Montanaro European
Smaller Companies Trust plc
|
LEI:
213800CWSC5B8BG3RS21
|
Unaudited Half-Yearly Report for the Six Months Ended 30
September 2024
|
The Board of Montanaro European
Smaller Companies Trust plc (the 'Company' or 'MESCT') announces
the unaudited half-yearly results of the Company for the six months
ended 30 September 2024.
Highlights
Performance
|
6 months
|
1
year
|
3
year
|
5
year
|
10
year
|
MAM*
|
Capital Returns%²
|
|
|
|
|
|
|
Share price
|
1.8
|
21.4
|
(27.5)
|
41.8
|
206.0
|
354.2
|
Net Asset Value ('NAV') per
Ordinary share**
|
0.1
|
19.3
|
(16.8)
|
51.0
|
216.0
|
383.4
|
Benchmark (Composite) ¹**
|
(0.9)
|
10.8
|
(8.8)
|
25.1
|
105.6
|
185.0
|
|
|
|
|
|
|
|
Total Returns%²
|
|
|
|
|
|
|
Share price
|
2.4
|
22.4
|
(25.9)
|
46.7
|
235.4
|
460.5
|
NAV per Ordinary
share**
|
0.7
|
20.2
|
(15.2)
|
55.8
|
243.4
|
483.3
|
Benchmark (Composite)¹**
|
1.0
|
13.4
|
(2.1)
|
38.1
|
148.8
|
304.9
|
Sources: Morningstar Direct,
Association of Investment Companies ('AIC'), Montanaro Asset
Management Limited ('MAM').
|
As at
30
September
2024
|
As
at
30
September
2023
|
12
month
%
change
|
As
at
31
March
2024
(Audited)
|
6
month
%
change
|
Ordinary share price
|
145.0p
|
119.4p
|
21.4%
|
142.5p
|
1.8%
|
NAV per Ordinary
share**
|
165.2p
|
138.5p
|
19.3%
|
165.1p
|
0.1%
|
(Discount)/Premium to
NAV²
|
(12.2%)
|
(13.8%)
|
|
(13.7%)
|
|
Net assets** (£'000s)
|
313,020
|
262,360
|
19.3%
|
312,720
|
0.1%
|
Market capitalisation**
(£'000s)
|
274,670
|
226,177
|
21.4%
|
269,934
|
1.8%
|
Net gearing employed²
|
1.7%
|
2.2%
|
|
2.9%
|
|
|
6 months
ended
30
September
2024
|
6
months
ended
30
September
2023
|
%
change
|
12
months
ended
31
March
2024
(Audited)
|
Revenue return per Ordinary
share
|
1.56p
|
1.37p
|
13.9%
|
1.42p
|
Dividend per Ordinary
share
|
0.3p
|
0.225p
|
|
1.125p
|
Ongoing charges
(annualised)²
|
1.0%
|
1.1%
|
-
|
1.0%
|
Portfolio turnover
(annualised)**
|
10.0%
|
12.0%
|
|
16.0%
|
*From 5 September 2006, when MAM
was appointed as Investment Manager.
**Details provided in the Glossary
below.
1From 5 September 2006, the benchmark was the MSCI Europe
SmallCap Index. The benchmark was changed on 1 June 2009 to the
MSCI Europe SmallCap (ex-UK) Index (in sterling terms).
2Refer to Alternative Performance Measures below.
Chairman's Statement
Performance
In the first six months of the
financial year the Net Asset Value of your Company rose by 0.1% to
165.2p per share. The Benchmark (MSCI Europe SmallCap (ex-UK)
Index) fell by 0.9%.
During the period, the discount
narrowed from 13.7% to 12.2%. The share price
increased by 1.8%, leading to a share price total return of
2.4%. The Board continues to monitor the level of the
discount closely and stands ready to act should it be deemed to be
in the best interest of shareholders.
Montanaro take a long-term
approach to investing and over 5 and 10 years your Company has
delivered NAV per share total returns of 55.8% and 243.4%
respectively, outperforming the Benchmark by 17.7% and 94.6%
respectively. It is encouraging that
performance has returned to form over the past year after a hiatus
for a couple of years. Since Montanaro
were appointed in September 2006, the annualised NAV total return
has been 10.2%, 2.2% p.a. ahead of the Benchmark.
Earnings and Dividends
Revenue earnings per share rose to
1.56p in the period (2023: 1.37p). The Board has declared an
interim dividend of 0.3p per share (2023: 0.225p per share) payable
on 22 January 2025 to shareholders on the register on 20 December
2024. This increase is being proposed both to reflect the timing of
when revenues are received and to provide a better balance between
the interim and final dividends.
Borrowings
At the end of the period, the
Company had gearing, net of cash, of 1.7% compared to 2.9% at 31
March 2024. The Company's borrowing facilities are due to mature on
13 September 2026.
The Board
We are very pleased to welcome
Hillary Williams as a non-executive Director of the Company. Her
appointment was with effect from 6 September 2024 and she has also
been appointed as a member of the Audit, Remuneration and
Nomination Committees from this date. Ms Williams brings extensive
experience as a senior financial services marketing leader to the
Board.
