TIDMLIV

RNS Number : 0404O

Livermore Investments Group Limited

29 September 2023

28 September 2023

LIVERMORE INVESTMENTS GROUP LIMITED

UNAUDITED INTERIM RESULTS FOR SIX MONTHSED 30 JUNE 2023

Livermore Investments Group Limited (the "Company" or "Livermore") today announces its unaudited interim results for the six months ended 30 June 2023 . These results will be made available on the Company's website today.

For further investor information please go to www.livermore-inv.com .

 
 
 

Enquiries:

Livermore Investments Group Limited +41 43 344 3200

Gaurav Suri

Strand Hanson Limited (Financial & Nominated Adviser and Broker) +44 (0)20 7409 3494

Richard Johnson / Ritchie Balmer

Chairman's and Chief Executive's Review

Introduction

We are pleased to announce the interim financial results for Livermore Investments Group Limited (the "Company" or "Livermore") for the six months ended 30 June 2023. References to the Company hereinafter also include its consolidated subsidiary (note 8).

The economic developments in 2023 surprised positively. The Eurozone escaped a deep recession as a mild winter helped cool energy prices and the expectations for China re-opening its economy after a long Covid-zero policy increased European export demand. The US also performed much better than expected as consumers continued to spend on the back of excess savings accumulated over the recent years and a lower interest rate sensitivity of the corporate and consumer sectors. Inflation in the US continued to trend downwards without unemployment increasing. High nominal GDP allowed most companies to maintain profit margins and equity markets performed strongly in the first half of the year. The US Dollar continued to weaken supporting investor risk appetite.

Developed market central banks continued to increase short term interest rates as inflation stayed higher than expected. Fixed income markets generally fared poorly despite a brief rally in March after Credit Suisse and a few US regional banks failed. The US treasury and the Federal Reserve, however, created facilities that supported the regional banking sector in the US and markets staged a significant recovery as key risk to the financial system was reduced.

US loans performed well during the first half of the year as higher short-term rates provided significant distributions. Most borrowers did not need to address their loan maturities as strong market conditions in 2021 allowed them to extend their maturities at low credit spreads. Lower leveraged buy-outs and M&A transactions further constrained supply and supported a move higher in loan prices. On the other hand, these borrowers are paying higher interest costs and may face earnings reductions and liquidity issues in the near future, and management is focused on such situations as they arise. CLO equity performance for long reinvestment period positions was strong but remained weak for positions with post-reinvestment CLOs.

During the first half of the year, management continued its defensive stance and stayed invested in primarily US treasury bills. The Company's cash and marketable securities position increased further as CLO distributions were not reinvested in the CLO market and management has no open warehouses. The CLO portfolio performed relatively well as default rates, although higher than in 2021 and 2022, were lower than expected. CLO equity issued in 2021 and later performed well but transactions that have exited their reinvestment periods continue to experience higher stress due to higher exposure to seasoned and weaker credits and lower manager flexibility. The Company's CLO portfolio generated USD 11.0m of cashflow during the period.

As at 30 June 2023, the Company held USD 55.4m in cash and marketable securities (June 2022: USD 37.3m). This should allow management to deploy capital opportunistically into a hopefully weaker market when the US economic cycle bottoms.

During the first half of 2023, the Company recorded a net gain of USD 3.9m (June 2022: net loss of USD 21.6m). The cashflow from the CLO portfolio was somewhat offset by valuation declines of USD 4.8m, primarily from post-reinvestment period CLO transactions. The NAV as at 30 June 2023 was USD 0.80 per share. Management continues to actively manage its financial portfolio and remain in regular contact with CLO managers and market participants.

Financial Review

The NAV of the Company as at 30 June 2023 was USD 131.6m (31 December 2022: USD 127.7m). The profit after tax for the first half of 2023 was USD 3.9m, which represents earnings per share of USD 0.02.

The overall change in the NAV is primarily attributed to the following:

 
                                                        30 June 202 3   30 June 202 2   31 December 20 22 
                                                                US $m           US $m               US $m 
                                                       --------------  --------------  ------------------ 
 Shareholders' funds at beginning of period                   12 7 .7         17 7 .7              17 7.7 
                                                       --------------  --------------  ------------------ 
                                                                -----           -----               ----- 
                                                       --------------  --------------  ------------------ 
 Income from investments                                         11.5            13.7                23.7 
                                                       --------------  --------------  ------------------ 
 Other income                                                     0.3               -                   - 
                                                       --------------  --------------  ------------------ 
 Unrealised losses on investments                               (5.8)          (35.8)              (46.3) 
                                                       --------------  --------------  ------------------ 
 Operating expenses                                             (1.7)           (1.4)               (3.0) 
                                                       --------------  --------------  ------------------ 
 Net finance c osts                                             (0.3)           (0.2)               (0.2) 
                                                       --------------  --------------  ------------------ 
 Tax charge                                                     (0.1)               -               (0.2) 
                                                       --------------  --------------  ------------------ 
                                                                -----           -----               ----- 
                                                       --------------  --------------  ------------------ 
 Increase / (decrease) in net assets from operations              3.9          (23.7)              (26.0) 
                                                       --------------  --------------  ------------------ 
 Dividends paid                                                     -          (24.0)              (24.0) 
                                                       --------------  --------------  ------------------ 
                                                                -----           -----               ----- 
                                                       --------------  --------------  ------------------ 
 Shareholders' funds at end of period                           131.6           130.0               127.7 
                                                       --------------  --------------  ------------------ 
                                                                -----           -----               ----- 
                                                       --------------  --------------  ------------------ 
 Net Asset Value per share                                  US $0. 80       US $0. 79           US $0. 77 
                                                       --------------  --------------  ------------------ 
 

Livermore's Strategy

The Company's primary investment objective is to generate high current income and regular cash flows. The financial portfolio is constructed around fixed income instruments such as Collateralized Loan Obligations ("CLOs") and other securities or instruments with exposure primarily to senior secured and usually broadly syndicated US loans. The Company has a long-term oriented investment philosophy and invests primarily with a buy-and-hold mentality, though from time to time the Company will sell investments to realize gains or for risk management purposes.

Strong emphasis is given to maintaining sufficient liquidity and low leverage at the overall portfolio level and to re-invest in existing and new investments along the economic cycle.

Dividend & Buyback

The Board of Directors will decide on the Company's dividend policy for 2023 based on profitability, liquidity requirements, portfolio performance, market conditions, and the share price of the Company relative to its NAV.

 
 Richard Rosenberg        Noam Lanir 
 Non-Executive Chairman   Chief Executive 
 

28 September 2023

Review of Activities

Economic & Investment Environment

In the first quarter of 2023, advanced economies experienced modest growth, although hindered by tighter monetary policies, escalating inflation, and energy challenges in Europe. Meanwhile, China's economy gained momentum after lifting coronavirus restrictions. Global economic activity remained subdued, with a dip in global trade. Inflation, particularly core inflation, persisted above central banks' targets, leading to gradual tightening of monetary policies. The global outlook remains cautious due to lingering inflation and tighter policies, with risks including prolonged high inflation in certain countries and a potential energy crisis in Europe in late 2023 and early 2024.

