TIDMOIG
RNS Number : 5970R
Oryx International Growth Fund Ld
13 December 2016
13 December 2016
FOR IMMEDIATE RELEASE
RELEASED BY BNP PARIBAS SECURITIES SERVICES S.C.A., GUERNSEY
BRANCH
HALF-YEARLY RESULTS ANNOUNCEMENT
THE BOARD OF DIRECTORS OF Oryx International Growth Fund Limited
ANNOUNCE UNAUDITED CONDENSED HALF-YEARLY RESULTS FOR THE SIX
MONTHSED 30 SEPTEMBER 2016
A copy of the Company's Unaudited Condensed Half Yearly
Financial Report will be available via the following link:
www.oryxinternationalgrowthfund.co.uk
HALF YEARLY BOARD REPORT
FINANCIAL HIGHLIGHTS, PERFORMANCE SUMMARY AND DIVID HISTORY
Financial highlights
Share buybacks
In the period from 1 April 2016 to 30 September 2016, Oryx
International Growth Fund Limited (the "Company") carried out three
share buybacks, resulting in a total reduction of 138,000 shares
for a cost of GBP813,750. These shares were subsequently
cancelled.
Number of Ordinary Shares in issue as at 30 September 2016:
15,054,125 Ordinary Shares
Market capitalisation as at 30 September 2016:
Ordinary Share class: GBP101,991,697
Performance summary
As at 30 September As at 31
2016 March 2016
Net asset value per Ordinary Share GBP7.6997 GBP6.8929
Ordinary share price (last market)(1) GBP6.7750 GBP6.1250
Discount to net asset value ("NAV")(2) (12.01)% (11.14)%
Discount to net asset value (based on published
NAV)(2) (13.35)% (12.55)%
Dividend history
No Ordinary Share dividend was declared during the period.
Please refer to note 18 for further information subsequent to
the reporting period.
(1) - Source: Bloomberg
(2) - Please refer to note 14 for reconciliation of the net
asset value to published NAV.
CHAIRMAN'S STATEMENT
I am pleased to report another good set of results for the six
months ended 30 September 2016. The net asset value rose by 10.7%,
beating the FTSE Small Cap Index by over 4.5% which means that the
rise in the NAV over the last five years now equals 114% as against
77% for the index.
There have been some significant disposals during the period
which means the cash balances remain strong. The challenge for
Christopher Mills and his team at Harwood is to identify new
opportunities that can be purchased at sensible valuations where
active management will yield a good return over a reasonable
period. This has been the challenge since the Company's inception
in 1995, but the board remains confident that the proven skill of
the management will continue to realise value in the existing
holdings and identify new opportunities as they arise.
The Company continues to buy back shares when it is considered
to be in the interests of all shareholders and 138,000 shares were
acquired during the six month period
In accordance with our policy, the directors are not
recommending a dividend for the period under review.
Nigel Cayzer
Chairman
12 December 2016
executive sUMMARY
This Executive Summary is designed to provide information about
the Company's business and results for the six month period ended
30 September 2016. It should be read in conjunction with the
Chairman's Statement and the Investment Manager's Report which
gives a detailed review of investment activities for the period and
an outlook for the future.
Corporate summary
The Company is a Guernsey Authorised Closed-Ended Collective
Investment Scheme pursuant to the Protection of Investors
(Bailiwick of Guernsey) Law 1987, as amended, and the Authorised
Closed Ended Investment Scheme Rules 2008 issued by the Guernsey
Financial Services Commission. It was incorporated and registered
with limited liability in Guernsey on 2 December 1994, with
registration number 28917. The Company has a premium listing on the
Main Market of the London Stock Exchange.
The Company's share capital is denominated in Sterling and each
Ordinary Share carries equal voting rights.
The Investment Manager and Investment Adviser during the period
was Harwood Capital LLP ("the Investment Manager" and the
"Investment Adviser") (formerly North Atlantic Value LLP) a United
Kingdom limited liability partnership incorporated under the
Limited Partnerships Act 2000 (partnership number OC304213) and
regulated by the Financial Conduct Authority.
Harwood Capital LLP is also registered as a Small Authorised
Alternative Investment Fund Manager ('AIFM') with the Company
included on its schedule of Alternative Investment Funds
('AIFs')
Company investment objective and policy
The investment objective of the Company is to seek to generate
consistently high absolute returns whilst maintaining a low level
of risk for Shareholders.
The Company principally invests in small and mid-size quoted and
unquoted companies in the United Kingdom and the United States. The
Investment Manager targets companies that have fundamentally strong
business models, but where there may be specific factors which are
constraining the maximisation or realisation of shareholder value,
which may be realised through the pursuit of an activist
shareholder agenda by the Investment Manager. Dividend income is a
secondary consideration when making investment decisions.
Director interests
The Board comprises eight non-executive Directors, six of whom
are independent: Nigel Cayzer (Chairman), Jamie Brooke, Walid
Chatila, Rupert Evans, John Grace and John Radziwill. Christopher
Mills is an employee of the Investment Manager and Sidney Cabessa
is a Director of Harwood Capital Management Limited and are
therefore not regarded as independent.
Walid Chatila, Rupert Evans and John Radziwill are members of
the Audit Committee and Nomination Committee. Nigel Cayzer, Jamie
Brooke, Sidney Cabessa, and John Grace are also members of the
Nomination Committee.
Christopher Mills is a Partner and Chief Executive Officer of
Harwood Capital LLP, the Investment Manager and Investment Adviser.
Harwood Capital LLP is entitled to fees as detailed in notes 4 and
5. Rupert Evans is a consultant to the law firm Mourant Ozannes,
the legal adviser to the Company.
No fees were paid or are payable to Harwood Capital Management
Limited where Sidney Cabessa is a director.
Information on the Directors' remuneration is detailed in note
8. Other than fees payable in the ordinary course of business,
there have been no material transactions with these related
parties.
The Company has not set any requirements or guidelines for
Directors to own shares in the Company. As at the date of approval
of the Half Yearly Financial Report, Directors and their connected
persons held the following number of Ordinary Shares in the
Company:
Director Directors holdings in the
Company Ordinary Shares
------------------- --------------------------
Christopher Mills 328,716
------------------- --------------------------
John Radziwill(1) 419,000
------------------- --------------------------
John Grace(2) 130,000
346,607
------------------- --------------------------
(1) John Radziwill is a Director of a fund, held by his family
trust, that holds 419,000 Ordinary Shares and which is managed by
an independent fund manager.
(2) John Grace holds a beneficial interest of 130,000 Ordinary
Shares. Mr Grace is also a member of a class of beneficiaries which
holds an interest in 346,607 Ordinary Shares.
Principal risks and uncertainties
When considering the total return of the Company, the Board
takes account of the risk which has been taken in order to achieve
that return. The Board looks at the following risk factors as
listed below:
-- Investment activity and performance
-- Level of discount or premium
-- Market price risk
-- Accounting, legal and regulatory
-- Operational
Information on these risks and how they are managed is given in
the Annual Report and Financial Statements for the year ended 31
March 2016. In the view of the Board these principal risks and
uncertainties are as applicable to the remaining six months of the
financial year as they were in the six months under review.