Outlook
We have previously commented on
the outperformance of large companies versus their smaller
counterparts in the last few years. This contrasts with the
longer-term historical trend - termed the "SmallCap Effect" by
academics - whereby smaller companies delivered higher returns than
large ones (the excess return averaged 4.2% per annum in
Continental Europe since December 2000). It is too early to
say whether the recent underperformance of smaller companies has
ended, but the headwind has certainly abated: in the six-month
period to 30 September 2024, smaller companies in Europe
outperformed their larger counterparts by 2%.
Perhaps we should not be
surprised. Confirmation that inflation is back to a "normal" level
has allowed the European Central Bank to start cutting interest
rates once again, which is typically positive for smaller
companies. In addition, as we have highlighted before, the
valuation of smaller companies on the Continent looks cheap
compared to its own history: at 12.3x, the forward P/E ratio is
more than one standard deviation below its long-term average and at
a record discount (13%) to the forward P/E of the broad European
market. The backdrop of disinflation coupled with attractive
valuations is in turn boosting M&A activity in the smaller
companies space.
Not everything is rosy, however.
The economies within Europe remain shaky and it is clear from
speaking to companies that Germany in particular is grappling with
a significant cyclical downturn, partly fuelled by the challenges
faced by China, one of its key export markets. In these
circumstances we get comfort from the high quality and structural
growth focus of the companies in your portfolio.
We also note that while the three largest
holdings in the portfolio at the quarter end are listed in Germany,
they have extremely strong positions in structurally growing end
markets. Their financial performance continues to reflect
this.
If SmallCap is entering a new,
multi-year cycle of outperformance, MESCT stands to benefit. The
companies in your portfolio continue to deliver high returns on
equity, far in excess of their cost of capital, and they have
strong balance sheets. Moreover, consensus expectations suggest
they will grow their earnings at double digit rates in 2025. Their
continued progress and the constant oversight by Montanaro mean we
look forward to the future with confidence.
Portfolio Summary
Twenty Largest Holdings
As at 30 September 2024
Holding
|
Country
|
Description
|
Value
£'000
|
% of Net
Assets
|
MTU Aero Engines
|
Germany
|
Aircraft engine
components
|
16,335
|
5.22
|
CTS Eventim
|
Germany
|
Event ticketing
solutions
|
14,391
|
4.60
|
ATOSS Software
|
Germany
|
Workforce management
software
|
12,892
|
4.12
|
NCAB
|
Sweden
|
Printed circuit boards
|
12,314
|
3.93
|
VZ Holding
|
Switzerland
|
Independent wealth
management
|
11,978
|
3.83
|
Fortnox
|
Sweden
|
Cloud accounting
solutions
|
11,603
|
3.71
|
IMCD
|
Netherlands
|
Specialty chemical
distribution
|
11,033
|
3.52
|
Belimo Holding
|
Switzerland
|
Actuators, sensors and
valves
|
9,869
|
3.15
|
Reply
|
Italy
|
IT consulting services
|
9,008
|
2.88
|
AAK
|
Sweden
|
Specialty vegetable
oils
|
8,568
|
2.74
|
Brunello Cucinelli
|
Italy
|
Luxury goods
|
8,461
|
2.70
|
Rational
|
Germany
|
Professional cooking
equipment
|
8,438
|
2.70
|
Kitron
|
Norway
|
Electronic manufacturing
services
|
8,115
|
2.59
|
Melexis
|
Belgium
|
Automotive sensors
|
8,028
|
2.56
|
Esker
|
France
|
Document process
automation
|
7,707
|
2.46
|
Sectra
|
Sweden
|
Medical imaging
software
|
7,280
|
2.33
|
Brembo
|
Italy
|
Automotive braking
systems
|
6,961
|
2.22
|
Bachem
|
Switzerland
|
Peptide manufacturing
|
6,924
|
2.21
|
Thule Group
|
Sweden
|
Outdoor lifestyle
products
|
6,818
|
2.18
|
Amadeus FiRe
|
Germany
|
Staffing and
training
|
6,183
|
1.98
|
Twenty Largest
Holdings
|
|
192,906
|
61.63
|
Geographical Analysis
As at 30 September 2024
Source: Juniper Partners
Limited
Sector Analysis
As at 30 September 2024
Source: Juniper Partners
Limited
Interim Management Report
The important events that have
occurred during the period under review and the key factors
influencing the financial statements are set out in the Chairman's
Statement above.
Statement of Principal Risks and
Uncertainties:
Most of the principal risks that
could threaten the Company's objective, strategy, future returns
and solvency are market related and comparable to those of other
investment trusts investing primarily in quoted securities. The
principal risks faced by the Company are investment and strategic,
gearing, financial, discount volatility, regulatory, operational,
cyber security, ESG and manager risks. These risks and the way in
which they are mitigated are described in more detail under the
heading 'Principal and Emerging Risks and Uncertainties and Risk
Mitigation' within the Business Model and Strategy section on pages
16 to 19 of the Company's Annual Report for the year ended 31 March
2024. The Company's principal risks and uncertainties have not
changed materially since the date of that report and are not
expected to change materially for the remaining six months of the
Company's financial year.