In the US, first-quarter GDP growth was 2% and second quarter GDP growth was 2.1%. Private consumption and exports expanded, but a drop in inventory investment weighed on overall growth. Employment figures continued to rise, with unemployment at a low of 3.7% in May. The Eurozone grew by 0.1% in both quarters although high inflation and stricter monetary policy impacted domestic demand and export growth. Despite lower gas prices, energy-intensive industries showed only slight recovery, while manufacturing contracted. At the same time, employment remained positive and domestic services sector performed well. Japan's economic recovery continued with 2.7% GDP growth in the first quarter. Domestic demand and service exports improved, but goods exports declined, and industrial output contracted. Unemployment, though slightly higher at 2.6% in April, remained historically low and core inflation increased to 2.5%. China experienced an initial rebound with 9.1% GDP growth in the first quarter, driven by the services sector. However, manufacturing remained subdued due to weaker foreign demand and structural problems in the Chinese property sector. The People's Bank of China lowered official interest rates in June, and the government proposed additional stimulus measures.

Global Markets experienced gains driven by enthusiasm for Artificial Intelligence (AI) and technology stocks. Rising yields and deposit outflow from banks caused severe liquidity issues in the US regional banking sector, and in March, Credit Suisse and a few regional banks failed as a result. The new financing facilities put in place by the US Federal Reserve helped contain the situation and risk assets rallied sharply again. In the first half of 2023, the SPX Index was up 15.9% excluding dividends while the Nasdaq 100 index rose 38.45%. Yields rose globally, with the UK and Australia showing weaker performance due to higher-than-expected inflation. Major central banks raised interest rates throughout the period although the rate of increase was slower than in 2022. Japanese shares experienced strong momentum while the Yen continued to stay weak due to potential extended expansionary policy in Japan. India, South Korea, and Taiwan recorded gains driven by technology stocks and investor enthusiasm for AI-related technologies.

The performance of the US dollar varied against major currencies since the start of 2023. Notably, the dollar saw a significant depreciation against the Mexican peso due to Mexico's robust economic growth and stringent monetary policies. Conversely, the dollar experienced a modest increase against Asian currencies, attributed to diminished external demand in the region and expanding interest rate gaps.

Commodity prices, particularly Brent crude oil, fluctuated around USD 80 per barrel, settling at around USD 77. The S&P GSCI Index recorded a negative performance, with industrial metals and energy sectors underperforming. Livestock prices rose. Precious metals like gold and silver ended in negative territory.

US Leveraged Loans generated significant gains in the first half of 2023 after a poor showing in 2022. High Libor/SOFR rates increased the income received by loan investors, and low supply due to fewer private equity and merger and acquisition transactions kept loan prices elevated. The loan market generated 6.33% total return in the period as measured by the Credit Suisse Leveraged Loan Index. Trailing 12-month par-weighted default rate ticked up to 1.71% as compared to 0.72% as at the end of 2022 but remain below historical average. At the same time, recoveries on these defaults are expected to be lower than historical averages. Despite a strong performance in the first half, higher rates for longer are expected to increase stress on loan borrowers and we anticipate increased downgrades by rating agencies in the near to mid-term.

CLO debt tranches also performed well as high coupons and price convexity increased their appeal. Further, a slow new issue CLO market constrained supply, driving price performance. CLO equity continued to pay strong distributions as default rates stayed limited. However, price performance varied between those transactions with long reinvestment periods and those with short reinvestment periods. Long reinvestment period transactions performed well, however post-reinvestment deals continued to see subdued demand.

Sources: Swiss National Bank (SNB), European Central Bank (ECB), US Federal Reserve, Bloomberg, JP Morgan, S&P Capital IQ

Financial Portfolio and trading activity

The Company manages a financial portfolio valued at USD 122.2m as at 30 June 2023, which is invested mainly in fixed income and credit related securities.

The following is a table summarizing the financial portfolio as at 30 June 2023:

 
                                30 June  30 June  31 December 
                                   2023     2022         2022 
                                  US $m    US $m        US $m 
Investment in the loan market 
 through CLOs                      64.2     77.0         66.6 
Public equities                     2.6      1.9          2.3 
Short term government bonds        36.1     13.8         24.6 
Long term government bonds          4.2        -          8.3 
Corporate bonds                     3.8      4.6          4.6 
                                  -----    -----        ----- 
Invested total                    110.9     97.3        106.4 
Cash                               11.3     18.9         11.0 
                                  -----    -----        ----- 
Total                             122.2    116.2        117.4 
                                  -----    -----        ----- 
 

Senior Secured Loans and CLOs

In the first half of 2023, the US senior secured loan market (leveraged loan market) performed well generating 6.63% of total return as measured by the Credit Suisse Leveraged Loan Index. The performance was driven by high coupon distributions and increased prices. The average price increased from 91.89 at the beginning of the year to 93.55 as of end of June 2023. Default rates, while higher than in 2021 and 2022, remained below historical averages. As of 30 June 2023, the par-weighted 12-month default rate was at 1.71%, up from 0.72% at the beginning of the year. Concerns over the weakening credit environment, however, prompted investors to withdraw USD 18.9 billion from mutual funds and ETFs. New issue supply was muted compared to prior years but steady refinancing activity has contributed to a 50% reduction in loans maturing in 2024 and a 25% reduction in loans maturing in 2025.

New issue CLO market was also slower than in previous years recording USD 56 billion in new issuance as compared to USD 73 billion in 2022. CLO liability spreads remained wider than returns offered by loans and modelled new issue equity returns appeared weak. Secondary market, especially for CLO debt tranches were, however, active as high coupons and price convexity incited investors to add risk.

While defaults were lower than expected, we anticipate recoveries to be lower than historical averages and impact seasoned CLO equity tranches and potentially a handful of lower rated CLO debt tranches as well. Increasing interest expenses are likely to prompt increased downgrade activity especially if nominal growth rates slow down, and we anticipate older CLOs to face pressure on their over-collateralization tests. 2021 and 2022 vintage CLOs are likely to perform much better.

Given the uncertain outlook, in light of higher rates for longer, management had already paused investments into CLO equity tranches since April 2022. The Company has no open warehouses as of 30 June 2023. During the period, the portfolio generated cashflow of USD 11.0m. Consistent and robust cashflow from the existing portfolio has allowed the Company to increase its cash and marketable securities position substantially. We are monitoring the CLO and loan market closely and anticipate investing in the market when opportunities present themselves.

The Company's CLO portfolio is divided into the following geographical areas:

 
                    30 June 2023           30 June 2022       31 December 2022 
            US $000   Percentage   US $000   Percentage   US $000   Percentage 
 US CLOs     64,217       100.0%    77,077       100.0%    66,576       100.0% 
             ------       ------    ------       ------    ------       ------ 
 

Private Equity and Fund Investments

The Company has invested in some small private companies with robust growth and potential.

The following summarizes the book value of the fund investments at 30 June 2023:

 
                    US $m 
Fetcherr Ltd          1.8 
Phytech (Israel)      2.6 
Other investments     2.0 
                      --- 
Total                 6.4 
                      --- 
 

Fetcherr Ltd ("Fetcherr"): Fetcherr is an Israeli start-up that has developed a proprietary AI-powered goal based enterprise pricing and workflow optimization system. Founded in 2019 by experts in deep learning, Algo-trading, e-commerce, and digitization of legacy architecture, Fetcherr aims to disrupt traditional rule-based (legacy) revenue systems through reinforcement learning methodologies, beginning with the airline industry. The Company invested USD 2m in 2021. In 2023, Fetcherr raised over USD 10m in the form of a convertible instrument with a valuation cap of USD 100m. Post balance-sheet, the Company purchased additional shares from an ex-employee of Fetcherr at a valuation of about USD 67m.

Phytech Ltd ("Phytech"): Phytech is an agriculture-technology company in Israel providing end-to-end solutions for achieving higher yields on crops and trees. In September 2020, Phytech raised USD 25m at a pre-money valuation of USD 105m. As part of the capital raise, the manager of the investment reduced its holding in Phytech and distributed USD 471k (versus our investment of USD 394k) in cash. Following these transactions, Livermore continues to hold 12.2% in Phytech Global Advisors Ltd, which in turns now holds 11.95% on a fully diluted basis in Phytech Ltd.