Going concern
Under the UK Corporate Governance Code and applicable
regulations, the Directors are required to satisfy themselves that
it is reasonable to assume that the Company is a going concern from
the date of approval of the condensed financial statements.
After reviewing the Company's budget and cash flow forecast for
the next twelve months, the Directors are satisfied that, at the
time of approving these financial statements, no material
uncertainties exist that may cast significant doubt concerning the
Company's ability to continue for the foreseeable future. The
Directors therefore believe that it is appropriate to adopt the
going concern basis in preparing these condensed financial
statements.
Events after the reporting date
The Directors are not aware of any developments that might have
a significant effect on the operations of the Company in subsequent
financial periods not already disclosed in this report or the
attached condensed financial statements.
Future strategy
The Board continues to believe that the investment strategy and
policy adopted by the Company is appropriate for and is capable of
meeting the Company's investment objective.
The overall strategy remains unchanged and it is the Board's
assessment that the Investment Manager resources are appropriate to
properly manage the Company's portfolio in the current and
anticipated investment environment.
Please refer to the Investment Manager's report for detail
regarding performance to date of the investment portfolio and the
main trends and factors likely to affect those investments.
BOARD MEMBERS
All Directors are non-executive.
Directors
Nigel Cayzer (Chairman)
British
Nigel Cayzer is Chairman of Aberdeen Asian Smaller Companies
Investment Trust PLC. He is also a director of a number of private
companies. He has been Chairman or a director of a number of
Investment Companies and was Chairman of Maggie's, a leading cancer
charity, from 2005 until 2014.
Jamie Brooke
British
Jamie Brooke is a fund manager at Henderson Global Investors. He
has spent over 20 years investing in smaller companies, listed and
private, at all stages of development. He trained as an ACA with
Deloitte.
Sidney Cabessa
French
Sidney Cabessa is also a director of Club-Sagem and
Mercator/Nature et découvertes. Mr Cabessa was Chairman of CIC
Finance, an Investment Fund and a subsidiary of French banking
group, CIC - Credit Mutuel and was previously a Director of other
investment companies.
Walid Chatila
Canadian
Walid Chatila has more than 11 years of international audit and
special assignment experience in the Middle East and North America.
He is a Certified Public Accountant (Texas 1984) and a Certified
Professional Accountant (Ontario 1991). From 1994 to 2006, he was
the Finance Director of Emirates Holdings in Abu Dhabi, United Arab
Emirates, and between 2006 and 2011, he assumed the role of General
Manager of Al Nowais Investment LLC. He is currently the General
Manager of Arab Development Establishment in Abu Dhabi.
Rupert Evans
British
Rupert Evans is a Guernsey Advocate and was a partner in the
firm of Ozannes between 1982 and 2003, since then he has been a
consultant to Ozannes (now Mourant Ozannes). He is a non-executive
director of a number of other investment companies some of which
are quoted on recognised stock exchanges. He is a Guernsey
resident.
Christopher Mills
British
Christopher Mills is a Partner and the Chief Executive Officer
of Harwood Capital LLP. He is also Chief Investment Officer of
North Atlantic Smaller Companies Investment Trust plc ("NASCIT").
NASCIT is the winner of numerous Micropal and S&P Investment
Trust awards. In addition, he is a non-executive director of
numerous UK companies which are either currently, or have in the
past five years been, publicly quoted.
John Radziwill
British
John Radziwill is currently a director of International Assets
Holding Corp, Goldcrown Group Limited, Fourth Street Capital Ltd,
Fifth Street Capital Ltd and Vendor Safe Technologies LLC. In the
past ten years, he also served as a director of Acquisitor Plc and
Acquisitor Holdings (Bermuda) Ltd, Air Express International Corp.,
Radix Ventures Inc, Baltimore Capital Plc, Lionheart Group Inc, USA
Micro Cap Value Co Ltd and Radix Organisation Inc. Mr Radziwill is
a member of the Bar of England and Wales.
John Grace
New Zealander
John Grace is actively involved in the management of several
global businesses including asset management, financial services,
and real estate. He is a Director and Founder of Sterling Grace
International Ltd. Sterling Grace and its affiliates manage
investments for high net-worth investors, institutions and
investment partnerships. The company is active in global money
management, financial services, private equity and real estate
investments. Mr Grace is also Chairman of Trustees Executors
Holdings Ltd, owner of the premier and oldest New Zealand trust
company established in 1882. It is the market leader in the
corporate trust business. Its clients include government divisions,
corporations and banks. The company is active in wholesale
financial services including trust accounting, securities custody
and mutual fund registry. It is also actively engaged in the
personal trust business. Mr Grace graduated from Georgetown
University. Mr Grace has served as a director of numerous public
companies and charities. He currently supports genetic research and
education initiatives in science at the university of Lausanne,
EPFL École polytechnique fédérale de Lausanne and CERN, the
European Organization for Nuclear Research.
INVESTMENT MANAGER'S REPORT
It is pleasing to note that during the six month period the net
asset value rose by 10.7% as compared with a rise in the FTSE Small
Cap Index of 6.1%.
Quoted Portfolio
The net asset value of the Company was assisted by the takeover
of some of the major holdings in the Company and in particular
Source Bioscience and Journey Group. Cyprotex also performed
strongly and since the end of the period has also had a takeover
approach.
Minds & Machines and EKF have seen their share prices rise
by 35% and 30% respectively. Minds & Machines operations have
gone from strength to strength and a large Chinese investment
company has taken a strategic stake in the business. EKF benefitted
from a profit upgrade and the weakness of Sterling relative to the
Dollar and Euro.
Assetco share price rose 19% due to good recent trading and the
substantial claim against third parties.
Goals Soccer was however disappointing, although a new
management team and a refinancing gives grounds for optimism over
the medium term.
Unquoted Portfolio
The Company took a small holding which is the management buyout
of Source Bioscience. Indoor Bowls performed well but this was
offset by the need to write down Team Rock following disappointing
results.
Outlook
Identifying stocks trading at a discount to market value has
become increasingly more challenging with ever decreasing market
liquidity. Despite the worries of BREXIT placed on the UK market by
British and EU governing bodies, we have seen the FTSE rally and
hitting its highest level since 2015.
Notwithstanding this, there are several catalysts in place in
the quoted portfolio which should support further improvement in
the net asset value of the company over the balance of the fiscal
year.
Harwood Capital LLP
12 December 2016
LARGEST EQUITY HOLDINGS
as at 30 September 2016
Gleeson (M.J.) Group Plc
Cost GBP4,067,733 (2,000,000 shares)
Market value GBP11,850,000 representing 10.07% of Published Net
Asset Value
The company operates two divisions, Gleeson Homes and Gleeson
Strategic Land. Gleeson Homes has shown a strong increase in
revenue from the previous year driven by good demand for affordable
housing among the group's core Northern customer base. Strategic
Land continues to enjoy continuing success in securing residential
planning permission as well as progressing the sale of several of
its Southern UK sites. This twin track strategy continues to build
momentum delivering increased profits, cash and margins.
