 1,023,099 (8,221,494) (7,198,395)
Expenses
Transaction costs - 337,956 337,956 - 91,302 91,302
Exchange movements on
revaluation of investments - 135,558 135,558 - (25,600) (25,600)
Management fees 631,229 - 631,229 682,764 - 682,764
Consultancy fees 5 50,000 - 50,000 - - -
Directors' fees 47,500 - 47,500 47,500 - 47,500
Administration fees 38,372 - 38,372 38,454 - 38,454
Custodian fees 14,570 - 14,570 15,553 - 15,553
Audit fees 9,705 - 9,705 8,988 - 8,988
Other expenses 99,173 - 99,173 88,219 - 88,219
---------- ------------- ------------- ---------- ------------ ------------
890,549 473,514 1,364,063 881,478 65,702 947,180
(Loss)/return for the
period (203,861) (11,670,397) (11,874,258) 141,621 (8,287,196) (8,145,575)
========== ============= ============= ========== ============ ============
Basic and diluted
(loss)/earnings per share
(pence) 2 (0.34) (19.45) (19.79) 0.24 (13.81) (13.57)
========== ============= ============= ========== ============ ============
Condensed Statement of Financial Position (Unaudited)
as at 31 December 2011
As at As at As at
31 December 30 June 31 December
2011 2011 2010
(Unaudited) (Audited) (Unaudited)
ASSETS Notes GBP GBP GBP
Cash and cash equivalents 7,583,577 4,067,541 4,459,954
Trade and other receivables 208,353 354,628 63,976
Financial assets designated
at fair value through profit
or loss 4 45,516,815 61,062,843 56,695,250
---------------------------- --------------------- -------------------------
Total assets 53,308,745 65,485,012 61,219,180
---------------------------- --------------------- -------------------------
LIABILITIES
Trade and other payables 75,917 77,926 66,256
---------------------------- --------------------- -------------------------
Total liabilities 75,917 77,926 66,256
---------------------------- --------------------- -------------------------
EQUITY
Capital and reserves
attributable to the Company's
equity shareholders
Share capital 600,000 600,000 600,000
Distributable reserve 56,147,261 56,447,261 56,447,261
Retained (losses)/earnings (3,514,433) 8,359,825 4,105,663
---------------------------- --------------------- -------------------------
Total equity 53,232,828 65,407,086 61,152,924
---------------------------- --------------------- -------------------------
Total liabilities and equity 53,308,745 65,485,012 61,219,180
---------------------------- --------------------- -------------------------
Net asset value per share
(pence) 3 88.72 109.01 101.92
============================ ===================== =========================
Condensed Statement of Changes in Equity (Unaudited)
for the six months ended 31 December 2011
Share Distributable Retained earnings Total
--------
Note Capital Reserve Capital Revenue Total Equity
GBP GBP GBP GBP GBP GBP
Opening balance at 1 July
2011 600,000 56,447,261 6,814,554 1,545,271 8,359,825 65,407,086
Net realised gains on
investments 4 - - 10,249,937 - 10,249,937 10,249,937
Net unrealised losses on
investments 4 - - (21,446,820) - (21,446,820) (21,446,820)
Revenue loss for the period - - - (203,861) (203,861) (203,861)
Dividends paid in the
period 7 - (300,000) - - - (300,000)
Transaction costs and
exchange movements - - (473,514) - (473,514) (473,514)
Balance at 31 December 2011 600,000 56,147,261 (4,855,843) 1,341,410 (3,514,433) 53,232,828
======== ============== ============= ========== ============= =============
Share Distributable Retained earnings Total
--------
Note Capital Reserve Capital Revenue Total Equity
GBP GBP GBP GBP GBP GBP
Opening balance at 1 July
2010 600,000 56,447,261 11,073,859 1,177,379 12,251,238 69,298,499
Net realised gains on
investments 4 - - 883,693 - 883,693 883,693
Net unrealised losses on
investments 4 - - (9,105,187) - (9,105,187) (9,105,187)
Revenue profit for the
period - - - 141,621 141,621 141,621
Transaction costs and
exchange movements - - (65,702) - (65,702) (65,702)
Balance at 31 December 2010 600,000 56,447,261 2,786,663 1,319,000 4,105,663 61,152,924
======== ============== ============= ========== ============= =============
Condensed Statement of Cash Flows (Unaudited)
for the six months ended 31 December 2011
Six months Six months
ended ended
31 December 31 December
2011 2010
GBP GBP
Cash flows from operating activities
Dividend income received from listed investments 778,365 1,665,445
Director's fees received 29,698 -
Fixed deposit interest received 21,918 8,139
Bank interest received 8,401 3,837
Management fees paid (631,229) (682,764)
Consultancy fees paid (41,667) -
Directors' fees paid (47,500) (47,500)
Other expenses paid (177,581) (181,200)