The following table reconciles the review of activities to the Group's financial assets at 30 June 2023.

 
                                                             US $m 
Financial portfolio                                          110.9 
Fund investments                                               6.4 
                                                             ----- 
                                                             117.3 
                                                             ----- 
 
Financial assets at fair value through profit or 
 loss (note 4)                                               110.9 
Financial assets at fair value through other comprehensive 
 income (note 5)                                               6.4 
                                                             ----- 
                                                             117.3 
                                                             ----- 
 

Events after the reporting date

There were no material events after the reporting date, which have a bearing on the understanding of these interim condensed consolidated financial statements.

Litigation

Information is provided in note 22 to the interim condensed consolidated financial statements.

Going Concern

The Directors have reviewed the current and projected financial position of the Company, making reasonable assumptions about cash and short-term holdings, interest and distribution income, future trading performance, valuation projections and debt requirements. On the basis of this review, 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 the interim condensed consolidated financial statements.

Livermore Investments Group Limited

Condensed Consolidated Statement of Financial Position

at 30 June 2023

 
                                                                   30 June       30 June    31 December 
                                                                      2023          2022           2022 
                                                        Note     Unaudited     Unaudited        Audited 
Assets                                                             US $000       US $000        US $000 
Non-current assets 
Property, plant and equipment                                           45            50             43 
Right-of-use asset                                                      45           126             87 
Financial assets at fair value through profit or loss    4          64,217        77,077         66,576 
Financial assets at fair value through other 
 comprehensive income                                     5          6,424        10,376          7,596 
Investments in subsidiaries                              8           5,700         6,484          6,546 
                                                                    ------       -------        ------- 
                                                                    76,431        94,113         80,848 
                                                                    ------       -------        ------- 
Current assets 
Trade and other receivables                              9             689           325             72 
Financial assets at fair value through profit or loss    4          46,733        20,304         39,800 
Cash and cash equivalents                                10         13,273        18,947         10,971 
                                                                   -------       -------        ------- 
                                                                    60,695        39,576         50,843 
                                                                   -------       -------        ------- 
Total assets                                                       137,126       133,689        131,691 
                                                                   -------       -------        ------- 
Equity 
Share capital                                            11              -             -              - 
Share premium and treasury shares                        11        163,130       163,130        163,130 
Other reserves                                                    (21,295)      (20,128)       (21,214) 
Accumulated losses                                                (10,245)      (13,045)       (14,191) 
                                                                   -------       -------        ------- 
Total equity                                                       131,590       129,957        127,725 
                                                                   -------       -------        ------- 
Liabilities 
Non-current liabilities 
Lease liability                                                          -            42              - 
                                                                   -------       -------        ------- 
 
Current liabilities 
Bank overdrafts                                          10          1,985             -              - 
Trade and other payables                                 12          3,351         3,606          3,733 
Lease liability - current portion                                       45            84             87 
Current tax liability                                                  155             -            146 
                                                                   -------       -------        ------- 
                                                                     5,536         3,690          3,966 
                                                                   -------       -------        ------- 
Total liabilities                                                    5,536         3,732          3,966 
                                                                   -------       -------        ------- 
Total equity and liabilities                                       137,126       133,689        131,691 
                                                                   -------       -------        ------- 
Net asset value per share 
Basic and diluted net asset value per share (US $)       14           0.80          0.79           0.77 
                                                                   -------       -------        ------- 
 
 
  Livermore Investments Group Limited 
   Condensed Consolidated Statement of Profit or Loss 
   for the six months ended 30 June 2023 
--------------------------------------------------------------------------------------------------- 
                                                               Six months  Six months          Year 
                                                         Note       ended       ended         ended 
                                                                  30 June     30 June   31 December 
                                                                     2023        2022          2022 
                                                                Unaudited   Unaudited       Audited 
                                                                  US $000     US $000       US $000 
 
Investment income 
Interest and distribution income                         16        11,468      13,748        23,665 
Fair value changes of investments                        17       (5,786)    (33,734)      (44,637) 
                                                                  -------     -------       ------- 
                                                                    5,682    (19,986)      (20,972) 
Other income                                                          294           -             - 
Operating expenses                                       18       (1,651)     (1,430)       (3,000) 
                                                                  -------     -------       ------- 
Operating profit / (loss)                                           4,325    (21,416)      (23,972) 
Finance costs                                            19         (382)       (250)         (265) 
  Finance income                                         19            37           3            42 
                                                                  -------     -------       ------- 
Profit / (loss) before taxation                                     3,980    (21,663)      (24,195) 
Taxation charge                                                      (31)           -         (167) 
                                                                  -------     -------       ------- 
  Profit / (loss) for period / year                                 3,949    (21,663)      (24,362) 
                                                                  -------     -------       ------- 
 
Earnings / (loss) per share 
Basic and diluted earnings / (loss) per share (US $)     20          0.02      (0.13)        (0.15) 
                                                                  -------     -------       ------- 
 

Livermore Investments Group Limited

Condensed Consolidated Statement of Comprehensive Income

for the six months ended 30 June 2023

 
                                                                                Six months  Six months          Year 
                                                                                     ended       ended         ended 
                                                                                   30 June     30 June   31 December 
                                                                                      2023        2022          2022 
                                                                                 Unaudited   Unaudited       Audited 
                                                                                   US $000     US $000       US $000 
 
Profit / (loss) for the period / year                                                3,949    (21,663)      (24,362) 
 
Other comprehensive income : 
Items that will be reclassified subsequently to profit or loss 
            Foreign exchange gains / (losses) on the translation of 
             subsidiaries                                                               30        (43)          (29) 
 
Items that are not reclassified subsequently to profit or loss 
  Financial assets designated at fair value through other comprehensive income 
   - fair value 
   losses                                                                            (114)     (2,059)       (1,606) 
                                                                                    ------      ------        ------ 
Total comprehensive income / (loss) for the period / year                            3,865    (23,765)      (25,997) 
                                                                                    ------      ------        ------ 
 

The total comprehensive income / (loss) for the period / year is wholly attributable to the owners of the Company.

Livermore Investments Group Limited

Condensed Consolidated Statement of Changes in Equity

for the period ended 30 June 2023

 
                                Share     Treasury shares     Translation     Investment        Retained       Total 
                              premium                             reserve    revaluation        earnings 
                                                                                 reserve 
                              US $000             US $000         US $000        US $000         US $000     US $000 
  Balance at 1 
   January 2022               169,187             (6,057)              84       (18,110)          32,618     177,722 
  Dividends                         -                   -               -              -        (24,000)    (24,000) 
                              -------             -------         -------        -------         -------     ------- 
  Transactions 
   with owners                      -                   -               -              -        (24,000)    (24,000) 
                              -------             -------         -------        -------         -------     ------- 
  Loss for the 
   year                             -                   -               -              -        (24,362)    (24,362) 
  Other 
  comprehensive 
  income: 
  Financial 
   assets at fair 
   value through 
   other 
   comprehensive 
   income - fair 
   value losses                     -                   -               -        (1,606)               -     (1,606) 
  Foreign 
   exchange 
   losses on the 
   translation of 
   subsidiaries                     -                   -            (29)              -               -        (29) 
  Transfer of 
   realised gains                   -                   -               -        (1,553)           1,553           - 
                              -------             -------         -------        -------         -------     ------- 
  Total 
   comprehensive 
   loss for the 
   year                             -                   -            (29)        (3,159)        (22,809)    (25,997) 
                              -------             -------         -------        -------         -------     ------- 
  Balance at 31 
   December 2022              169,187             (6,057)              55       (21,269)        (14,191)     127,725 
 