OMG Plc
Cost GBP2,601,090 (18,000,000 shares)
Market value GBP8,325,000 representing 7.07% of Published Net
Asset Value
The Group operates as a diversified technology service business
with two core divisions, Vicon and Yotta with a strong
international presence. Vicon operates as a technology service
business providing image capture products and services for the film
industry, life sciences and engineering industry. Yotta provides
software systems for local authorities to help improve the
management and make informed decisions on infrastructure assets, it
is increasingly becoming the key growth component of the business,
as it looks to expand its software business into new geographies in
Holland and Australia. The loss making OMG Life has now been
terminated and shut down.
The company has significant dollar revenue and profits which
should lead to earnings upgrades over the course of the coming
year.
Journey Group Plc
Cost GBP6,590,325 (3,277,575 shares)
Market value GBP7,784,241 representing 6.61% of Published Net
Asset Value
The company is a specialist air support business providing
in-flight products, catering and cabin management services to the
airline industry. The group's operations are organised into two
divisions, Watermark products and Air Fayre (USA). Watermark
Products supplies in-flight products primarily to the international
airline industry on a global basis. The Air Fayre brand provides
in- flight catering to the international and domestic airline
industry in the United States through its patent protected supply
chain.
Air Faye has benefitted from the start of a five-year contract
with FedEx out of Memphis launched towards the end of last year.
Air Fayre has proven that its model is successful and can be
replicated out of California, focusing their efforts on larger
domestic markets.
The Independent Directors of Journey Group plc have recently
reached an agreement with Jaguar Holdings Limited over the sale of
Journey Group for the entire issue at a 30% premium to the
undisturbed price.
Minds + Machines Group
Cost GBP4,155,734 (52,175,000 shares)
Market value GBP6,521,875 representing 5.54% of Net Asset
Value
Mind + Machines targets top level domain names and operates as a
sales and marking led business. The portfolio is focused around
geography names (London, Miami, Boston), Consumer interests
(Wedding, Cooking, Fashion), professional occupations (Law, Doctor
of Dental Surgery), Lifestyle (Yoga, Fit, Surf), generic names (VIP
and Work) and also outdoor activities (Garden and Fishing).
The Group have been through a transitional period, restructuring
into a pure play registry with a new management team. The company
recently announced a private subscription of circa 42.5m ordinary
shares to reflect the companies increased presence in China, which
should help develop key relationships and identify new commercial
opportunities.
EKF Diagnostics Holdings Plc
Cost GBP5,501,020 (40,000,000 shares)
Market value GBP5,850,000 representing 4.97% of Published Net
Asset Value
EKF Diagnostics is a global integrated market leader in the
medical diagnostics business, offering the largest range of
haemoglobin and haematocrit analysers. Essentially it focuses on
manufacturing diagnostics for the Point of Care market
demonstrating a way to make blood and anaemia screening more
accessible and more affordable, I hereby giving specialists and
physicians a choice of various products between measurement speed
and price options. The business also has a central laboratory
products where its liquid reagents can be used widely in analysers
found in hospital laboratories globally.
The company has been through a restructuring period after
completing a strategic review. The benefits of this are starting to
pull through with the business reporting positive numbers after a
period of reducing the cost base, through redundancies and closing
several manufacturing facilities. Sales from key market
demographics have steadily increased and the business looks on
track to continue to grow organically, through new product
licensees and entry to new markets.
Goals Soccer Centres Plc
Cost GBP6,069,864 (5,000,000 shares)
Market value GBP5,225,000 representing 4.44% of Published Net
Asset Value
Goals is the leading operator of a 5-a-side soccer centres
across the United Kingdom, operating 46 centres across the UK. It
currently has good growth prospects. It also has one 5-a-side
centre in Los Angeles, United States, and is in the process of
opening a second site in Pomona.
The Group has completed a strategic business review and
announced a placing on June 3(rd) with 16.75m shares placed at
100p. This has enabled the business to deleverage the balance sheet
and to refocus organic growth rejuvenating the core estates which
were starting to look run down across the UK. The strategic review
outlined four priorities which should be an improvement in the
underlying performance.
Hayward Tyler Group Plc
Cost GBP4,492,574 (6,000,000 shares)
Market value GBP5,160,000 representing 4.38% of Published Net
Asset Value
Hayward Tyler is a world leader in boiler circulation pumps and
is engaged in the manufacturing, design, engineer and service of
fluid filled electric motors and pumps for the energy sector. The
company has a market leading reputation and is recently an
established player in the Original Equipment and the aftermarket
segments. The group made its first acquisition purchasing the trade
assets of Peter Brotherhood which manufacturers steam turbines and
gas compressors, it will look to establish synergies and explore
cross selling opportunities with the Hayward Tyler.
The company has undertaken a major refurbishment of its UK
factory headquarters based in Luton, establishing a leading Centre
of Excellence for specialist manufacturing, which has now been
completed on time. This will reduce working capital and production
costs, whilst increasing the capacity of the facility and the
future capability to be able to compete for substantial nuclear
contracts. The group have established new strategic partnerships
with FMC technologies and Ebara Corporation and will look to
continue trading relationships with customers across the globe.
AssetCo Plc
Cost GBP2,600,000 (1,050,000 shares)
Market value GBP4,042,500 representing 3.43% of Published Net
Asset Value
AssetCo is a Fire and Rescue business, operating in Abu Dhabi.
Recently trading has been good and the company has significant cash
balances, and no debt. In addition, it has a substantial claim
amounting to GBP38m plus interest against third parties which it is
actively pursuing for previous negligence, which is ongoing.
Cyprotex Plc
Cost GBP1,246,187 (2,500,000 shares)
Market value 3,587,500 representing 3.05% of Published Net Asset
Value
Cyprotex specialises in ADME-Toxicity in vitro testing for
pharmaceutical research. ADME describes the disposition of a
pharmaceutical compound within an organism which influences the
drug levels and drug exposure to the tissues, and helps influence
the performance of the compound drug. Cyprotex serves the
pharmaceutical and Biotech markets in cosmetics, personal care and
the chemical industry. The company has developed several unique
technologies with the aim to continually develop and improve
approaches to precisely predict human clinical outcomes following
increased exposures to a chemical or drug using vitro (laboratory
experiments) combined with a silcio approach (computer modelling)
to extract all the necessary data needed to complete the
findings.
The Board of Cyprotex have recently announced a deal to be
acquired by Evotec which is at a significant premium to the final
purchase price.
Redcentric
Cost GBP3,000,000 (2,000,000 shares)
Market value GBP3,557,500 representing 3.02% of Published Net
Asset Value
The company is a mid-market network-based managed service
business delivering ICT solutions and services to meet its customer
and client needs. The group benefits from an established reputation
as an end to end managed service provider delivering innovative
technology to improve business productivity and efficiency.