Related Party Transactions:
Related party transactions are
disclosed in note 13 below. There have been no material changes to
the related party transactions described in the last Annual
Report.
Going Concern:
The Directors are satisfied that
the Company has sufficient resources to continue in operation for
the foreseeable future and for a period of at least 12 months from
the date of this report. Accordingly, they continue to adopt the
going concern basis in preparing the condensed financial
statements.
Directors' Responsibility Statement in respect of the
Half-Yearly Report
We confirm that to the best of our
knowledge:
· the
condensed set of financial statements have been prepared in
accordance with IAS 34 'Interim Financial Reporting' and give a
true and fair view of the assets, liabilities, financial position
and profit or loss of the Company;
· the
Interim Management Report includes a fair review of the information
required by the Disclosure Guidance and Transparency Rule ('DTR')
4.2.7R, being an indication of important events that have occurred
during the first six months of the financial year and their impact
on the financial statements;
· the
Statement of Principal Risks and Uncertainties shown above is a
fair review of the information required by DTR 4.2.7R;
and
· the
Chairman's Statement, together with the condensed set of financial
statements, include a fair review of the information required by
DTR 4.2.8R, being related party transactions that have taken place
in the first six months of the financial year and that have
materially affected the financial position or performance of the
Company during the period, and any changes in the related party
transactions described in the last Annual Report that could do
so.
The Half-Yearly Report and
Accounts were approved by the Board and the above responsibility
statement was signed on its behalf by:
R
M CURLING
Chairman
11 December 2024
Condensed Income Statement (unaudited)
for the six months to 30 September 2024
|
Six months
to
30
September
2024
£'000
|
Six
months to
30
September
2023
£'000
|
Year
to
31
March
2024
(audited)
£'000
|
|
Note
|
Revenue
|
Capital
|
Total
|
Revenue
|
Capital
|
Total
|
Revenue
|
Capital
|
Total
|
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
(Losses)/gains on investments
at
|
|
|
|
|
|
|
|
|
|
fair value through profit or
loss
|
-
|
(50)
|
(50)
|
-
|
(37,997)
|
(37,997)
|
-
|
13,543
|
13,543
|
Exchange gains
|
-
|
61
|
61
|
-
|
115
|
115
|
-
|
135
|
135
|
Revenue
|
|
|
|
|
|
|
|
|
|
Investment
income
3
|
4,386
|
-
|
4,386
|
3,745
|
-
|
3,745
|
4,692
|
-
|
4,692
|
Total income
|
4,386
|
11
|
4,397
|
3,745
|
(37,882)
|
(34,137)
|
4,692
|
13,678
|
18,370
|
Expenditure
|
|
|
|
|
|
|
|
|
|
Management
expenses
4
|
(431)
|
(800)
|
(1,231)
|
(413)
|
(766)
|
(1,179)
|
(803)
|
(1,490)
|
(2,293)
|
Other expenses
|
(370)
|
-
|
(370)
|
(362)
|
-
|
(362)
|
(689)
|
-
|
(689)
|
Total expenditure
|
(801)
|
(800)
|
(1,601)
|
(775)
|
(766)
|
(1,541)
|
(1,492)
|
(1,490)
|
(2,982)
|
Return before finance costs and taxation
|
3,585
|
(789)
|
2,796
|
2,970
|
(38,648)
|
(35,678)
|
3,200
|
12,188
|
15,388
|
Finance costs
|
(85)
|
(159)
|
(244)
|
(41)
|
(97)
|
(138)
|
(134)
|
(248)
|
(382)
|
Return before taxation
|
3,500
|
(948)
|
2,552
|
2,929
|
(38,745)
|
(35,816)
|
3,066
|
11,940
|
15,006
|
Taxation
|
(547)
|
-
|
(547)
|
(340)
|
-
|
(340)
|
(376)
|
-
|
(376)
|
Return after taxation
|
2,953
|
(948)
|
2,005
|
2,589
|
(38,745)
|
(36,156)
|
2,690
|
11,940
|
14,630
|
Return per
share
5
|
1.56p
|
(0.50p)
|
1.06p
|
1.37p
|
(20.45p)
|
(19.08p)
|
1.42p
|
6.30p
|
7.72p
|
|
|
|
|
|
|
|
|
|
|
|
The total column of this statement
represents the Company's Income Statement and Statement of
Comprehensive Income, prepared in accordance with UK-adopted
International Accounting Standards in conformity with the Companies
Act 2006.
The supplementary revenue return
and capital return columns are both prepared under guidance
published by the AIC.
All revenue and capital items in
the above statement derive from continuing operations. No
operations were acquired or discontinued during the
period.
