TIDMOIG
RNS Number : 2598I
Oryx International Growth Fund Ld
10 December 2020
10 December 2020
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 2020
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
PERFORMANCE SUMMARY AND DIVID HISTORY
Performance Summary
At 30 September At 31 March
2020 2020
(GBP in millions, except per share data
and the number of Ordinary Shares in
issue)
Number of Ordinary Shares in issue 14,052,125 14,192,125
Net Asset Value ("NAV") attributable
to shareholders
- Ordinary Shares 172.17 124.87
Investments 160.57 117.27
Cash and cash equivalents 11.67 7.74
NAV per share attributable to shareholders
- Ordinary Shares 12.25 8.80
Share Price 10.20 6.70
Discount to NAV 16.73% 23.86%
Earnings/(loss) per share (1) 3.44 (0.60)
Dividend history
No Ordinary Share dividend was declared during the period.
(1) - The earnings per share of GBP3.44 relates to the six month
period from 1 April 2020 to 30 September 2020 whereas loss per
share of (GBP0.60) relates to the financial year from 1 April 2019
to 31 March 2020.
CHAIRMAN'S STATEMENT
I am pleased to report another excellent set of results for the
period ended 30 September 2020. As was prefaced in the Chairman's
statement accompanying the Annual Report, we had seen a substantial
recovery from the lows of March, I am therefore pleased to report
that the Net Asset Value per share rose by 39.20%.
As you will see from the Manager's report set out below, there
were notable successes during the period and encouragingly only two
companies required support as a consequence of the effects of the
Covid-19 crisis. This, once again, reflects the skills of the team
at Harwood Capital led by Christopher Mills to invest in companies
where they see opportunities for value creation through active
management and, when appropriate, realisation of capital gains, but
at the same time ensuring that the companies have strong balance
sheets to underpin their business models.
In line with the Company's stated policy, no dividend will be
paid.
We remain confident that the portfolio will continue to provide
opportunity for growth even in these exceptional and volatile
times.
Nigel Cayzer
Chairman
10 December 2020
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 2020. It should be read in conjunction with the
Chairman's Statement and the Investment Adviser'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 was Harwood
Capital Management (Gibraltar) Limited (the "Investment Manager"
and the "Investment Adviser") during the six month period ended 30
September 2020.
Harwood Capital Management (Gibraltar) Limited is an authorised
manager by the Gibraltar Financial Services Commission as a small
scheme funds to manage Alternative Investment Funds under the
Alternative Investment Managers Regulations 2013.
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 seven non-executive Directors, five of whom
are independent: Nigel Cayzer (Chairman), Walid Chatila, Rupert
Evans, John Grace and John Radziwill. Information on each Director
is presented below.
Christopher Mills is a Partner and Chief Executive Officer of
the Investment Manager and Investment Adviser. Harwood Capital
Management (Gibraltar) Limited is entitled to fees as detailed in
notes 3 and 4. 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 of which Sidney Cabessa is a Director.
Information on the Directors' remuneration is detailed in note
7. 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's
Ordinary Shares
------------------- -------------------------------------
Christopher Mills 350,000
------------------- -------------------------------------
John Grace (1) 130,000
346,607
------------------- -------------------------------------
(1) John Grace holds a beneficial interest of 130,000 Ordinary
Shares and 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 Directors have carried out a robust assessment of
the principal risks facing the Company including those which would
threaten its business model, future performance, solvency or
liquidity. The Board looks at the following risk factors as listed
below:
-- Investment activity and performance
-- Level of discount or premium
-- Market price risk
-- Covid-19 (as an emerging risk)
Information on these risks and how they are managed is given in
the Annual Report and Financial Statements for the year ended 31
March 2020. In the view of the Board, these principal risks and
uncertainties were applicable to the six months under review and
are not expected to change for the remaining six months of the
financial year.
Events after the reporting date
There were no events after the reporting period.
Going conc ern
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 this Half-Yearly Financial Report.
The Directors have considered the Company's investment objective
and risk management policy, its assets and the expected income and
return from its investments while factoring in the current economic
conditions caused by the outbreak of Covid-19. The Directors are of
the opinion that the Company is able to meet its liabilities and
ongoing expenses as they fall due and they have a reasonable
expectation that the Company has adequate resources to continue in
operational existence for the foreseeable future. Accordingly,
these condensed financial statements have been prepared on a going
concern basis and the Directors believe it is appropriate to
continue to adopt this basis for a period of at least 12 months
from the date of approval of these condensed financial
statements.