Since the end of the period the company has announced that its
balance sheet has been misstated resulting in a significant fall in
the share price.
DIRECTORS' STATEMENT OF RESPONSIBILITIES
The Directors are responsible for preparing the Half Yearly
Financial Report in accordance with applicable Guernsey law and
regulations.
The Directors confirm to the best of their knowledge that:
-- the unaudited condensed interim financial statements have
been prepared in accordance with IAS 34, "Interim Financial
Reporting" and give a true and fair view on the state of the
affairs of the Company as at 30 September 2016, as required by the
UK Listing Authority Disclosure and Transparency Rule 4.2.4R;
-- the combination of the Chairman's Statement, the Investment
Manager's Report, the Executive Summary and the notes to the
unaudited condensed interim financial statements include a fair
view of the information required by:
1. DTR 4.2.7R of the Disclosure and Transparency Rules of the
UK's Financial Conduct Authority, being an indication of important
events that have occurred during the six months ended 30 September
2016 and their impact on the condensed financial statements; and a
description of the principal risks and uncertainties for the
remaining six months of the year; and
2. DTR 4.2.8R of the Disclosure and Transparency Rules of the
UK's Financial Conduct Authority, being related party transactions
that have taken place during the six months ended 30 September 2016
and that have materially affected the financial position or
performance of the Company during that period; and any changes in
the related party transactions described in the last annual report
that could do so.
By order of the Board
Walid Chatila Rupert Evans
Director Director
12 December 2016 12 December 2016
CONDENSED STATEMENT OF COMPREHENSIVE INCOME
For the six months ended 30 September 2016
Six months ended 30 September 2016 Six months ended 30 September 2015
(Unaudited) (Unaudited)
Notes GBP GBP
Income
Investment income 3 287,988 548,155
Realised gain on financial assets
designated at fair value through
profit or loss 9 5,823,562 12,910,118
Unrealised gain on financial assets
designated at fair value through
profit or loss 9 6,726,551 590,123
Gain/(loss) on foreign currency
translation 1,738 (64,265)
------------------------------------ ------
Total income 12,839,839 13,984,131
------------------------------------ ------ ----------------------------------- -----------------------------------
Expenses
Investment manager and investment
advisory fees 4 519,367 522,257
Transaction costs 47,850 124,552
Directors' fees and expenses 8 83,956 98,860
Audit fees 26,594 21,274
Administration fees 7 43,268 44,956
Legal and professional fees 38,653 67,282
Registrar and transfer agent fees 17,829 10,876
Custodian fees 6 13,577 12,570
Insurance fees 2,550 2,705
Regulatory fees 8,640 3,445
Printing fees 8,832 12,495
Other expenses 17,165 13,783
------------------------------------ ------ ----------------------------------- -----------------------------------
Total expenses 828,281 935,055
------------------------------------ ------ ----------------------------------- -----------------------------------
Profit before taxation 12,011,558 13,049,076
------------------------------------ ------ ----------------------------------- -----------------------------------
Withholding tax on dividends (2,600) (74,700)
Profit after taxation and total
comprehensive income 12,008,958 12,974,376
------------------------------------ ------ ----------------------------------- -----------------------------------
Basic and diluted earnings per
Ordinary Share 15 0.7944 0.8097
------------------------------------ ------ ----------------------------------- -----------------------------------
The Company has no items of other comprehensive income, and
therefore the profit for the period is also the total comprehensive
income.
All items in the above statement are derived from continuing
operations. No operations were acquired or discontinued during the
period.
The accompanying notes form an integral part of these financial
statements.
CONDENSED STATEMENT OF FINANCIAL POSITION
As at 30 September 2016
30 September 2016 31 March
2016
Notes (Unaudited) (Audited)
GBP GBP
------------------------------------------------------------------ ------ ------------------ ------------
Non-current assets
Financial assets designated at fair value through profit or loss 9 102,425,342 85,664,856
Current assets
Cash and cash equivalents 13,814,892 19,514,960
Amounts due from brokers 220,858 379,239
Other receivables 10 19,388 100,396
-------------------------------------------------------------------
Total current assets 14,055,138 19,994,595
------------------------------------------------------------------- ------ ------------------ ------------
Total assets 116,480,480 105,659,451
------------------------------------------------------------------- ------ ------------------ ------------
Current liabilities
Other payables and accrued expenses 301,513 320,733
Amounts due to brokers 266,284 621,241
-------------------------------------------------------------------
Total current liabilities 567,797 941,974
------------------------------------------------------------------- ------ ------------------ ------------
Net assets 115,912,685 104,717,477
------------------------------------------------------------------- ------ ------------------ ------------
Capital and reserves
Called up share capital 12 50,220,346 50,289,346
Capital redemption reserve 1,246,500 1,246,500
Other reserves 64,445,839 53,181,631
------------------------------------------------------------------- ------ ------------------ ------------
Total shareholders' equity 115,912,685 104,717,477
------------------------------------------------------------------- ------ ------------------ ------------
The condensed financial statements were approved by the Board of
Directors on 12 December 2016 and are signed on its behalf by:
Walid Chatila Rupert Evans
Director Director
The accompanying notes form an integral part of these financial
statements.
CONDENSED STATEMENT OF CHANGES IN SHAREHOLDERS EQUITY
For the six months ended 30 September 2016 (Unaudited)
Capital
redemption
Share Capital reserve Other reserves Total
Note GBP GBP GBP GBP
------------------------------ ----- -------------- ------------ --------------- ------------
Opening equity shareholder's
funds at 1 April 2016 50,289,346 1,246,500 53,181,631 104,717,477
------------------------------ ----- -------------- ------------ --------------- ------------
Total comprehensive income
for the period - - 12,008,958 12,008,958
Transactions with owners,
recorded directly to equity
- Cancellation of shares 12 (69,000) - (744,750) (813,750)
------------------------------ ----- -------------- ------------ --------------- ------------
Closing equity shareholders'
funds at 30 September
2016 50,220,346 1,246,500 64,445,839 115,912,685
------------------------------ ----- -------------- ------------ --------------- ------------
For the six months ended 30 September 2015 (Unaudited)
Capital
redemption
Share Capital reserve Other reserves Total
Note GBP GBP GBP GBP
------------------------------ ------ -------------- ------------ --------------- ------------
Opening equity shareholder's
funds at 1 April 2015 50,879,089 1,246,500 40,939,428 93,065,017
-------------------------------------- -------------- ------------ --------------- ------------
Total comprehensive income
for the period - - 12,974,376 12,947,376
Transactions with owners,
recorded directly to equity
- Cancellation of shares (589,743) - (5,572,246) (6,161,989)
-------------------------------------- -------------- ------------ --------------- ------------
Closing equity shareholders'
funds at 30 September
2015 50,289,346 1,246,500 48,341,558 99,877,404
-------------------------------------- -------------- ------------ --------------- ------------
The accompanying notes form an integral part of these financial
statements.