Condensed Balance Sheet (unaudited)
as at 30
September 2024
|
Note
|
As at
30
September
2024
£'000
|
As
at
30 September
2023
£'000
|
As
at
31
March
2024
£'000
(audited)
|
Non-current assets
|
|
|
|
|
Investments held at fair value
through profit and loss
|
7
|
318,654
|
268,485
|
321,676
|
Current assets
|
|
|
|
|
Trade and other
receivables
|
|
812
|
748
|
885
|
Cash and cash
equivalents
|
|
2,804
|
2,808
|
242
|
|
|
3,616
|
3,556
|
1,127
|
Total assets
|
|
322,270
|
272,041
|
322,803
|
|
|
|
|
|
Current liabilities
|
|
|
|
|
Trade and other
payables
|
|
(983)
|
(1,099)
|
(754)
|
Revolving credit
facility
|
8
|
-
|
-
|
(856)
|
|
|
(983)
|
(1,099)
|
(1,610)
|
Non-current liabilities
|
|
|
|
|
Interest-bearing bank
loans
|
8
|
(8,267)
|
(8,582)
|
(8,473)
|
Total liabilities
|
|
(9,250)
|
(9,681)
|
(10,083)
|
|
|
|
|
|
Net assets
|
|
313,020
|
262,360
|
312,720
|
|
|
|
|
|
Capital and reserves
|
|
|
|
|
Called-up share capital
|
9
|
9,471
|
9,471
|
9,471
|
Share premium account
|
|
44,057
|
44,057
|
44,057
|
Capital redemption
reserve
|
|
2,212
|
2,212
|
2,212
|
Capital reserve
|
|
251,573
|
201,836
|
252,521
|
Revenue reserve
|
|
5,707
|
4,784
|
4,459
|
Total shareholders' funds
|
|
313,020
|
262,360
|
312,720
|
Net asset value per share
|
10
|
165.2p
|
138.5p
|
165.1p
|
Condensed Statement of Changes in Equity
(unaudited)
for the six months ended 30 September 2024
|
Share
capital
£'000
|
Share
premium account
£'000
|
Capital redemption
reserve
£'000
|
Capital reserve
£'000
|
Revenue reserve
£'000
|
Total
£'000
|
As at 1 April 2024
|
9,471
|
44,057
|
2,212
|
252,521
|
4,459
|
312,720
|
Return after taxation
|
-
|
-
|
-
|
(948)
|
2,953
|
2,005
|
Dividends paid
|
-
|
-
|
-
|
-
|
(1,705)
|
(1,705)
|
Balance at 30 September 2024
|
9,471
|
44,057
|
2,212
|
251,573
|
5,707
|
313,020
|
for the six months ended 30 September 2023
|
Share
capital
£'000
|
Share
premium account
£'000
|
Capital
redemption
reserve
£'000
|
Capital
reserve
£'000
|
Revenue
reserve
£'000
|
Total
£'000
|
As at 1 April 2023
|
9,471
|
44,057
|
2,212
|
240,581
|
3,654
|
299,975
|
Return after taxation
|
-
|
-
|
-
|
(38,745)
|
2,589
|
(36,156)
|
Dividends paid
|
-
|
-
|
-
|
-
|
(1,459)
|
(1,459)
|
Balance at 30 September
2023
|
9,471
|
44,057
|
2,212
|
201,836
|
4,784
|
262,360
|
for the year ended 31 March 2024 (audited)
|
Share
capital
£'000
|
Share
premium account
£'000
|
Capital redemption
reserve
£'000
|
Capital Reserve
£'000
|
Revenue reserve
£'000
|
Total
£'000
|
As at 1 April 2023
|
9,471
|
44,057
|
2,212
|
240,581
|
3,654
|
299,975
|
Return after taxation
|
-
|
-
|
-
|
11,940
|
2,690
|
14,630
|
Dividends paid
|
-
|
-
|
-
|
-
|
(1,885)
|
(1,885)
|
Balance at 31 March
2024
|
9,471
|
44,057
|
2,212
|
252,521
|
4,459
|
312,720
|
Condensed Statement of Cash Flows
(unaudited)
for the six months ended 30 September 2024
|
Six months
to
30
September
2024
£'000
|
Six
months to
30
September
2023
£'000
|
Year
to
31
March
2024
(audited)
£'000
|
Net cash inflow from operating
activities
|
5,515
|
5,376
|
2,991
|
Net cash outflow from financing
activities
|
(2,792)
|
(5,968)
|
(5,804)
|
|
2,723
|
(592)
|
(2,813)
|
Exchange (losses)/gains
|
(161)
|
64
|
(170)
|
Increase/(decrease) in cash and
cash equivalents
|
2,562
|
(528)
|
(2,983)
|
Reconciliation of profit before
finance costs and taxation to net cash inflow from operating
activities
|
|
|
|
Return before taxation
|
2,552
|
(35,678)
|
15,006
|
Losses/(gains) on investments held
at fair value
|
50
|
37,997
|
(13,543)
|
Exchange gains
|
(61)
|
(115)
|
(135)
|
Finance costs
|
244
|
226
|
381
|
Withholding tax
|
(567)
|
(340)
|
(374)
|
Purchases of
investments
|
(12,113)
|
(14,403)
|
(33,701)
|
Sales of investments
|
15,308
|
17,805
|
35,136
|
Changes in working capital and
other non-cash items
|
102
|
(116)
|
221
|
Net cash inflow from operating
activities
|
5,515
|
5,376
|
2,991
|
|
|
|
|
Notes to the Accounts (unaudited)
1. The
condensed unaudited financial statements have been prepared in
accordance with International Financial Reporting Standard ('IFRS')
IAS 34 'Interim Financial Reporting' and the accounting policies
set out in the statutory accounts of the Company for the year ended
31 March 2024. The condensed financial statements do not include
all the information required for a complete set of IFRS financial
statements and should be read in conjunction with the financial
statements of the Company for the year ended 31 March 2024, which
were prepared in accordance with the requirements of the Companies
Act 2006 and in accordance with UK-adopted international accounting
standards.