  Profit for the 
   period                           -                   -               -              -           3,949       3,949 
  Other 
  comprehensive 
  income: 
  Financial 
   assets at fair 
   value through 
   other 
   comprehensive 
   income - fair 
   value losses                     -                   -               -          (114)               -       (114) 
  Foreign 
   exchange gains 
   on the 
   translation of 
   subsidiaries                     -                   -              30              -               -          30 
  Transferred of 
   realised 
   losses                           -                   -               -              3             (3)           - 
                              -------             -------         -------        -------         -------     ------- 
  Total 
   comprehensive 
   income for the 
   period                           -                   -              30          (111)           3,946       3,865 
                              -------             -------         -------        -------         -------     ------- 
  Balance at 30 
   June 2023                  169,187             (6,057)              85       (21,380)        (10,245)     131,590 
                              -------             -------         -------        -------         -------     ------- 
 
 
                         Share    Treasury shares       Translation        Investment           Retained       Total 
                       premium                              reserve       revaluation           earnings 
                                                                              reserve 
                       US $000            US $000           US $000           US $000            US $000     US $000 
  Balance at 1 
   January 2022        169,187            (6,057)                84          (18,110)             32,618     177,722 
  Di vidends                 -                  -                 -                 -           (24,000)    (24,000) 
                       -------            -------           -------           -------            -------     ------- 
  Transactions 
   with owners               -                  -                 -                 -           (24,000)    (24,000) 
                       -------            -------           -------           -------            -------     ------- 
  Loss for the 
   period                    -                  -                 -                 -           (21,663)    (21,663) 
  Other 
  comprehensive 
  income: 
  Financial assets 
   at fair value 
   through other 
   comprehensive 
   income - fair 
   value losses              -                  -                 -           (2,059)                  -     (2,059) 
  Foreign exchange 
   losses on the 
   translation of 
   subsidiaries              -                  -              (43)                 -                  -        (43) 
                       -------            -------           -------           -------            -------     ------- 
  Total 
   comprehensive 
   income for the 
   period                    -                                 (43)           (2,059)           (21,663)    (23,765) 
                       -------            -------           -------           -------            -------     ------- 
  Balance at 30 
   June 2022           169,187            (6,057)                41          (20,169)           (13,045)     129,957 
                       -------            -------           -------           -------            -------     ------- 
 

Livermore Investments Group Limited

Condensed Consolidated Statement of Cash Flows

for the period ended 30 June 2023

 
                                                                          Six months    Six months            Year 
                                                                  Note         ended         ended           ended 
                                                                             30 June       30 June     31 December 
                                                                                2023          2022            2022 
                                                                           Unaudited     Unaudited         Audited 
                                                                             US $000       US $000         US $000 
Cash flows from operating activities 
  Profit / (loss) before taxation                                              3,980      (21,663)        (24,195) 
 
Adjustments for: 
  Depreciation expense                                                            64            63             102 
  Interest expense                                                19              21            22              36 
  Interest and distribution income                               16         (11,468)      (13,748)        (23,665) 
  Bank interest income                                           19             (37)           (3)            (42) 
  Fair value changes of investments                              17            5,786        33,734          44,637 
  Exchange differences                                            19             361           228             229 
                                                                             -------       -------         ------- 
                                                                             (1,293)       (1,367)         (2,898) 
Changes in working capital 
  Increase in trade and other receivables                                      (623)          (24)            (62) 
  Decrease in trade and other payables                                         (382)       (3,335)         (2,928) 
                                                                             -------       -------         ------- 
  Cash flows used in operations                                              (2,298)       (4,726)         (5,888) 
  Interest and distributions received                                         11,505        13,751          23,707 
  Tax paid                                                                      (22)          (36)            (32) 
                                                                             -------       -------         ------- 
Net cash from operating activities                                             9,185         8,989          17,787 
                                                                             -------       -------         ------- 
Cash flows from investing activities 
  Acquisition of investments                                                (21,719)      (51,896)        (74,283) 
  Proceeds from sale of investments                                           13,301        41,037          46,729 
                                                                             -------       -------         ------- 
Net cash used in investing activities                                        (8,418)      (10,859)        (27,554) 
                                                                             -------       -------         ------- 
Cash flows from financing activities 
  Lease liability payments                                                      (68)          (63)           (127) 
  Interest paid                                                  19             (21)          (22)            (36) 
  Dividends paid                                                                   -      (24,000)        (24,000) 
                                                                             -------       -------         ------- 
Net cash used in financing activities                                           (89)      (24,085)        (24,163) 
                                                                             -------       -------         ------- 
 
Net increase / (decrease) in cash and cash equivalents                           678      (25,955)        (33,930) 
Cash and cash equivalents at beginning of the period / year                   10,971        45,130          45,130 
Exchange differences on cash and cash equivalents                19            (361)         (228)           (229) 
                                                                             -------       -------         ------- 
Cash and cash equivalents at the end of the period / year         10          11,288        18,947          10,971 
                                                                             -------       -------         ------- 
 

Notes to the Interim Condensed Consolidated Financial Statements

   1.    Accounting policies 

The interim condensed consolidated financial statements of Livermore have been prepared on the basis of the accounting policies stated in the 2022 Annual Report, available on www.livermore-inv.com .

The application of the IFRS pronouncements that became effective as of 1 January 2023 has no significant impact on the Company's consolidated financial statements.

   2.    Critical accounting judgements 

In preparing the interim condensed consolidated financial statements, management made judgements and assumptions. The actual results may differ from those judgements and assumptions. The critical accounting judgements applied in the interim condensed consolidated financial statements were the same as those applied and disclosed in the Company's last annual consolidated financial statements for the year ended 31 December 2022.

   3.    Basis of preparation 

These unaudited interim condensed consolidated financial statements for the six months ended 30 June 2023, have been prepared in accordance with IAS 34 "Interim Financial Reporting" as adopted by the European Union. They do not include all the information required for full annual financial statements and should be read in conjunction with the consolidated financial statements of the Company for the year ended 31 December 2022.

The financial information for the year ended 31 December 2022 is extracted from the Company's consolidated financial statements for the year ended 31 December 2022 which contained an unqualified audit report.

Investment entity status

Livermore meets the definition of an investment entity, as this is defined in IFRS 10 "Consolidated Financial Statements".

In accordance with IFRS 10, an investment entity is exempted from consolidating its subsidiaries, unless any subsidiary which is not itself an investment entity mainly provides services that relate to the investment entity's investment activities. In Livermore's situation and as at the reporting date, one of its subsidiaries provide such services. Note 8 shows further details of the consolidated and unconsolidated subsidiaries.

References to the Company hereinafter also includes its consolidated subsidiary (note 8 ).

   4.    Financial assets at fair value through profit or loss 
 
                                        30 June       30 June    31 December 
                                           2023          2022           2022 
                                      Unaudited     Unaudited        Audited 
                                        US $000       US $000        US $000 
 Non-current assets 
 Fixed income investments (CLOs)         64,217        77,077         66,576 
                                         ------        ------         ------ 
 Current assets 
 Fixed income investments                44,137        18,431         37,519 
 Public equity investments                2,596         1,873          2,281 
                                         ------        ------         ------ 
                                         46,733        20,304         39,800 
                                         ------        ------         ------ 
 

For description of each of the above categories, refer to note 6.

The above investments represent financial assets that are mandatorily measured at fair value through profit or loss.