CONDENSED STATEMENT OF CASH FLOWS
For the six months ended 30 September 2016
Six months ended 30 Six months ended 30
September 2016 September 2015
GBP GBP
Notes (Unaudited) (Unaudited)
-------------------------------------------------------------- ------- --------------------- ----------------------
Cash inflow from operating activities
Profit after taxation and total comprehensive income for the period 12,008,958 12,974,376
Adjustments to reconcile profit after tax to net cash flows:
* Realised gain on financial assets designated at fair
value through profit or loss (5,823,562) (12,910,118)
* Unrealised gain on financial assets designated at
fair value through profit or loss (6,726,551) (590,123)
* Net (gain)/loss on foreign currency translation (1,738) 64,265
Purchase of financial assets designated at fair value through profit
or loss (27,358,570) (22,809,149)
Proceeds from sale of financial assets designated at fair value
through profit or loss 23,148,197 41,904,688
Changes in working capital
Decrease in other receivables 81,008 10,279
Decrease in amounts due from brokers 158,381 -
Increase in manager's fees payable 109,233 92,146
Decrease in other payables and accrued expenses (128,453) (11,644)
Decrease in amounts due to brokers (354,957) (180,322)
Net cash (outflow)/inflow from operating activities (4,888,054) 18,544,398
----------------------------------------------------------------------- --------------------- ----------------------
Cash outflow from financing activities
Cancellation of shares (813,750) (6,161,989)
-----------------------------------------------------------------------
Net cash outflow from financing activities (813,750) (6,161,989)
----------------------------------------------------------------------- --------------------- ----------------------
Net (decrease)/increase in cash and cash equivalents in the period (5,701,804) 12,382,409
----------------------------------------------------------------------- --------------------- ----------------------
Cash and cash equivalents at the beginning of the period 19,514,960 992,864
Effect of exchange rate fluctuations on cash and cash equivalents 1,736 (64,265)
Cash and cash equivalents at the end of period 13,814,892 13,311,008
----------------------------------------------------------------------- --------------------- ----------------------
The accompanying notes form an integral part of these financial
statements.
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
1. General information
The Company was registered in Guernsey on 2 December 1994 and
commenced activities on 3 March 1995. The Company was listed on the
London Stock Exchange on 3 March 1995.
The Company is a Guernsey Authorised Closed-Ended Investment
Scheme and is subject to the Authorised Closed-Ended Investment
Scheme Rules 2008.
The investment activities of the Company are managed by the
Investment Manager and the administration of the Company is
delegated to BNP Paribas Securities Services S.C.A., Guernsey
Branch ('the Administrator').
Legislation in Guernsey governing the preparation and
dissemination of financial statements may differ from legislation
in other jurisdictions.
2. Accounting policies
The Annual Report and Financial Statements is prepared in
accordance with the Disclosure and Transparency Rules of the FCA
and with International Financial Reporting Standards (IFRS) as
adopted by the European Union which comprise standards and
interpretations approved by the International Accounting Standards
Board (IASB), and interpretations issued by the International
Accounting Standards and Standing Interpretations Committee as
approved by the International Accounting Standards Committee (IASC)
which remain in effect. The Half Yearly Financial Report has been
prepared in accordance with International Accounting Standards
(IAS) 34 - 'Interim Financial Reporting'. They have also been
prepared using the same accounting policies applied for the year
ended 31 March 2016 Annual Report and Financial Statements, which
was prepared in accordance with IFRS.
The Half Yearly Financial Report has been prepared under a going
concern basis. After reviewing the Company's budget and cash flow
forecast for the next financial period, the Directors are satisfied
that, at the time of approving the financial statements, it is
appropriate to adopt the going concern basis in preparing the
financial statements.
There have been no changes in accounting policies during the
period. The accounting policies in respect of financial instruments
are set out below at 2.3 due to the significance of financial
instruments to the Company.
2.1 Use of judgements and estimates
In preparing these interim financial statements, management has
made judgements, estimates and assumptions that affect the
application of accounting policies and the reported amounts of
assets and liabilities, income and expenses. Actual results may
differ from these estimates.
The significant judgements made by management in applying the
Company accounting policies and the key sources of estimation
uncertainty were the same as those applied to for the year ended 31
March 2016 Annual Report and Financial Statements.
2.2 Segment reporting
The Directors view the operations of the Company as one
operating segment, being the investment business. All significant
operating decisions are based upon analysis of the Company's
investments as one segment. The financial results from this segment
are equivalent to the financial results of the Company as a whole,
which are evaluated regularly by the chief operating decision-maker
(the Board with insight from the Investment Manager).
2.3 Financial instruments
Financial Assets
a) Classification
The Company classifies its investments as financial assets
designated at fair value through profit or loss. These are
financial instruments held for investment purposes. Financial
assets also include cash and cash equivalents, amounts due from
brokers, dividends and interest receivable and other receivables
which are measured at amortised cost using the effective interest
rate method.
Financial assets designated at fair value through profit or loss
at inception
Financial assets designated at fair value through profit or loss
at inception are financial instruments that are not classified as
held for trading but are managed, and their performance is
evaluated on a fair value basis in accordance with the Company's
documented investment strategy.
The Company's policy requires the Investment Manager and the
Board of Directors to evaluate the information about these
financial assets on a fair value basis together with other related
financial information.
b) Recognition, measurement and derecognition
Purchases and sales of investments are recognised on the trade
date - the date on which the Company commits to purchase or sell
the investment. Financial assets designated at fair value through
profit or loss are measured initially at fair value. Transaction
costs are expensed as incurred and movements in fair value are
recorded in the Condensed Statement of Comprehensive Income.
Subsequent to initial recognition, all financial assets designated
at fair value through profit or loss are measured at fair
value.
Financial assets are derecognised when the rights to receive
cash flows from the investments have expired or the Company has
transferred substantially all risks and rewards of ownership.
c) Fair value estimation and valuation process
Fair value is the price that would be received to sell an asset
or paid to transfer a liability in an orderly transaction between
market participants at the measurement date.
As at 30 September, the Company held principally equity and
equity-related investments in small and mid-sized quoted and
unquoted companies in the United Kingdom and United States.
Listed investments have been valued at the bid market price
ruling at the statement of financial position date. In the absence
of the bid market price, the closing price has been taken, or, in
either case, if the market is closed on the financial reporting
date, the bid market or closing price on the preceding business
day.
The fair value of unlisted investments is derived in accordance
with the International Private Equity and Venture Capital (IPEV)
valuation guidelines. Their valuation includes all factors that
market participants would consider in setting a price. The primary
valuation techniques employed to value the unlisted investments are
earnings multiples, recent transactions and the net asset basis.
Cost is considered appropriate for early stage investments. The
relevance of this methodology can be eroded over time and in these
cases the carrying values will be adjusted to reflect fair
value.