Under Article 51 of the Articles of Incorporation, the Directors
shall give due notice of and propose or cause to be proposed a
special resolution that the Company be wound up at the Annual
General Meeting ("AGM") of the Company every two years. The next
notice will be given in the 2021 AGM documents where the Board will
recommend that shareholders vote against resolution. The Directors,
based on discussions with the Company's most significant
shareholder, have a reasonable expectation that the special
resolution outlined in Article 51 of the Articles of Incorporation
and under "Life of the Company" will not be passed at the AGM in
2021.
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's and Investment Adviser's
resources are appropriate to properly manage the Company's
portfolio in the current and anticipated investment
environment.
Refer to the Investment Adviser'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
Directors
All Directors are non-executive.
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.
Sidney Cabessa
French
Sidney Cabessa is also a Director of Club-Sagem and
Mercator/Nature et découvertes. He 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. He has previously been Senior Adviser with Rothschild
and Co (2012 to 2017); and is now Senior Adviser at Essling
Capital. He is also a Director of Harwood Capital Management
Limited.
Walid Chatila
Canadian
Walid Chatila is a retired Certified Public Accountant (Texas
1984) and a Certified Professional Accountant (Ontario 1991). His
career includes international audit and special assignment
experience mostly in financial services in the Middle East and
North America from 1983 to 1993. A resident of Abu Dhabi, United
Arab Emirates, since 1993, he was the Finance Director of Emirates
Holdings from 1994 to 2006, and between 2006 and 2011, he assumed
the role of General Manager of Al Nowais Investment LLC. He was
also the General Manager of Arab Development Establishment until
June 2017.
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 StoneX Group Inc.
(known as INTL FCStone Inc. up to 5 July 2020), Goldcrown Group
Limited, Fourth Street Capital Ltd, Fifth Street Capital Ltd and
Netsurion Ltd. 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. He 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. He graduated from Georgetown University. He 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 ADVISER'S REPORT
It is pleasing to note that the Company has had another
successful period of performance, following a difficult start to
2020 with the damage done to the economy by Covid-19. The net asset
value per share rose by 39.20% which compares very favourably with
a significantly smaller increase in the appropriate indices during
the six month period under review.
Quoted equities:
The rise in net asset value was positively impacted by gains in
every one of the top ten holdings. EKF Diagnostics (+136.00%) was
the most notable contributor, having introduced its PrimeStore MTM
product into the market to provide a unique solution in Covid-19
test transportation. Renalytix soared 95.24% and listed on NASDAQ
over the period, as its KidneyIntelX launched at Mt Sinai.
Redcentric (+63.92%) resolved legacy issues over the period and we
believe it is now well positioned to realise its potential.
The principal disappointment in the interim was Stobart Group,
which faced substantial disruption to operations due to Covid-19,
most notably at its Southend Airport. The group has raised GBP100
million from the market to fund operations in the medium term and
should have ample capital for the next 12 months. It should be
noted that Stobart Group received an investment proposal from a
third party in March, valuing Southend airport at a higher amount,
which was ultimately withdrawn with the uncertainty generated by
the global pandemic.
Unquoted equities:
Tradewise
The company was further written down as past trading remains
difficult, although this year has benefitted from the lockdown
which has prevented motorists from driving.
Finally, it is pleasing to note that Source Bioscience has
recently gone public at a significant premium to the valuation.
Outlook:
We have continued to support our existing holdings through the
turbulent interim period although we were fortunate that only two
required cash funding. Covid-19 remains a current and future global
socio-economic issue that will continue to create volatility in the
markets. The expected change in policies from the incoming US
President and Brexit negotiations adds further uncertainty.
The diversification of holdings in the portfolio has provided
stability in a difficult time and we are hopeful that there are
sufficient catalysts in the companies that we own to create further
growth in the underlying Net Asset Value of the fund over the
balance of the year.
Harwood Capital Management (Gibraltar) Limited
10 December 2020
TEN LARGEST HOLDINGS
As at 30 September 2020
EKF Diagnostics Holdings plc
EKF Diagnostics is a global integrated market leader in the
medical diagnostics business, offering a large range of haemoglobin
and haematocrit analysers. The company focuses on diagnostics for
the Point of Care market, demonstrating a way to make blood and
anaemia screening more accessible and affordable. The business also
has a clinical laboratory division where its liquid reagents can be
used widely in analysers found in hospital laboratories.
Management upgraded forecasts several times over the interim
period as demand for its Primestore MTM device generated
significant sales. Public Health England recently approved the use
of Primestore MTM as the best commercially available device to
transport a virus, which has led to further sales in the UK.
Augean plc
Augean is the market leader specializing in hazardous waste
management practices and provides waste management solutions across
the United Kingdom. The group is strategically positioned to
provide compliance and commercial solutions operated through five
business units: Energy & Construction, Radioactive Waste
Services, Industry and Infrastructure, Augean Integrated Services
and Augean North Sea Services.