The Company treats its investments in the loan market through CLOs as non-current investments as the Company generally intends to hold such investments over a period longer than twelve months.

The movement in financial assets at fair value through profit or loss was as follows:

 
                                 30 June       30 June    31 December 
                                    2023          2022           2022 
                               Unaudited     Unaudited        Audited 
                                 US $000       US $000        US $000 
 
 At 1 January                    106,376       119,220        119,220 
 Purchases                        20,780        51,896         73,963 
 Sales                          (11,304)      (17,523)       (19,662) 
 Settlements                           -      (23,514)       (23,514) 
 Fair value losses               (4,902)      (32,698)       (43,631) 
                                 -------       -------        ------- 
 At 30 June / 31 December        110,950        97,381        106,376 
                                 -------       -------        ------- 
 
   5.    Financial assets at fair value through other comprehensive income 
 
                           30 June       30 June    31 December 
                              2023          2022           2022 
                         Unaudited     Unaudited        Audited 
                           US $000       US $000        US $000 
 Non-current assets 
 Fund investments            6,424        10,376          7,596 
                            ------        ------         ------ 
 

For description of each of the above categories, refer to note 6.

The above investments are non-trading equity investments that have been designated at fair value through other comprehensive income.

The movement in financial assets at fair value through other comprehensive income was as follows:

 
                                 30 June       30 June    31 December 
                                    2023          2022           2022 
                               Unaudited     Unaudited        Audited 
                                 US $000       US $000        US $000 
 
 At 1 January                      7,596        12,435         12,435 
 Purchases                           939             -            320 
 Settlements                     (1,997)             -        (3,553) 
 Fair value losses                 (114)       (2,059)        (1,606) 
                                  ------        ------         ------ 
 At 30 June / 31 December          6,424        10,376          7,596 
                                  ------        ------         ------ 
 
   6.    Financial assets at fair value 

The Company allocates its non-derivative financial assets at fair value (notes 4 and 5) as follows:

-- Fixed income investments relate to fixed and floating rate bonds, perpetual bank debt, investments in the loan market through CLOs, and investments in open warehouse facilities.

-- Public equity investments relate to investments in shares of companies listed on public stock exchanges.

-- Fund investments relate to investments in the form of equity purchases in both high growth opportunities in emerging markets and deep value opportunities in mature markets. The Company generally invests directly in prospects where it can exert influence. Main investments under this category are in the fields of real estate.

   7.    Fair value measurements of financial assets and liabilities 

The table in note 7.2 below presents financial assets measured at fair value in the consolidated statement of financial position in accordance with the fair value hierarchy. This hierarchy groups financial assets and liabilities into three levels based on the significance of inputs used in measuring the fair value of the financial assets and liabilities. The fair value hierarchy has the following levels:

-- Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date;

-- Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and

   --      Level 3: unobservable inputs for the asset or liability. 

The level within which the financial asset is classified is determined based on the lowest level of significant input to the fair value measurement.

    7.1   Valuation of financial assets and liabilities 

-- Fixed Income Investments and Public Equity Investments are valued per their closing market prices on quoted exchanges, or as quoted by market maker. Investments in open warehouse facilities that have not yet been converted to CLOs, are valued based on an adjusted net asset valuation.

The Company values the CLOs based on the valuation reports provided by market makers. CLOs are typically valued by market makers using discounted cash flow models. The key assumptions for cash flow projections include default and recovery rates, prepayment rates and reinvestment assumptions on the underlying portfolios (typically senior secured loans) of the CLOs.

Default and recovery rates: The amount and timing of defaults in the underlying collateral and the amount and timing of recovery upon a default are key to the future cash flows a CLO will distribute to the CLO equity tranche. All else equal, higher default rates and lower recovery rates typically lead to lower cash flows. Conversely, lower default rates and higher recoveries lead to higher cash flows.

Prepayment rates: Senior loans can be pre-paid by borrowers. CLOs that are within their reinvestment period may, subject to certain conditions, reinvest such prepayments into other loans which may have different spreads and maturities. CLOs that are beyond their reinvestment period typically pay down their senior liabilities from proceeds of such pre-payments. Therefore, the rate at which the underlying collateral prepays impacts the future cash flows that the CLO may generate.

Reinvestment assumptions: A CLO within its reinvestment period may reinvest proceeds from loan maturities, prepayments, and recoveries into purchasing additional loans. The reinvestment assumptions define the characteristics of the loans that a CLO may reinvest in. These assumptions include the spreads, maturities, and prices of such loans. Reinvestment into loans with higher spreads and lower prices will lead to higher cash flows. Reinvestment into loans with lower spreads will typically lead to lower cash flows.

Discount rate: The discount rate indicates the yield that market participants expect to receive and is used to discount the projected future cash flows. Higher yield expectations or discount rates lead to lower prices and lower discount rates lead to higher prices for CLOs.

-- Fund investments are valued using market valuation techniques as determined by the Directors, mainly on the basis of valuations reported by third-party managers of such investments. Real Estate entities are valued by independent qualified property valuers with substantial relevant experience on such investments. Underlying property values are determined based on their estimated market values.

-- Investments in subsidiaries are valued at fair value as determined on a net asset valuation basis. The Company has determined that the reported net asset value of each subsidiary represents its fair value at the end of the reporting period.

   7.2    Fair Value Hierarchy 

Financial assets measured at fair value are grouped into the fair value hierarchy as follows:

 
 30 June 2023                   US $000   US $000   US $000   US $000 
                                Level 1     Level     Level     Total 
                                                2         3 
 Fixed income investments        44,137    64,217         -   108,354 
 Fund investments                     -         -     6,424     6,424 
 Public equity investments        2,596         -         -     2,596 
 Investments in subsidiaries          -         -     5,700     5,700 
                                 ------    ------    ------    ------ 
                                 46,733    64,217    12,124   123,074 
                                 ------    ------    ------    ------ 
 
 
 30 June 2022                   US $000   US $000   US $000   US $000 
                                Level 1     Level     Level     Total 
                                                2         3 
 Fixed income investments        18,431    77,077         -    95,508 
 Fund investments                     -         -    10,376    10,376 
 Public equity investments        1,873         -         -     1,873 
 Investments in subsidiaries          -         -     6,484     6,484 
                                 ------    ------    ------    ------ 
                                 20,304    77,077    16,860   114,241 
                                 ------    ------    ------    ------ 
 
 
 31 December 2022               US $000   US $000   US $000   US $000 
                                Level 1     Level     Level     Total 
                                                2         3 
 Fixed income investments        37,519    66,576         -   104,095 
 Fund investments                     -         -     7,596     7,596 
 Public equity investments        2,281         -         -     2,281 
 Investments in subsidiaries          -         -     6,546     6,546 
                                 ------    ------    ------    ------ 
                                 39,800    66,576    14,142   120,518 
                                 ------    ------    ------    ------ 
 

The Company has no financial liabilities measured at fair value.

The methods and valuation techniques used for the purpose of measuring fair value are unchanged compared to the previous reporting period.

No financial assets have been transferred between different levels.