2. Earnings
for the first six months should not be taken as a guide to the
results for the full year.
3. Income for
the period is derived from:
|
Six months
to
30 September
2024
£'000
|
Six
months to
30
September
2023
£'000
|
Year
to
31
March
2024
£'000
(audited)
|
Overseas dividend
income
|
4,353
|
3,661
|
4,582
|
Exchange/(losses)
|
(6)
|
(4)
|
(6)
|
Other income
|
39
|
88
|
116
|
Total
|
4,386
|
3,745
|
4,692
|
4. Management
fee
As set out in the Company's Annual
Report, the management fee is linked to the size of the Company, as
follows:
·
0.90% p.a. of the amount of the Company's market
capitalisation up to £500 million;
·
0.75% p.a. of the amount of the Company's market
capitalisation between
£500 million and £750 million;
and
·
0.65% p.a. of the amount of the Company's market
capitalisation above £750 million.
The management fee is payable
monthly in arrears.
MAM is also paid a fee of £25,000
per annum for acting as the Company's Alternative Investment Fund
Manager ('AIFM').
5. Return per
Share
Earnings per Ordinary Share is
based on a weighted average of 189,427,600 Ordinary Shares in issue
during the period (year ended 31 March 2024: 189,427,600 and six
months ended 30 September 2023: 189,427,600), excluding those
shares bought back and held in treasury (nil at 30 September
2024).
6.
Dividends
The interim dividend relating to
the year ended 31 March 2025 of 0.3p per Ordinary Share will be
paid on 22 January 2025 to shareholders on the register on 20
December 2024. In accordance with IFRS, this dividend has not been
recognised in these financial statements. The ex-dividend date for
this payment is 19 December 2024.
A final dividend relating to the
year ended 31 March 2024 of 0.9p per Ordinary Share was paid during
the six months to 30 September 2024 and amounted to
£1,705,000.
7.
Investments at fair value through profit or loss
|
30
September
2024
£'000
|
30
September
2023
£'000
|
31
March
2024
£'000
(audited)
|
Opening book cost
|
193,353
|
193,796
|
193,796
|
Holding gains
|
128,323
|
116,512
|
116,512
|
Opening fair value
|
321,676
|
310,308
|
310,308
|
Purchases at cost
|
12,333
|
13,991
|
43,002
|
Sales - proceeds
|
(15,305)
|
(17,817)
|
(45,177)
|
Gains on sales
|
5,562
|
5,450
|
1,732
|
Holding (losses)/gains
|
(5,612)
|
(43,447)
|
11,811
|
Closing fair value
|
318,654
|
268,485
|
321,676
|
Closing book cost
|
195,943
|
195,420
|
193,353
|
Holding gains
|
122,711
|
73,065
|
128,323
|
Closing valuation
|
318,654
|
268,485
|
321,676
|
8.
Borrowings
Revolving credit
facility
|
Six months
to
30 September
2024
£'000
|
Six
months to
30
September
2023
£'000
|
Year
to
31
March
2024
£'000
(audited)
|
Opening balance
|
856
|
4,391
|
4,391
|
Repaid loan
|
(859)
|
(4,327)
|
(4,327)
|
Draw down loan
|
-
|
-
|
856
|
Foreign currency exchange
loss/(gain)
|
3
|
(64)
|
(64)
|
Closing balance
|
-
|
-
|
856
|
The Company has a three-year secured revolving credit facility with
ING Bank N.V. ('ING') which will mature on 13 September
2026.
As at 30 September 2024, no
amounts were drawn down under this facility.
Interest bearing bank
loans
|
Six months
to
30 September
2024
£'000
|
Six
months to
30
September
2023
£'000
|
Year
to
31 March
2024
(audited)
£'000
|
Opening balance
|
8,473
|
8,787
|
8,787
|
Set up costs
|
-
|
(99)
|
(98)
|
Amortisation of set-up
costs
|
16
|
6
|
22
|
Non-cash foreign currency
movements
|
(222)
|
(112)
|
(238)
|
Closing balance
|
8,267
|
8,582
|
8,473
|
The Company has a €10 million
three year secured loan at a fixed rate of 5.105% per annum
(previously 1.33%) with ING Bank N.V. ('ING'). This loan will
mature on 13 September 2026.
The carrying value of the balances
above approximates to fair value.