The Directors are in ongoing communications with the Investment
Manager and hold meetings on a timely basis to discuss performance
of the investment portfolio and the valuation methodology and in
addition review monthly investment performance reports.
The estimated fair values may differ from the values that would
have been realised had a ready market existed and the difference
could be material.
The fair value of investments is reassessed on an ongoing basis
by the Board.
Financial liabilities
d) Classification
Amounts due to brokers represent payables for investments that
have been contracted for but not yet settled or delivered on 30
September 2016. Financial liabilities include other payables and
accrued expenses which are held at amortised cost using the
effective interest rate method.
e) Recognition, measurement and derecognition
Financial liabilities are recognised initially at fair value,
net of transaction costs incurred and are subsequently carried at
amortised cost using the effective interest rate method. Financial
liabilities are derecognised when the obligation specified in the
contract is discharged, cancelled or expires.
3. Investment income
Six months Six months
ended 30 September ended 30 September
2016 2015
(Unaudited) (Unaudited)
GBP GBP
Dividends 287,988 545,555
Other income - 2,600
------------------------- -------------------- --------------------
Total investment income 287,988 548,155
------------------------- -------------------- --------------------
4. Investment manager and investment advisory fee
Harwood Capital LLP, the Investment Manager and Investment
Adviser, is entitled to an annual fee of 1.25% on the first GBP15
million of the Net Asset Value of the Company, and 1% of any
excess, payable monthly in arrears. The agreement can be terminated
giving 12 months' notice or immediately should the Investment
Manager be placed into receivership or liquidation. The Investment
Manager is entitled to all the fees accrued and due up to the date
of such termination but is not entitled to compensation in respect
of any termination. Investment Manager and Investment Adviser fees
payable as at 30 September 2016: GBP202,867 (31 March 2016:
GBP93,634).
5. Supplementary management fee
The Investment Manager agreed to waive its right to exercise
management options to subscribe for Ordinary Shares in exchange for
a discretionary bonus (supplementary management fee).
As at approval of these condensed financial statements, no
recommendation was made in respect of the 2016 supplementary
management fee.
On 3 December 2015, a payment of GBP200,000 was recommended by
the Chairman in respect of the 2015 supplementary management fee.
This was approved by the Board of Directors and paid during
December 2015. The supplementary management fee is paid annually in
arrears.
6. Custodian fees
BNP Paribas Securities Services S.C.A., Guernsey Branch was
appointed as custodian on 1 April 2007 and is entitled to an annual
safekeeping fee based upon the value of investments held plus
transactions fees, subject to a minimum of GBP4,000 per annum.
Custodian fee payable as at 30 September 2016: GBP5,237 (31 March
2016: GBP24,042).
7. Administration fees
BNP Paribas Securities Services S.C.A., Guernsey Branch was
appointed as secretary and administrator on 1 April 2007 and is
entitled to an annual fee at a rate of 0.125% on the first GBP20
million, 0.10% on the next GBP20 million and 0.075% of any excess
of the Total Assets, subject to a minimum of GBP50,000 per annum.
Administration fee payable as at 30 September 2016: GBP16,780 (31
March 2016: GBP92,939).
8. Directors' fees, expenses and interests
With the exception of the Chairman, who is entitled to a fee of
GBP25,000 per annum, each Director is entitled to GBP18,000 per
annum from the Company. In addition, all Directors are entitled to
reimbursement of travel, hotel and other expenses incurred by them
in course of their duties relating to the Company.
The Company has no employees other than the Directors.
Directors' fees payable as at 30 September 2016 were GBP33,560 (31
March 2016: GBP37,750).
As at the date of approval of these condensed financial
statements, Christopher Mills, John Radziwill and John Grace held
Ordinary Shares in the Company. No other Director holds shares in
the Company.
No pension contributions were payable in respect of any of the
Directors (31 March 2016: GBPnil).
9. Financial assets designated at fair value through profit or loss
30 September 31 March
2016 2016
(Unaudited) (Audited)
GBP
Financial assets designated at fair
value through profit or loss 102,425,342 85,664,856
-------------------------------------- ------------- -----------
Investments are predominantly comprised of equity and
equity-related investments in small and mid-sized quoted and
unquoted companies in the United Kingdom and United States.
Fair value hierarchy
IFRS 13 'Fair Value Measurement' requires an analysis of
investments valued at fair value based on the reliability and
significance of information used to measure their fair value.
The Company categorises its financial assets according to the
following fair value hierarchy detailed in IFRS 13, that reflects
the significance of the inputs used in determining their fair
values;
Level 1: Quoted market price (unadjusted) in an active market
for an identical instrument.
Level 2: Valuation techniques based on observable inputs, either
directly (i.e., as prices) or indirectly (i.e., derived from
prices). This category includes instruments valued using: quoted
market prices in active markets for similar instruments; quoted
prices for identical or similar instruments in markets that are
considered less than active; or other valuation techniques where
all significant inputs are directly or indirectly observable from
market data.
Level 3: Valuation techniques using significant unobservable
inputs. This category includes all instruments where the valuation
technique includes inputs not based on observable data and the
unobservable variable inputs have a significant effect on the
instrument's valuation. This category includes instruments that are
valued based on quoted prices for similar instruments where
significant unobservable adjustments or assumptions are required to
reflect differences between the instruments.
30 September
2016
Level 1 Level 2 Level 3 Total
(Unaudited) (Unaudited) (Unaudited) (Unaudited)
GBP GBP GBP GBP
Financial assets
------------------------------- ------------ ------------ ------------ -------------
Financial assets designated
at fair value through profit
and loss 96,664,632 - 5,760,710 102,425,342
------------------------------- ------------ ------------ ------------ -------------
31 March
2016
Level 1 Level 2 Level 3 Total
(Audited) (Audited) (Audited) (Audited)
GBP GBP GBP GBP
Financial assets
------------------------------- ----------- ---------- ---------- -----------
Financial assets designated
at fair value through profit
and loss 80,598,581 - 5,066,275 85,664,856
------------------------------- ----------- ---------- ---------- -----------
The following table shows a reconciliation of all movements in
the fair value of financial instruments categorised within Level 3
between the beginning and the end of the reporting period.
30 September
2016
Level 1 Level 2 Level 3 Total
(Unaudited) (Unaudited) (Unaudited) (Unaudited)
GBP GBP GBP GBP
------------------------------ ------------- ------------- ------------- -------------
Opening valuation 80,598,581 - 5,066,275 85,664,856
------------------------------ ------------- ------------- ------------- -------------
Movements in the period:
Purchases during the year 27,358,570 - - 27,358,570
Sales - proceeds during
the year (23,750,858) - 602,661 (23,148,197)
Realised gain on financial
assets designated at fair
value through profit or
loss 5,419,582 - 403,980 5,823,562
Unrealised gain on financial
assets designated at fair
value through profit or
loss 7,038,718 - (312,167) 6,726,551
Transfers into/(out of)
level 3 39 - (39) -
Closing valuation 96,664,632 - 5,760,710 102,425,342
Total change in unrealised
gains on financial assets
for the period ended 30
September 2016 7,038,718 - (312,165) 6,726,551
------------------------------ ------------- ------------- ------------- -------------
During the period ended 30 September 2016, there was one
transfer from level 3 to level 1.