Financial assets within level 3 can be reconciled from beginning to ending balances as follows:

 
 Six months ended 
  30 June 2023                    At fair 
                            value through       Investments 
                                      OCI   in subsidiaries 
                         Fund investments                      Total 
                                  US $000           US $000  US $000 
 At 1 January 2023                  7,596             6,546   14,142 
 Purchases                            939                38      977 
 Settlement                       (1,997)                 -  (1,997) 
 Losses recognised 
  in: 
 - Other comprehensive 
  income                            (114)             (884)    (998) 
                                   ------            ------   ------ 
 At 30 June 2023                    6,424             5,700   12,124 
                                   ------            ------   ------ 
 
 
 Six months ended 
  30 June 2022                    At fair          At fair 
                            value through    value through 
                                      OCI        profit or       Investments 
                                                      loss   in subsidiaries 
                         Fund investments     Fixed Income 
                                               investments                       Total 
                                  US $000          US $000           US $000   US $000 
 At 1 January 2022                 12,435            7,584             7,196    27,215 
 Purchases                              -           15,930               324    16,254 
 Settlement                                       (23,514)                 -  (23,514) 
 Losses recognised 
  in: 
 - Profit or loss                       -                -           (1,036)   (1,036) 
 - Other comprehensive 
  income                          (2,059)                -                 -   (2,059) 
                                   ------           ------            ------    ------ 
 At 30 June 2022                   10,376                -             6,484    16,860 
                                   ------           ------            ------    ------ 
 
 
 Year ended 31 December                            At fair 
  2022                             At fair   value through 
                             value through       profit or       Investments 
                                       OCI            loss   in subsidiaries 
                          Fund investments    Fixed Income 
                                               investments                       Total 
                                   US $000         US $000           US $000   US $000 
 At 1 January 2022                  12,435           7,584             7,196    27,215 
 Purchases                             320          15,930               356    16,606 
 Settlement                        (3,553)        (23,514)                 -  (27,067) 
 Losses recognised 
  in: 
 - Profit or loss                        -               -           (1,006)   (1,006) 
 - Other comprehensive 
  income                           (1,606)               -                 -   (1,606) 
                                    ------          ------            ------    ------ 
 At 31 December 2022                 7,596               -             6,546    14,142 
                                    ------          ------            ------    ------ 
 

The above recognised losses are allocated as follows:

 
 Six months ended 30 June              At fair       Investments 
  2023                           value through   in subsidiaries 
                                           OCI 
                              Fund investments                      Total 
                                       US $000           US $000  US $000 
 Profit or loss 
 - Financial assets held 
  at period-end                              -             (884)    (884) 
                                        ------            ------   ------ 
 Other comprehensive income 
 - Financial assets held 
  at period-end                          (114)                 -    (114) 
                                        ------            ------   ------ 
 Total losses for period                 (114)             (884)    (998) 
                                        ------            ------   ------ 
 
 
 
 Six months ended 30 June              At fair       Investments 
  2022                           value through   in subsidiaries 
                                           OCI 
                              Fund investments                      Total 
                                       US $000           US $000  US $000 
 Profit or loss 
 - Financial assets held 
  at period-end                              -           (1,036)  (1,036) 
                                        ------            ------   ------ 
 Other comprehensive income 
 - Financial assets held 
  at period-end                        (2,059)                 -  (2,059) 
                                        ------            ------   ------ 
 Total losses for period               (2,059)           (1,036)  (3,095) 
                                        ------            ------   ------ 
 
 
 
 Year ended 31 December                At fair       Investments 
  2022                           value through   in subsidiaries 
                                           OCI 
                              Fund investments                      Total 
                                       US $000           US $000  US $000 
 Profit or loss 
 - Financial assets held 
  at year-end                                -           (1,006)  (1,006) 
                                        ------            ------   ------ 
 Other comprehensive income 
 - Financial assets held 
  at year-end                          (1,606)                 -  (1,606) 
                                        ------            ------   ------ 
 Total losses for year                 (1,606)           (1,006)  (2,612) 
                                        ------            ------   ------ 
 

The Company has not developed any quantitative unobservable inputs for measuring the fair value of its level 3 financial assets. Instead, the Company used prices from third-party pricing information without adjustment.

Fund investments within level 3 represent investments in private equity funds. Their value has been determined by each fund manager based on the funds' net asset value. Each fund's net asset value is primarily driven by the fair value of its underlying investments. In all cases, considering that such investments are measured at fair value, the carrying amounts of the funds' underlying assets and liabilities are considered as representative of their fair values.

Investments in subsidiaries have been valued based on their net asset position. The main assets of the subsidiaries represent investments measured at fair value and receivables from the Company itself as well as third parties. Their net asset value is considered as a fair approximation of their fair value.

A reasonable change in any individual significant input used in the level 3 valuations is not anticipated to have a significant change in fair values as above.

   8.    Investment in subsidiaries 
 
                                    30 June       30 June    31 December 
                                       2023          2022           2022 
                                  Unaudited     Unaudited        Audited 
                                    US $000       US $000        US $000 
 Unconsolidated subsidiaries 
 At 1 January                         6,546         7,196          7,196 
 Additions                               38           324            356 
 Fair value losses                    (884)       (1,036)        (1,006) 
                                     ------        ------         ------ 
 At 30 June / 31 December             5,700         6,484          6,546 
                                     ------        ------         ------ 
 

All additions in 2023 and 2022 relate to the fair value of amounts receivable from the Company's unconsolidated subsidiary Sandhirst Ltd, that were waived by the Company as a means of capital contribution (note 21).

The investments in which the Company has a controlling interest as at the reporting date are as follows:

 
 Name of Subsidiary            Place of          Holding    Voting        Principal activity 
                                incorporation                rights 
                                                             and shares 
                                                             held 
 Consolidated subsidiary 
 Livermore Capital             Switzerland       Ordinary          100%   Administration 
  AG                                              shares                   services 
 
 Unconsolidated subsidiaries 
 Livermore Properties          British           Ordinary          100%   Holding of investments 
  Limited                       Virgin Islands    shares 
 Mountview Holdings            British           Ordinary          100%   Investment vehicle 
  Limited                       Virgin Islands    shares 
 Sycamore Loan Strategies      Cayman Islands    Ordinary          100%   Investment vehicle 
  Ltd                                             shares 
 Livermore Israel              Israel            Ordinary          100%   Holding of investments 
  Investments Ltd                                 shares 
 Sandhirst Ltd                 Cyprus            Ordinary          100%   Holding of investments 
                                                  shares 
 
   9.    Trade and other receivables 
 
                                                 30 June       30 June    31 December 
                                                    2023          2022           2022 
                                               Unaudited     Unaudited        Audited 
                                                 US $000       US $000        US $000 
 Financial items 
 Amounts due by related parties (note 21)              -            58              - 
 
 Non-financial items 
 Advances to related party (note 21)                 610           201              - 
 Prepayments                                          72            60             66 
 VAT receivable                                        7             6              6 
                                                  ------        ------         ------ 
                                                     689           325             72 
                                                  ------        ------         ------ 
 

For the Company's receivables of a financial nature, no lifetime expected credit losses and no corresponding allowance for impairment have been recognised, as their default rates were determined to be close to 0%.

No receivable amounts have been written-off during either 2023 or 2022.

10. Cash and cash equivalents

Cash and cash equivalents included in the consolidated cash flow statement comprise the following:

 
                                                        30 June       30 June    31 December 
                                                           2023          2022           2022 
                                                      Unaudited     Unaudited        Audited 
                                                        US $000       US $000        US $000 
Demand deposits                                          13,273        18,947         10,971 
Bank overdraft used for cash management purposes        (1,985)             -              - 
                                                         ------        ------         ------ 
  Cash and cash equivalents                              11,288        18,947         10,971 
                                                         ------        ------         ------ 
 

11. Share capital, share premium and treasury shares

Livermore Investments Group Limited (the "Company") is an investment company incorporated under the laws of the British Virgin Islands. The Company has an issued share capital of 174,813,998 ordinary shares with no par value.