9. Share
Capital
|
30
September
2024
|
31
March
2024
|
|
|
(audited)
|
|
Number of
shares
|
£'000
|
Number
of shares
|
£'000
|
Allotted, called-up and fully
paid:
Ordinary shares of 2p each (31
March 2024: 2p each)
Balance at beginning of
period
|
189,427,600
|
9,471
|
189,427,600
|
9,471
|
Balance at end of
period
|
189,427,600
|
9,471
|
189,427,600
|
9,471
|
10. Net Assets
Value per Ordinary Share
The NAV per Ordinary Share was
based on 189,427,600 Ordinary Shares in issue at the end of the
period (31 March 2024: 189,427,600 and 30 September 2023:
189,427,600), excluding those shares bought back and held in
treasury. As at 30 September 2024, there were no Ordinary Shares
held in treasury (31 March 2024: nil and 30 September 2023:
nil).
11. Fair Value
Hierarchy
The Company measures fair values
using the following fair value hierarchy that reflects the
significance of the inputs used in making the
measurements.
Categorisation within the
hierarchy has been determined on the basis of the lowest level
input that is significant to the fair value measurement of the
relevant assets as follows:
· Level 1 - valued using quoted prices unadjusted in active
markets for identical assets or liabilities.
· Level 2 - valued by reference to valuation techniques using
observable inputs for the asset or liability other than quoted
prices included within Level 1.
· Level 3 - valued by reference to valuation techniques using
inputs that are not based on observable market data for the asset
or liability.
The tables below set out fair
value measurements of financial instruments as at the period end,
by the level in the fair value hierarchy into which the fair value
measurement is categorised.
|
Level
1
£'000
|
Level
2
£'000
|
Level
3
£'000
|
Total
£'000
|
30 September 2024
|
|
|
|
|
Investments
|
318,654
|
-
|
-
|
318,654
|
Loan
|
-
|
(8,327)
|
-
|
(8,327)
|
30 September 2023
|
|
|
|
|
Investments
|
268,485
|
-
|
-
|
268,485
|
Loan
|
-
|
(8,582)
|
-
|
(8,582)
|
31 March 2024 (audited)
|
|
|
|
|
Investments
|
321,676
|
-
|
-
|
321,676
|
Loan
|
-
|
(9,405)
|
-
|
(9,405)
|
There were no transfers between
levels during the period ended 30 September 2024 (year ended 31
March 2024 and period ended 30 September 2023: None).
Other aspects of the Company's
financial risk management objectives and policies are consistent
with those disclosed in the financial statements, as at and for the
year ended, 31 March 2024.
12. Rates of
Exchange (to Sterling)
|
30
September
2024
£'000
|
30
September
2023
£'000
|
31
March
2024
£'000
(audited)
|
Danish Krone
|
8.95
|
8.60
|
8.72
|
Euro
|
1.20
|
1.15
|
1.17
|
Norwegian Krone
|
14.10
|
13.03
|
13.65
|
Swedish Krona
|
13.58
|
13.32
|
13.44
|
Swiss Franc
|
1.13
|
1.12
|
1.14
|
13. Related
Parties
The following are considered
related parties: the Board of Directors. The Directors of the
Company received fees for their services and dividends from their
shareholdings in the Company as outlined below.
The amount charged by the Manager
during the period was £1,231,000 (six months to 30 September 2023:
£1,179,000; year to 31 March 2024: £2,293,000). At 30 September
2024, the amount due to the Manager, included in creditors, was
£631,000. The existence of an independent Board of Directors
demonstrates that the Company is free to pursue its own financial
and operating policies.
Directors' Emoluments
At 30 September 2024, the Board
consisted of four non-executive Directors. All Directors are
considered to be independent of the Manager. None of the Directors
has a service contract with the Company. The Chairman receives an
annual fee of £43,000, the Chair of the Audit Committee receives an
annual fee of £37,500 and non-executive Directors receive £31,000
per annum.
At 30 September 2024, the amount
outstanding in respect of Directors' fees was £nil (31 March 2024:
£nil).
At 30 September 2024, the
interests of the Directors in the Ordinary Shares of the Company
were as follows:
|
30 September
2024
|
31 March
2024
|
|
No. of
shares
|
No. of
shares
|
R M Curling
|
150,000
|
150,000
|
C A Roxburgh
|
62,833
|
62,833
|
G Neilly
|
62,604
|
62,293
|
Hillary Williams
|
-
|
-
|
The following changes in the
Directors' interests occurred between 30 September 2024 and the
date of this report:
C A Roxburgh acquired 369 shares on 14 October 2024 and 6,855 shares on 22
October 2024.
14. Statutory
Accounts
These are not statutory accounts
in terms of Section 434 of the Companies Act 2006 and have not been
audited or reviewed by the Company's Auditor. The information for
the year ended 31 March 2024 has been extracted from the latest
published financial statements and which have been filed with the
Registrar of Companies. The Auditor's report on those accounts was
not qualified, did not include a reference to any matters to which
the auditor drew attention by way of emphasis without qualifying
the report and did not contain statements under section 498 (2) or
(3) of the Companies Act 2006. No statutory accounts in respect of
any period after 31 March 2024 have been reported on by the
Company's Auditor or delivered to the Registrar of
Companies.
Alternative Performance Measures ("APMs")
The Company uses the following
APMs:
Share Price and NAV Returns
Capital Return measures the
effect of any rise or fall in the share price or NAV, excluding any
dividends paid.