The group was negatively impacted by Covid-19 related lockdown
measures and reduced activity levels in its North Sea services
business due to the low price of oil. Despite a reduction in profit
before tax to GBP8.5m, the group was able to generate GBP10.5
million of cash in the first half of the year, reducing net debt to
GBP3.3 million. The tax tribunal hearings for the recovery of circa
GBP50 million continue, of which GBP1.6 million was recently
received. Management remain confident that all landfill tax has
been appropriately collected and paid and will continue to pursue
additional repayment from HMRC.
Redcentric PLC
The company is a leading UK IT managed services business that
provides IT and cloud services to meet its customers and clients'
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.
Redcentric raised gross proceeds of GBP5.8 million in June and
resolved the four-year dispute with the FCA that had been
depressing the value of the shares. Management have continued to
reduce the cost base while improving the group's infrastructure,
allowing EBIT margin to improve by 330 basis points and deliver a
6% free cash flow yield. We anticipate significant mergers and
acquisitions in a consolidating industry and view the company as a
likely target to be acquired by a larger competitor.
Renalytix AI Plc
Renalytix AI plc was spun out of EKF Diagnostics in 2018. The
company manufactures artificial intelligence-enabled diagnostics
for kidney disease, serving patients on a global scale. The company
recently announced the completion of a joint venture with AKESOgen,
an industry leading commercial laboratory facility and provider of
clinical trial precision medicine services. The partnership will
allow RenalytixAI to immediately scale operations to support
additional partnerships without incurring additional fixed
overheads. The business has a strong management team and is
supported by the Icahn School of Medicine at Mt Sinai.
The KidneyIntelX product has now launched at Mt Sinai and
management is focused on building out the platform, winning
national reimbursement and driving test adoption. The company may
be able to achieve Medicare coverage under new proposed rules as
early as H1 2021, which would provide significant upside to the
business. The company has a healthy balance sheet, with $13.3
million of cash providing ample liquidity for future operating
costs. Renalytix's Kantaro Quantitative antibody test kits for
Covid-19 are now approved for distribution in the EU and a decision
should be made in the US in the coming weeks. This development is
welcome news and will provide an alternative stream of income for
the company.
Circassia Group PLC
Circassia is a commercial-stage specialty pharmaceutical company
focused on respiratory diseases. Its core NIOX product provides a
diagnostic FeNO test in asthma. The company is targeting GBP6.7m of
cost savings in 2020 and intends to expand into new territories and
leverage its commercial infrastructure to broaden its products
range.
Ian Johnson has been installed as the group's Executive Chairman
and has taken immediate steps to streamline the business. After a
strategic review, the board terminated the development and
commercialization agreement with AstraZeneca for the Turdoza and
Duaklir products. This transforms Circassia into a pure diagnostics
company centered on its NIOX platform and removes the outstanding
debt and accrued interest of $150m it had owed to AstraZeneca. The
company has had a challenging year due to Covid-19 restrictions but
NIOX sales have begun to recover and the reduced cost base will
generate positive EBITDA if next year's NIOX sales match those of
2019. The balance sheet is stable, with net cash of GBP9.6 million
more than sufficient for the next 12 months.
Bigblu Broadband Plc
Bigblu Broadband operates as a leading global telecommunication
offering very fast broadband to rural communities, which
traditional broadband providers cannot deliver. The company has
established a strong position as an alternative and rural broadband
provider across multiple geographies using satellite, fixed
wireless and 4G/5G technologies. Organic growth is expected to
accelerate, while increased scale and further integration of
previous acquisitions should lead to improved margins and cash
generation. A recent partnership with Eutelsat will boost
subscriber growth as the company expands its sales network.
The company had a solid performance in the first half of the
year, growing organic revenue by 7% and maintaining EBITDA
estimates of GBP6.2 million for the year, which management believe
is conservative. In July, the company sold its UK and European
satellite operations to Eutelsat at a 50% premium to the price it
paid for the assets. The company is well positioned to win new
contracts in its UK Quickline business, with the UK government
committing GBP5 billion of funding to this market.
Tribal Group Plc
Tribal Group is a provider of technology products and services
to the education, learning and training markets in the UK and
overseas. It is active in administrative functions in three fields:
student management services, professional services & analytics
and quality assurance.
The company delivered a strong first half despite the ongoing
Covid-19 restrictions at schools. Education services suffered, with
sales dropping 17%, but this is revenue delayed rather than lost so
of minor concern. The other parts of the business performed well,
benefitting from high recurring revenues and new customer wins.