------------- -------------
Net cash (outflow)/inflow from operating activities (59,595) 765,957
------------- -------------
Cash flows from investing activities
Purchase of investments (42,270,156) (13,109,670)
Sale of investments 46,483,743 4,475,487
Transaction charges on purchase and sale of investments (337,956) (91,302)
------------- -------------
Net cash inflow/(outflow) from investing activities 3,875,631 (8,725,485)
------------- -------------
Cash flows from financing activities
Dividends paid (300,000) -
------------- -------------
Net cash outflow from financing activities (300,000) -
------------- -------------
Net increase/(decrease) in cash and cash equivalents during the period 3,516,036 (7,959,528)
Cash and cash equivalents at beginning of period 4,067,541 12,419,482
Cash and cash equivalents at end of period 7,583,577 4,459,954
============= =============
Notes to the Unaudited Condensed Financial Statements
for the six months ended 31 December 2011
General Information
Crystal Amber Fund Limited is a closed-ended company
incorporated and registered in Guernsey on 22 June 2007 under the
Companies (Guernsey) Law, 1994 which has been superseded by the
Companies (Guernsey) Law 2008. The address of the registered office
is given on page 2. The Company has been established to provide
shareholders with an attractive total return which is expected to
comprise primarily capital growth but with the potential for
distributions. The Company will achieve this through the investment
in a concentrated portfolio of undervalued companies which are
expected to be predominantly, but not exclusively, listed or quoted
on UK markets and which have a typical market capitalisation of
between GBP100 million and GBP1,000 million. The Company was listed
and admitted to trading on AIM, the market of that name operated by
the London Stock Exchange, on 17 June 2008. The Company was also
listed on the CISX on 17 June 2008. The Company is also a member of
the AIC.
1. SIGNIFICANT ACCOUNTING POLICIES
The principal accounting policies applied in the preparation of
these financial statements are set out below. These policies have
been consistently applied throughout the current period, unless
otherwise stated.
Basis of preparation
The interim financial statements have been prepared in
accordance with the International Accounting Standard ("IAS") 34,
Interim Financial Reporting.
The interim financial statements do not include all the
information and disclosures required in the annual financial
statements and should be read in conjunction with the Company's
annual financial statements for the year to 30 June 2011. The
annual financial statements have been prepared in accordance with
International Financial Reporting Standards ("IFRS").
The same accounting policies and methods of computation are
followed in the interim financial statements as in the annual
financial statements for the year ended 30 June 2011.
The presentation of the interim financial statements is
consistent with the annual financial statements. Where
presentational guidance set out in the Statement of Recommended
Practice ("SORP") for Investment Trusts issued by the AIC in
January 2003 (revised December 2005) is consistent with the
requirements of IFRS, the Directors have sought to prepare the
financial statements on a basis compliant with the recommendations
of the SORP. In particular, supplementary information which
analyses the Statement of Comprehensive Income between items of a
revenue and capital nature has been presented alongside the total
Statement of Comprehensive Income.
The Company does not operate in an industry where significant or
cyclical variations as a result of seasonal activity are
experienced during the financial year. Income and dividends from
investments will vary according to the construction of the
portfolio from time to time.
Segmental reporting
The Board has considered the requirements of IFRS 8 'Operating
Segments', and is of the view that the Company is domiciled in
Guernsey and is engaged in a single segment of business, being UK
equity instruments. The Board, as a whole, has been determined as
constituting the chief operating decision maker of the Company. The
key measure of performance used by the Board to assess the
Company's performance and to allocate resources is the total return
on the Company's net asset value, as calculated under IFRS, and
therefore no reconciliation is required between the measure of
profit or loss used by the Board and that contained in these
financial statements.