31 March
2016
Level 1 Level 2 Level 3 Total
(Audited) (Audited) (Audited) (Audited)
GBP GBP GBP GBP
------------------------------ ------------- ----------- ------------ -------------
Opening valuation 83,348,998 - 9,068,055 92,417,053
------------------------------ ------------- ----------- ------------ -------------
Movements in the year: -
Purchases during the year 43,109,865 - 250,000 43,359,865
Sales - proceeds during
the year (60,777,109) - (8,459,488) (69,236,597)
Realised gain on financial
assets designated at fair
value through profit or
loss 11,169,182 - 8,455,850 19,625,032
Unrealised gain on financial
assets designated at fair
value through profit or
loss 6,114,397 - (6,614,894) (500,497)
Transfers into/(out of)
level 3 (2,366,752) - 2,366,752 -
Closing valuation 80,598,581 - 5,066,275 85,664,856
Total change in unrealised
gains on financial assets
for the year ended 31 March
2016 6,114,397 - (6,614,894) (500,497)
------------------------------ ------------- ----------- ------------ -------------
During the year ended 31 March 2016, there were two transfers
from level 1 to level 3; one resulting from a de-listing and the
other from acquisition by a non-listed entity.
Transfers between levels are determined based on changes to the
significant inputs used in the fair value estimation. The directors
have selected an accounting policy to apply transfers between
levels in the fair value hierarchy at the beginning of the relevant
reporting period.
Quantitative information of significant unobservable inputs -
Level 3
The table below sets out information about significant
unobservable inputs used at 30 September 2016 in measuring
financial instruments categorised as Level 3 in fair value
hierarchy.
Fair Value
at 30 September
2016
(Unaudited)
Sensitivity to
Unobservable changes in significant
Valuation Method GBP inputs Factor unobservable inputs
--------------------- ----------------- ------------- ------- ------------------------
The estimated fair
value would increase
if:
Comparative Company Earnings - the Earnings
Multiples 1,008,819 multiple 4.1x multiple was increased
--------------------- ----------------- ------------- ------- ------------------------
The table below sets out information about significant
unobservable inputs used at 31 March 2016 in measuring financial
instruments categorised as Level 3 in fair value hierarchy.
Fair Value
at 31 March Sensitivity to
2016 (Audited) Unobservable changes in significant
Valuation Method GBP inputs Factor unobservable inputs
--------------------- ---------------- ------------- ------- ------------------------
The estimated fair
value would increase
if:
Comparative Company Earnings - the Earnings
Multiples 598,566 multiple 4.0x multiple was increased
--------------------- ---------------- ------------- ------- ------------------------
The rest of the investments classified as level 3 have not been
included in the above analysis as they have either a fair value
that either approximates a recent transaction price or is cash held
in escrow pending the outcome of certain post sale conditions (i.e.
warranties).
Although the Company believes that its estimates of fair value
are appropriate, the use of different methodologies or assumptions
could lead to different measurements of fair value. For fair value
measurements in Level 3, changing one or more of the assumptions
used to reasonably possible alternative assumptions would have the
following effects on the net assets attributable to the
shareholders.
Sensitivity analysis to significant changes in unobservable
inputs within Level 3 hierarchy - Level 3
As at 30 September 2016 (Unaudited)
Valuation Method Input Sensitivity used GBP
------------------------------- ---------- ------------------ ------------------
Comparative Company Multiples Multiple +/-10% (4.5/3.7) 307,586/(307,586)
------------------------------- ---------- ------------------ ------------------
As at 31 March 2016 (Audited)
Valuation Method Input Sensitivity used GBP
------------------------------- ---------- ------------------ ------------------
Comparative Company Multiples Multiple +/-10% (4.4/3.6) 258,580/(258,580)
------------------------------- ---------- ------------------ ------------------
Please refer to note 2.3 for valuation methodology of financial
assets designated at fair value through profit or loss.
10. Other receivables
30 September 31 March
2016 2016
(Unaudited) (Audited)
GBP GBP
Dividend receivable 9,067 90,000
Prepayments 10,321 10,396
Total other receivables 19,388 100,396
--------------------------- ------------- ----------
11. Contingent liabilities and commitments
As at 30 September 2016, the Company had no contingent
liabilities or commitments (31 March 2016: nil).
12. Share Capital
Authorised share capital
Number of
Shares GBP
Authorised:
------------------------ ----------- -----------
Ordinary shares of 50p
each 90,000,000 45,000,000
-------------------------- ----------- -----------
Ordinary Shares Issued - 1 April 2016 to 30 September 2016
Number of Share Capital
Ordinary Shares of 50p each Shares GBP
-------------------------------- ----------- --------------
At 1 April 2016 15,192,125 50,289,346
-------------------------------- ----------- --------------
Cancellation of shares (138,000) (69,000)
-------------------------------- ----------- --------------
At 30 September 2016 15,054,125 50,220,346
-------------------------------- ----------- --------------
Ordinary Shares Issued - 1 April 2015 to 31 March 2016
Number of Share Capital
Ordinary Shares of 50p each Shares GBP
-------------------------------- ------------ --------------
At 1 April 2015 16,371,611 50,879,089
-------------------------------- ------------ --------------
Cancellation of shares (1,179,486) (589,743)
-------------------------------- ------------ --------------
At 31 March 2016 15,192,125 50,289,346
-------------------------------- ------------ --------------
Rights attributable to Ordinary Shares
In a winding-up, the holders of Ordinary Shares are entitled to
the repayment of the nominal amount paid up on their shares. In
addition, they have the right to receive surplus assets available
for distribution. The shares confer the right to dividends, and at
general meetings, on a poll, confer the right to one vote in
respect of each Ordinary Share held.
Share buybacks
In accordance with section 315 of The Companies (Guernsey) Law
2008, (as amended) (the "Law"), the Company has been granted
authority to make one or more market acquisitions (as defined in
section 316 of the Law, of Ordinary Shares of 50 pence each in the
capital of the Company ("Ordinary Shares") on such terms and in
such manner as the Directors of the Company may from time to time
determine, provided that:
a) the maximum aggregate number of Ordinary Shares authorised to
be acquired does not exceed 10% of the issued Ordinary Share
capital of the Company on the date the shareholders' resolution is
passed;
b) the minimum price (exclusive of expenses) payable by the
Company for each Ordinary Share is 50 pence and the maximum price
payable by the Company for each Ordinary Share is an amount equal
to 105% of the average of the middle market quotations for an
Ordinary Share as derived from The London Stock Exchange Daily
Official List for the five business days immediately preceding the
day on which that Ordinary Share is purchased and that stipulated
by Article 5(1) of the Buy-back and Stabilisation Regulation being
the higher of the price of the last independent trade and the
highest current independent bid available in the market;
c) subject to paragraph (d), this authority shall expire (unless
previously renewed or revoked) at the earlier of the conclusion of
the next annual general meeting of the Company or on the date which
is 18 months from the date of the previous shareholders'
resolution;
d) notwithstanding paragraph (c), the Company may make a
contract to purchase Ordinary Shares under the authority from the
shareholders' before its expiry which will or may be executed
wholly or partly after the expiry of the authority and may make a
purchase of Ordinary Shares in pursuance of any such contract after
such expiry; and
e) the price payable for any Ordinary Shares so purchased may be
paid by the Company to the fullest extent permitted by the
Companies Law.