Total Return measures the
effect of any rise or fall in the share price or NAV, plus
dividends paid which are reinvested at the prevailing NAV or share
price on the ex- dividend date.
Share Price Return calculations as at 30 September
2024
|
|
Share price as at 30 September
2024
|
145.00
|
(a)
|
Share price as at 31 March
2024
|
142.50
|
(b)
|
Share price Capital Return
|
1.8%
|
((a-b)/b)
|
Impact of dividends
reinvested
|
0.6%
|
(Note 1)
|
Share Price Total Return
|
2.4%
|
|
Note 1 - Share Price impact of dividends
reinvested
|
Dividend
|
PPS
|
Dividend XD date
|
Share
price at dividend XD date
|
Impact
of dividend reinvested
|
|
(a)
|
|
(b)
|
(a)/(b)
|
Final
dividend
|
0.90
|
16
August 2024
|
145.00
|
0.6%
|
NAV Return calculations as at 30 September
2024
|
|
NAV per share as at 30 September
2024
|
165.24
|
(a)
|
NAV per share as at 31 March
2024
|
165.10
|
(b)
|
NAV Capital Return
|
0.1%
|
((a-b)/b)
|
Impact of dividends
reinvested
|
0.6%
|
(Note 1)
|
NAV Total Return
|
0.7%
|
|
Note 1 - NAV impact of dividends
reinvested
|
Dividend
|
PPS
|
Dividend XD date
|
NAV at
dividend XD date
|
Impact
of dividend reinvested
|
|
(a)
|
|
(b)
|
(a)/(b)
|
Final
dividend
|
0.90
|
16
August 2024
|
162.20
|
0.6%
|
Discount or Premium to NAV
If the share is less than its NAV
per share, the shares are trading at a discount. If the share price
is greater than the NAV per share, the shares are trading at a
premium.
As at 30 September 2024, the NAV
per share was 165.24p and the share price was 145.00p. The discount
is therefore calculated at 12.24%.
Net gearing employed
Unlike open-ended investment
companies, investment trusts have the ability to borrow to invest.
This term is used to describe the level of borrowings that an
investment trust has undertaken and is stated as a percentage of
shareholders' funds. The higher the level of borrowings, the higher
the gearing ratio.
Net gearing is calculated as total
debt, net of cash and cash equivalents, as a percentage of the
total shareholders' funds.
As at 30 September 2024, interest
bearing bank loans were (£8,267,000), cash and cash equivalents
were £2,804,000 and net assets were £313,020,000. As at 30
September 2024, net gearing employed was therefore equal to
1.7%.
Ongoing charges (expressed as a percentage)
Ongoing charges are the
Company's revenue and capital expenses
(excluding finance costs and certain non-recurring items) expressed
as a percentage of the average daily net assets of the Company
during the period.
Ongoing charges calculation
|
Six months
to
30
September
2024
£'000
|
Six
months to
30
September
2023
£'000
|
Year
to
31
March
2024
£'000
(audited)
|
Total expenditure
|
(a)
|
1,601
|
1,541
|
2,982
|
Average daily net
assets
|
(b)
|
307,401
|
291,230
|
286,505
|
Ongoing charges (c =
a/b)*
|
(c)
|
1.0%
|
1.1%
|
1.0%
|
* 30 September 2024 and 30 September
2023 figures annualised for comparison (c = (a/b) x 2).
Glossary of terms
|
AIFMD
Alternative Investment Fund
Managers Directive. Issued by the European Parliament in
2012 and 2013, the
Directive requires that all investment vehicles in the European
Union, including investment trusts, must,
with effect from 22 July 2014, appoint a
Depositary and an AIFM. The board of directors of an investment trust, nevertheless,
remains fully responsible for all aspects of the Company's
strategy, operations and compliance with
regulations.
|
AIC
The Association of Investment
Companies is the trade body for Closed-end Investment Companies
(www.theaic.co.uk).
|
Benchmark
This is a measure against which an
investment trust's performance is compared. The benchmark of the
Company is the MSCI Europe SmallCap (ex-UK) Index (in sterling
terms). The index averages the performance of a defined selection
of companies listed in European smaller
company stock markets and gives an indication of how those markets
have performed in any period.
|
Closed-end Investment Company
A company, including an investment trust, with a fixed issued ordinary share capital which
is traded on an exchange at a price not necessarily related to the
NAV of the company and where shares can
only be issued or bought back by the company in certain
circumstances. This contrasts with an open-ended investment
company, which has units not traded on an
exchange but issued or bought back from investors at a price directly related to the NAV.
|
Custodian
A specialised financial
institution responsible for safeguarding, worldwide, the listed
securities and certain cash assets of the Company, as well as the
income arising therefrom, through provision of custodial,
settlement and associated services. The Company's Custodian is Bank
of New York Mellon SA/NV (London branch).
|
Depositary
Under the AIFMD, the Company must appoint a Depositary, whose duties
in respect of investments, cash and similar assets include:
safekeeping; verification of ownership and valuation; and cash
monitoring. The Depositary has strict liability for loss of any
investments or other assets where it has safekeeping duties. The
Depositary's oversight duties include, but are not limited
to, oversight of share buybacks, dividend
payments and adherence to investment limits. The Company's
Depositary is The Bank of New York Mellon
(International) Limited.
|
Dividend
The income from an investment.