In the statement of financial position, the amount included as 'share premium and treasury shares' comprises of:

 
                       30 June       30 June    31 December 
                          2023          2022           2022 
                     Unaudited     Unaudited        Audited 
                       US $000       US $000        US $000 
Share premium          169,187       169,187        169,187 
Treasury shares        (6,057)       (6,057)        (6,057) 
                       -------       -------        ------- 
                       163,130       163,130        163,130 
                       -------       -------        ------- 
 

12. Trade and other payables

 
                                                 30 June       30 June    31 December 
                                                    2023          2022           2022 
                                               Unaudited     Unaudited        Audited 
                                                 US $000       US $000        US $000 
 Financial items 
 Trade payables                                      129            99             63 
 Amounts due to related parties (note 21)          3,071         3,198          3,283 
 Accrued expenses                                    151           309            387 
                                                  ------        ------         ------ 
                                                   3,351         3,606          3,733 
                                                  ------        ------         ------ 
 

13. Dividend

The Board of Directors will decide on the Company's dividend policy for 2023 based on profitability, liquidity requirements, portfolio performance, market conditions, and the share price of the Company relative to its net asset value.

14. Net asset value per share

 
                                                                     30 June        30 June    31 December 
                                                                        2023           2022           2022 
                                                                   Unaudited      Unaudited        Audited 
  Net assets attributable to ordinary shareholders (USD 000)         131,590        129,957        127,725 
                                                               -------------  -------------  ------------- 
Closing number of ordinary shares in issue                       165,355,421    165,355,421    165,355,421 
                                                               -------------  -------------  ------------- 
Basic net asset value per share (USD)                                   0.80           0.79           0.77 
                                                               -------------  -------------  ------------- 
Number of Shares 
Ordinary shares                                                  174,813,998    174,813,998    174,813,998 
Treasury shares                                                  (9,458,577)    (9,458,577)    (9,458,577) 
                                                               -------------  -------------  ------------- 
Closing number of ordinary shares in issue                       165,355,421    165,355,421    165,355,421 
                                                               -------------  -------------  ------------- 
 

The diluted net asset value per share equals the basic net asset value per share since no potentially dilutive shares exist at any of the reporting dates presented.

15. Segment reporting

The Company's activities fall under a single operating segment.

The Company's investment income / (losses) and its investments are divided into the following geographical areas:

 
                                     Six months        Six months      Year ended 
                                  ended 30 June     ended 30 June     31 December 
                                           2023              2022           202 2 
                                      Unaudited         Unaudited         Audited 
                                        US $000           US $000         US $000 
Investment income / (losses) 
Other European countries                  (296)             (773)         (2,956) 
United States                             6,932          (17,820)        (16,320) 
Asia                                      (954)           (1,393)         (1,696) 
                                        -------           -------         ------- 
                                          5,682          (19,986)        (20,972) 
                                        -------           -------         ------- 
Investments 
Other European countries                  6,348             1,478           6,850 
United States                           109,478           105,128         105,577 
Asia                                      7,248             7,635           8,091 
                                        -------           -------         ------- 
                                        123,074           114,241         120,518 
                                        -------           -------         ------- 
 

Investment income / (losses), comprising interest and distribution income as well as fair value gains or losses on investments, is allocated based on the issuer's location. Investments are also allocated based on the issuer's location.

The Company has no significant dependencies, in respect of its investment income, on any single issuer.

16. Interest and distribution income

 
                            Six months        Six months      Year ended 
                         ended 30 June     ended 30 June     31 December 
                                  2023              2022            2022 
                             Unaudited         Unaudited         Audited 
                               US $000           US $000         US $000 
Interest income                  1,057               240           1,207 
Distribution income             10,411            13,508          22,458 
                                ------            ------          ------ 
                                11,468            13,748          23,665 
                                ------            ------          ------ 
 

Interest and distribution income is analysed between the Company's different categories of financial assets, as follows:

 
                                                  Six months ended 30 June 
                                                            2023 
                                           Interest    Distribution       Total 
                                             income          income 
Financial assets at fair value through      US $000         US $000     US $000 
 profit or loss 
Fixed income investments                      1,057          10,363      11,420 
Public equity investments                         -              48          48 
                                             ------          ------      ------ 
                                              1,057          10,411      11,468 
                                             ------          ------      ------ 
 
 
                                                  Six months ended 30 June 
                                                            2022 
                                           Interest    Distribution       Total 
                                             income          income 
Financial assets at fair value through      US $000         US $000     US $000 
 profit or loss 
Fixed income investments                        240          13,321      13,561 
Public equity investments                         -             187         187 
                                             ------          ------      ------ 
                                                240          13,508      13,748 
                                             ------          ------      ------ 
 
 
                                                   Year ended 31 December 
                                                            2022 
                                           Interest    Distribution       Total 
                                             income          income 
Financial assets at fair value through      US $000         US $000     US $000 
 profit or loss 
Fixed income investments                      1,207          22,282      23,489 
Public equity investments                         -             176         176 
                                             ------          ------      ------ 
                                              1,207          22,458      23,665 
                                             ------          ------      ------ 
 

The Company's distribution income derives from multiple issuers. The Company does not have concentration to any single issuer.

17. Fair value changes of investments

 
                                                                       Six months      Six months    Year ended 
                                                                    ended 30 June   ended 30 June   31 December 
                                                                             2023            2022          2022 
                                                                        Unaudited       Unaudited       Audited 
                                                                          US $000         US $000       US $000 
  Fair value losses on financial assets through profit or loss            (4,751)        (32,698)      (43,782) 
Fair value losses on investment in subsidiaries                             (884)         (1,036)       (1,006) 
Fair value (losses) / gains on derivatives                                  (151)               -           151 
                                                                          -------         -------       ------- 
                                                                          (5,786)        (33,734)      (44,637) 
                                                                          -------         -------       ------- 
 

The investments disposed in the six months ended 30 June 2023 had the following cumulative (i.e. from the date of acquisition up to the date of disposal) financial impact in the Company's net asset position:

 
                                                                Cumulative distribution or 
                                        Realised gains*                           interest      Total financial impact 
                                              Unaudited                          Unaudited                   Unaudited 
                                                US $000                            US $000                     US $000 
Financial assets at fair value 
through profit or loss 
Fixed income investments                          (444)                                623                         179 
Derivatives                                       (151)                                  -                       (151) 
                                                -------                            -------                     ------- 
                                                  (595)                                623                          28 
Financial assets at fair value 
through OCI 
Private equities                                    (3)                                  -                         (3) 
                                                -------                            -------                     ------- 
                                                  (598)                                623                          25 
                                                 ------                             ------                      ------ 
 

* difference between disposal proceeds and original acquisition cost

18. Operating expenses

 
                                         Six months        Six months      Year ended 
                                      ended 30 June     ended 30 June     31 December 
                                               2023              2022            2022 
                                          Unaudited         Unaudited         Audited 
                                            US $000           US $000         US $000 
Directors' fees and expenses                    440               492             932 
Other salaries and expenses                     123               105             237 
Professional and consulting fees                568               426             822 
Legal expenses                                    2                 3              13 
Bank custody fees                                87                60             139 
Office cost                                      98                96             237 
Depreciation                                     64                63             102 
Other operating expenses                        254               171             441 
Audit fees                                       15                14              75 
Tax fees                                          -                 -               2 
                                             ------            ------          ------ 
                                              1,651             1,430           3,000 
                                             ------            ------          ------ 
 

19. Finance costs and income

 
                                Six months        Six months      Year ended 
                             ended 30 June     ended 30 June     31 December 
                                      2023              2022            2022 
                                 Unaudited         Unaudited         Audited 
                                   US $000           US $000         US $000 
Finance costs 
  Bank interest costs                   21                22              36 
  Foreign exchange loss                361               228             229 
                                    ------            ------          ------ 
                                       382               250             265 
                                    ------            ------          ------ 
Finance income 
Bank interest income                    37                 3              42 
                                    ------            ------          ------ 
 

20. Earnings / (loss) per share

Basic earnings / (loss) per share has been calculated by dividing the profit / (loss) for the period / year attributable to ordinary shareholders of the Company by the weighted average number of shares in issue of the Company during the relevant financial periods.