A renewal of the authority to make purchases of the Company's
own Ordinary Shares will be sought from existing shareholders at
each annual general meeting of the Company.
Between 1 April 2016 and 30 September 2016, the Company carried
out three share buybacks, resulting in a total reduction of 138,000
shares for a cost of GBP813,750. These shares were subsequently
cancelled.
Between 1 April 2015 and 31 March 2016, the Company carried out
6 share buybacks, resulting in a total reduction of 1,179,486
shares for a cost of GBP6,161,989. These shares were subsequently
cancelled.
13. Reconciliation of the net asset value to published net asset
value
30 September 2016 31 March 2016
(Unaudited) (Audited)
Ordinary Shares NAV NAV per NAV NAV per
GBP share GBP share
GBP GBP
Published net asset value 117,705,824 7.8200 106,402,946 7.0000
Unrealised loss on revaluation
of investments at bid / mid
price(1) (1,793,139) (0.1200) (1,685,469) (0.1100)
-------------------------------- -------------- ----------- -------------- -----------
Net Asset Value attributable
to Shareholders 115,912,685 7.7000 104,717,477 6.8900
-------------------------------- -------------- ----------- -------------- -----------
(1) In accordance with IFRSs, as adopted by the European Union,
the Company's long investments have been valued at bid price in the
condensed financial statements. However, in accordance with the
Company's principal documents the Net Asset Value reported each
month reflects the investments being valued at the closing, last or
mid-market (as the Directors in all circumstances consider
appropriate) price as notified to the Company on the valuation day
by a member of the stock exchange concerned. Certain investments
remain at fair value as determined in good faith by the
Directors.
14. Basic and diluted earnings per Ordinary Share
Six months Six months
ended 30 ended 30
September September
2016 2015
(Unaudited) (Unaudited)
GBP GBP
Total comprehensive income for the
period 12,008,958 12,974,376
Weighted average number of shares
during the period 15,116,835 16,023,698
Basic and diluted earnings
per share 0.7944 0.8097
15. Net Asset Value per Ordinary Share
30 September 31 March
2016 2016
(Unaudited) (Audited)
GBP GBP
Net asset value 115,912,685 104,717,477
Number of shares at period/year
end 15,054,125 15,192,125
Net asset value per share 7.6997 6.8929
16. Related Parties
All transactions with related parties are carried out at arm's
length and the prices reflect the prevailing fair market value of
the assets on the date of the transaction.
The Investment Adviser is considered to be a related party. The
fees paid are included in the Statement of Comprehensive Income and
further detailed in notes 4 and 5.
The Directors are also considered to be related parties and
their fees are disclosed in the Statement of Comprehensive Income.
At 30 September 2016, GBP33,560 (31 March 2016: GBP37,750) included
in other accruals and payables was payable to the Directors.
Christopher Mills is a Director and shareholder of Oryx
International Growth Fund Limited. He is also a Partner and the
Chief Executive of Harwood Capital LLP, the Company's Investment
Manager and Investment Adviser and Chief Investment Officer of
North Atlantic Smaller Companies Investment Trust plc "NASCIT",
which is a substantial shareholder of Oryx.
Rupert Evans is a consultant to the law firm Mourant Ozannes,
the legal adviser to the Company. The Company neither paid fees to
Mourant Ozannes during the period, nor had any dues outstanding at
the Statement of Financial Position date (2015: GBPnil).
As at 30 September 2016, the Company held 2,350,000 shares in
Harwood Wealth Management Group valued at GBP2,867,000. The Company
considers Harwood Wealth Management Group a related party as Mr
Christopher Mills, a non-executive director of Harwood Wealth
Management Group, is also a member of key management personnel of
the Company.
Sidney Cabessa is a Director of Harwood Capital Management
Limited, the parent company of Harwood Capital LLP. No fees were
paid or are payable to Harwood Capital Management Limited.
17. Subsequent events
Management has evaluated subsequent events for the Company
through 12 December 2016, the date the financial statements were
available to be issued, and had concluded there are not any
material events that require disclosure or adjustment of the
financial statements.
COMPANY INFORMATION
Registered Office
BNP Paribas House, St Julian's Avenue, St Peter Port, Guernsey,
GY1 1WA
Investment Manager and Investment Adviser
Harwood Capital LLP
6 Stratton Street, Mayfair, London, W1J 8LD
Custodian
BNP Paribas Securities Services S.C.A., Guernsey Branch
P.O. Box 482, BNP Paribas House, St Julian's Avenue,
St Peter Port, Guernsey, Channel Islands, GY1 1WA
Secretary and Administrator
BNP Paribas Securities Services S.C.A., Guernsey Branch
P.O. Box 482, BNP Paribas House, St Julian's Avenue,
St Peter Port, Guernsey, Channel Islands, GY1 1WA
Registrars
Capita Registrars (Guernsey) Limited
PO Box 627, St Sampson, Guernsey, GY1 4PP
Stockbroker
Winterflood Securities Limited
The Atrium Building
Cannon Bridge House
25 Dowgate Hill
London
EC4R 2GA
Independent Auditors
KPMG Channel Islands Limited
Glategny Court, Glategny Esplanade, St Peter Port, Guernsey, GY1
1WR
Legal Advisors
To the Company as to Guernsey
law:
Mourant Ozannes
1, Le Marchant Street, St
Peter Port,
Guernsey, Channel Islands,
GY1 4HP
To the Company as to English
law:
Bircham Dyson Bell
50 Broadway
London, SW1H 0BL
Website
www.oryxinternationalgrowthfund.co.uk
Enquiries:
Sarah Hendry
BNP Paribas Securities Services SCA, Guernsey Branch
Tel: 01481 750822
A copy of the Company's Half Yearly Financial Report will be
available shortly from the Company Secretary, BNP Paribas
Securities Services S.C.A., Guernsey Branch at BNP Paribas House,
St Julian's Avenue, St Peter Port, Guernsey, GY1 1WA, or on the
Company's website (www.oryxinternationalgrowthfund.co.uk).
Neither the contents of the Company's website nor the contents
of any website accessible from hyperlinks on the Company's website
(or any other website) is incorporated into, or forms part of, this
announcement.
This information is provided by RNS
The company news service from the London Stock Exchange
END
IR BUBDDSUBBGLD
(END) Dow Jones Newswires
December 13, 2016 02:00 ET (07:00 GMT)
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