Some investment trusts pay dividends on a
quarterly or monthly basis. The Company currently pays dividends
twice a year.
|
Gearing
Gearing is calculated as total
liabilities less current assets divided by net assets.
|
International Accounting Standards
UK- adopted International
Accounting Standards in conformity with the requirements of the
Companies Act 2006.
|
Investment Manager
The Company's Investment Manager
is Montanaro Asset Management Limited.
|
Investment Trust
A closed-end investment company
which satisfies the requirements of Section 1158 of the Corporation Tax Act
2010. Companies which meet these criteria
are exempt from having to pay tax on the
capital gains they realise from sales of the investments within
their portfolios.
|
Leverage
As defined under the AIFMD rules,
Leverage is any method by which the exposure of an AIF is increased through borrowing of cash or
securities or leverage embedded in derivative positions. Leverage
is broadly equivalent to Gearing, but is expressed as a ratio
between the assets (excluding borrowings) and the net assets (after
taking account of borrowings). Under the gross method, exposure
represents the sum of the Company's positions after deduction of
cash and cash equivalents, without taking account of any hedging or
netting arrangements. Under the commitment method, exposure is calculated without the deduction
of cash and cash equivalents and after certain hedging and netting
positions are offset against each other.
|
Marked to Market
Accounting for the fair value of
an asset or liability that can change over time and reflects its
current market value rather than its book cost.
|
Market Capitalisation
The stock market value of a
company as determined by multiplying the number of shares in issue,
excluding those shares held in treasury, by the market price of the
shares.
|
Net Asset Value ("NAV") per Ordinary Share
This is calculated as the net
assets of an investment trust divided by the number of shares in
issue, excluding those shares held in treasury.
|
Net Assets (or Shareholders' Funds)
This is calculated as the value of
the investments and other assets of an investment trust, plus cash
and debtors, less borrowings and any other creditors. It represents
the underlying value of an investment trust at a point in
time.
|
Net Gearing
Net Gearing is calculated as total
debt, net of cash and cash equivalents, as a percentage of the
total shareholders' funds.
|
Ordinary Shares
The main type of equity capital
issued by conventional investment trusts.
Shareholders are entitled to their share of both income, in the
form of dividends paid by the investment trust, and any capital growth. The Company has only
Ordinary Shares in issue.
|
Portfolio Turnover
Calculated using total sales
proceeds as a percentage of the average monthly net assets during
the period, annualised.
|
Related Party Transactions
Under the UK Listing Rules, the
Manager is regarded as a related party of the Company.
|
Share Price
The value of a share at a point in
time as quoted on a stock exchange. The shares of the Company are quoted on the Main Market
of the London Stock Exchange.
|
SORP
Statement of Recommended Practice
"Financial Statements of Investment Trust Companies and Venture
Capital Trusts" issued by the AIC.
|
Total Assets
This is calculated as the value of
the investment and other assets of an investment trust, plus cash
and debtors.
|
Montanaro European Smaller Companies Trust
PLC
Registered in Scotland No. SC074677
An investment company as defined under section 833 of the
Companies Act 2006
|
Directors
R M Curling (Chairman)
G Neilly
C A Roxburgh
H Williams
|
Registered Office
28 Walker Street
Edinburgh EH3 7HR
|
Principal Advisers
|
|
AIFM and Investment Manager
Montanaro Asset Management
Limited
53 Threadneedle Street
London EC2R 8AR
Tel: 020 7448 8600
enquiries@montanaro.co.uk
www.montanaro.co.uk
|
Depositary
The Bank of New York Mellon
(International) Limited
One Canada Square
London E14 5AL
|
|
|
Company Secretary and Administrator
Juniper Partners Limited
28 Walker Street,
Edinburgh EH3 7HR
Tel: 0131 378 0500
Contact:
cosec@junipartners.com
|
Custodian
Bank of New York Mellon
SA/NV
One Canada Square
London E14 5AL
|
|
|
Auditor
Price Waterhouse Coopers
LLP
Atria One
144 Morrison Street
Edinburgh EH3 8EX
|
Registrar
Equiniti Limited
Aspect House,
Spencer Road, Lancing
West Sussex BN99 6DA
Registrar's Shareholder
Helpline
Tel: 0371 384 2030*
*Lines are open 8.30am to 5.30pm,
Monday to Friday, excluding UK public holidays
|
|
|
Solicitor
Dickson Minto W.S.
16 Charlotte Square
Edinburgh EH2 4DF
|
Stockbroker
Cavendish
One Bartholomew Close
London EC1A 7BL
|
|
|
Sources of Further Information
Information on the Company,
including this Half-Yearly Report is available on the Company's
website: https://montanaro.co.uk/trust/montanaro-
european-smaller-companies-trust/
|
Neither the contents of the
Company's website nor the contents of any website accessible from
hyperlinks on this announcement (or any other website) is
incorporated into, or forms part of, this announcement.
|