2. BASIC AND DILUTED LOSS PER SHARE
Basic and diluted loss per share is based on the following
data:
Six months Six months
ended ended
31 December 31 December
2011 2010
(Unaudited) (Unaudited)
Loss for the period (GBP11,874,258) (GBP8,145,575)
Average number of issued Ordinary Shares 60,000,000 60,000,000
---------------- ---------------
Basic and diluted loss per share (pence) (19.79) (13.57)
================ ===============
3. NET ASSET VALUE PER SHARE
Net asset value per share is based on the following data:
As at As at As at
31 December 30 June 31 December
2011 2011 2010
GBP GBP GBP
(Unaudited) (Audited) (Unaudited)
Net asset value per balance sheet GBP53,232,828 GBP65,407,086 GBP61,152,924
Number of Ordinary Shares outstanding 60,000,000 60,000,000 60,000,000
-------------- -------------- --------------
Net asset value per share (pence) 88.72 109.01 101.92
============== ============== ==============
4. FINANCIAL ASSETS DESIGNATED AT FAIR VALUE THROUGH PROFIT OR LOSS
1 July 2011 to 31 1 July 2010 1 July 2010 to 31
December 2011 to 30 June 2011 December 2010
(Unaudited) (Audited) (Unaudited)
GBP GBP GBP
Equity investments - UK equity securities 45,516,815 61,062,843 56,695,250
45,516,815 61,062,843 56,695,250
================== ================ ==================
Cost brought forward 77,985,395 65,840,714 65,840,714
Purchases 42,270,156 54,151,989 12,508,668
Sales (46,483,743) (45,680,841) (4,175,278)
Realised gain 10,249,937 3,673,533 883,693
------------------ ---------------- ------------------
Cost carried forward 84,021,745 77,985,395 75,057,797
------------------ ---------------- ------------------
Unrealised losses brought forward (16,949,976) (9,247,423) (9,247,423)
Movement in unrealised losses (21,446,820) (7,702,553) (9,105,187)
------------------ ---------------- ------------------
Unrealised losses carried forward (38,396,796) (16,949,976) (18,352,610)
------------------ ---------------- ------------------
Accumulated effect of exchange rate movements (108,134) 27,424 (9,937)
Fair value 45,516,815 61,062,843 56,695,250
================== ================ ==================
5. RELATED PARTIES
Mark Huntley, Director of the Company, is Managing Director of
the Company's Administrator, Heritage International Fund Managers
Limited, Managing Director of the CISX Listing Sponsor and a
Director of the Investment Manager. During the period the Company
incurred administration fees of GBP38,372 (2010: GBP38,454) of
which GBP18,750 (2010: GBP20,176) was outstanding at the period
end. Mark Huntley also received a Director's fee of GBP10,000
(2010: GBP10,000) of which GBP5,000 (2010: GBP5,000) was
outstanding at the period end.
Richard Bernstein is a Director of the Investment Manager and a
holder of 780,000 Ordinary Shares (2010: 800,000), representing
1.30 per cent. (2010: 1.33 per cent.) of the issued share capital
of the Company at the period end. He is a non-executive Director of
JJB Sports PLC, one of the Company's investments, and during the
period the Company earned GBP26,301 in relation to this
directorship. At the period end, GBP3,397 (2010: GBPNil) had been
received in advance.
The Company also incurred a consultancy fee of GBP50,000 during
the period (2010:GBPNil) in relation to its investment in JJB. This
was paid in by the Investment Manager with the agreement that it
would be reimbursed in full by the Fund. At 31 December 2011, an
amount of GBP8,333 was due from the Company to the Investment
Manager (2010:GBPNil) in relation to this consultancy fee.
During the period the Company incurred management fees of
GBP631,229 (2010: GBP682,764) all of which had been paid at the
period end. The Investment Manager did not earn a performance fee
during the period (2010: GBPnil).
On 16 November 2011, the Investment Manager purchased 237,000
ordinary shares in the Company, resulting in a holding of 1,000,000
ordinary shares in the Company at the period end, which represents
1.67 per cent. (2010: 1.33 per cent.) of the issued share
capital.
All related party transactions are carried out on an arm's
length basis.
6. COMMITMENTS
On 22 December 2011, the Company committed to invest up to
GBP3,546,422 in Sutton Harbour under its placing and open offer
announced on 23 December 2011.
On 18 January 2012, the Company invested GBP2,741,485 in Sutton
Harbour following the closure of the open offer and placing.
7. DIVIDENDS
On 7 July 2011, the Company declared an interim dividend of
GBP300,000, equating to 0.5p per share, which was paid on 12 August
2011 to shareholders on the register on 15 July 2011.
8. POST BALANCE SHEET EVENTS
On 7 February 2012 the Company reported that its unaudited NAV
at 31 January 2012 was 101.99 pence per share.
9. COPIES OF THE INTERIM REPORT
Copies of the Interim Report will be available to download from
the Company's website www.crystalamber.com.
This information is provided by RNS
The company news service from the London Stock Exchange
END
IR EADASFFLAEFF
Crystal Amber (LSE:CRS)
Historical Stock Chart
From Jun 2024 to Jul 2024
Crystal Amber (LSE:CRS)
Historical Stock Chart
From Jul 2023 to Jul 2024