 
                                                                             Six months      Six months     Year ended 
                                                                          ended 30 June   ended 30 June    31 December 
                                                                                   2023            2022           2022 
                                                                              Unaudited       Unaudited        Audited 
  Profit / (loss) for the period / year attributable to ordinary 
   shareholders of the parent 
   (USD 000)                                                                      3,949        (21,663)       (24,362) 
                                                                             ----------      ----------     ---------- 
Weighted average number of ordinary shares outstanding                      165,355,421     165,355,421    165,355,421 
                                                                             ----------      ----------     ---------- 
Basic earnings / (loss) per share (USD)                                            0.02          (0.13)         (0.15) 
                                                                             ----------      ----------     ---------- 
 

The diluted earnings / (loss) per share equals the basic earnings / (loss) per share since no potentially dilutive shares were in existence during 2023 and 2022.

21. Related party transactions

The Company is controlled by Groverton Management Ltd, an entity owned by Noam Lanir, which at 30 June 2023 held 74.41% of the Company's voting rights.

 
                                                            30 June       30 June    31 December 
                                                               2023          2022           2022 
                                                          Unaudited     Unaudited        Audited 
                                                            US $000       US $000        US $000 
Amounts receivable from / advances to key management 
Directors' current accounts                                       -            58              -    (1) 
Advances to other key management personnel                      610           201              -    (2) 
                                                             ------        ------         ------ 
                                                                610           259              - 
                                                             ------        ------         ------ 
  Amounts payable to unconsolidated subsidiaries 
Livermore Israel Investments Ltd                            (3,046)       (3,046)        (3,046)    (3) 
                                                             ------        ------         ------ 
Amounts payable to other related party 
Loan payable                                                      -         (149)          (149)    (4) 
                                                             ------        ------         ------ 
Amounts payable to key management 
Directors' current accounts                                    (25)           (3)           (88)    (3) 
                                                             ------        ------         ------ 
 
 
  Key management compensation 
Short term benefits 
Executive Directors' fees                       398       398     795  (5) 
Non-executive Directors' fees                    42        44      87 
Non-executive Directors' reward payments          -        50      50 
Other key management fees                       200       194     385 
                                             ------    ------  ------ 
                                                640       686   1,317 
                                             ------    ------  ------ 
 

(1) The Directors' current accounts with debit balances are interest free, unsecured, and have no stated repayment date.

(2) The advances to other key management personnel relate to payments made to members of key management against their remuneration for the second half of 2023.

(3) The amounts payable to unconsolidated subsidiary and Directors' current accounts with credit balances are interest free, unsecured, and have no stated repayment date.

(4) A loan of USD 0.149m was payable to a related company (under common control) Chanpak Ltd. During the period, the right to receive the loan amount was assigned by Chanpak Ltd to Noam Lanir. At the same time, the Company agreed with Noam Lanir to transfer the outstanding loan amount to his Director current account.

(5) These payments were made directly to companies which are related to the Directors.

During the period, the Company waived a receivable amount of USD 0.038m (30 June 2022: USD 0.324, 31 December 2022: USD 0.356m) from its subsidiary Sandhirst Ltd, as a means of capital contribution to the subsidiary (note 8).

No social insurance and similar contributions nor any other defined benefit contributions plan costs incurred for the Group in relation to its key management personnel in either 2023 or 2022.

   22.   Litigation 

Fairfield Sentry Ltd vs custodian bank and beneficial owners

One of the custodian banks that the Company used faces a contingent claim up to USD 2.1m, and any interest as will be decided by a US court and related legal fees, with regards to the redemption of shares in Fairfield Sentry Ltd, which were bought in 2008 at the request of Livermore and on its behalf. If the claim proves to be successful, Livermore will have to compensate the custodian bank since the transaction was carried out on Livermore's behalf. The same case was also filed in BVI where the Privy Council ruled against the plaintiffs.

As a result of the surrounding uncertainties over the outcome of the case and over the existence of any obligation for Livermore, no provision has been made.

   23.   Commitments 

The Company has expressed its intention to provide financial support to its subsidiaries, where necessary, to enable them to meet their obligations as they fall due.

Other than the above, the Company has no capital or other commitments at 30 June 2023.

   24.   Events after the reporting date 

There were no material events after the reporting date, which have a bearing on the understanding of these interim condensed consolidated financial statements.

   25.   Preparation of interim financial statements 

Interim condensed consolidated financial statements are unaudited. Consolidated financial statements for Livermore Investments Group Limited for the year ended 31 December 2022, prepared in accordance with International Financial Reporting Standards as adopted by the European Union, on which the auditors gave an unqualified audit report are available on the Company's website www.livermore-inv.com.

Review Report to the Members of Livermore Investments

Group Limited

Review Report on the interim Condensed Consolidated Financial Statements

Introduction

We have reviewed the interim condensed consolidated financial statements of Livermore Investments Group Limited (the "Company") and its subsidiary (together with the Company "the Group"), which are presented in pages 7 to 25 and comprise the condensed consolidated statement of financial position as at 30 June 2023 and the consolidated statements of comprehensive income, changes in equity and for the period from 1 January 2023 to 30 June 2023, and notes to the interim condensed consolidated financial statements, including a summary of significant accounting policies.

The Board of Directors is responsible for the preparation and presentation of these interim condensed consolidated financial statements in accordance with International Financial Reporting Standards applicable to interim financial reporting as adopted by the European Union ('IAS34 Interim Financial Reporting'). Our responsibility is to express a conclusion on these interim condensed consolidated financial statements based on our review.

Scope of Review

We conducted our review in accordance with International Standard on Review Engagements 2410, 'Review of Interim Financial Information Performed by the Independent Auditor of the Entity'. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the accompanying interim condensed consolidated financial information does not present fairly, in all material respects, the financial position of the entity as at June 30, 2023, and of its financial performance and its cash flows for the six month period then ended in accordance with IAS 34 'Interim Financial Reporting' as adopted by the European Union.

Emphasis of Matter

We draw attention to the note 22 of the interim condensed consolidated financial statements which describes the uncertainty related to the outcome of a legal claim against one of the custodian banks that the Group and the Company uses on its behalf. Our conclusion is not modified in respect of this matter.

Other information

The Board of Directors is responsible for the other information. The other information comprises the information included in the Chairman's and Chief Executive's Review and Review of Activities, but does not include the condensed consolidated financial statements and our review report thereon.

Our conclusion on the condensed consolidated financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our review of the condensed consolidated financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the review or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Other Matter

This report, including the conclusion, has been prepared for and only for the Group's members as a body and for no other purpose. We do not, in giving this conclusion, accept or assume responsibility for any other purpose or to any other person to whose knowledge this report may come to.

 
Polyvios Polyviou 
 Certified Public Accountant and Registered 
 Auditor 
 for and on behalf of 
Grant Thornton (Cyprus) Ltd 
Certified Public Accountants and 
 Registered Auditors 
 
  Limassol, 28 September 2023 
 

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END

IR LVLFLXKLEBBB

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September 29, 2023 02:00 ET (06:00 GMT)

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