Gleeson (M.J.) Group Plc
Gleeson Group operates two divisions, Gleeson Homes and Gleeson
Strategic Land. Gleeson Homes was hurt by the Covid-19 lockdown but
business has now resumed production with demand for affordable
housing among the Group's core northern customer base unabated.
Gleeson 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, with a strong future
pipeline.
The shares have underperformed relative to peers in recent
months, but demand has been resilient with two thirds of customers
falling into the 'key worker' category and Strategic Land moves
gradually back online as house builders become more active in the
market. The company has net cash of GBP16.8 million and remains on
track to deliver its target of 2000 units by 2020.
NAHL Group plc
Sureserve Group provides Compliance and Energy services to
customers in the outsourced public and regulated services sectors
in the UK. It is the market leader in social housing gas compliance
and its markets are driven by government policy.
The group had a resilient performance through Covid-19 and
generated GBP10.4m of cash in the year, to leave it with net cash
of GBP3.1 million net of VAT deferral. The order book has grown to
GBP375 million at the end of September from GBP325 million at the
end of May, providing evidence that the strategy is being
delivered.
Hargreaves Services plc
Hargreaves Services aims to deliver returns in two key asset
classes: infrastructure and the property sector. The business has
evolved from a traditional model of industrial services and
logistics to incorporate renewable energy, civil engineering, land
restoration and remediation. The company has developed a pipeline
of opportunities with a land bank of 18,000 acres across the UK,
which will have a mixed-use purpose of residential, commercial
property and industrial use.
The company has announced its intention to cease production of
coal and transition into a property and services business. Net
assets have a stated worth of circa GBP130m, offering significant
upside from current valuation and management have reinstated the
dividend to demonstrate the strength of the current balance sheet.
Hargreaves land was negatively impacted by Covid-19, which delayed
sales at the Blindwells site, but it is hoped that progress will be
made as the economy returns to a degree of normality.
STATEMENT OF DIRECTORS' 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 condensed financial statements contained within the
Half-Yearly Financial Report have been prepared in accordance with
IAS 34 "Interim Financial Reporting" and provides a fair, balanced
and understandable view of the affairs of the Company as at 30
September 2020, as required by the Financial Conduct Authority
("FCA") through the Disclosure Guidance and Transparency Rule
("DTR") 4.2.4R; and
-- the Chairman's Statement, the Investment Adviser's Report,
the Executive Summary and the notes to the condensed financial
statements include a fair view of the information required by:
1. DTR 4.2.7R, being an indication of important events that have
occurred during the six months ended 30 September 2020 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, being related party transactions that have taken
place during the six months ended 30 September 2020 and that have
materially affected the financial position or performance of the
Company during that period; and any changes in the related party
transactions from the annual report that could have a material
impact on the financial position or financial performance of the
Company in the first six months of the current financial year.
By order of the Board
Walid Chatila Rupert Evans
Director Director
10 December 2020 10 December 2020
CONDENSED STATEMENT OF COMPREHENSIVE INCOME
for the six months ended 30 September 2020
Six months ended Six months ended
30 September 2020 30 September 2019
(Unaudited) (Unaudited)
Notes GBP GBP
------------------------------------------------------ ------ ------------------- -------------------
Income
Dividends 113,848 955,376
Net realised gains/(losses) on investments 12,158,393 (616,682)
Unrealised gains on revaluation of investments 37,748,270 12,721,697
Net gains/(losses) on foreign currency translation 536 (22)
------------------------------------------------------ ------
Total income 50,021,047 13,060,369
------------------------------------------------------ ------ ------------------- -------------------
Expenses
Investment manager and adviser's fees 3 920,490 748,732
Transaction costs 81,169 26,340
Directors' fees and expenses 7 94,174 79,003
Audit fees 32,421 28,468
Administration fees 6 85,000 62,212
Legal and professional fees - 32,553
Registrar and transfer agent fees 12,527 10,248
Custodian fees 5 15,000 16,612
Insurance fees 3,126 2,819
Regulatory fees 5,958 7,709
Printing fees 14,937 27,055
Other expenses 34,654 28,185
------------------------------------------------------ ------ ------------------- -------------------
Total expenses 1,299,456 1,069,936
------------------------------------------------------ ------ ------------------- -------------------
Total profit for the period before taxation 48,721,591 11,990,433
------------------------------------------------------ ------ ------------------- -------------------
Withholding tax on dividends (9,637) (10,737)
------------------- -------------------
Profit and total comprehensive income for the period 48,711,954 11,979,696
------------------------------------------------------ ------ ------------------- -------------------
Earnings per Ordinary Share - basic and diluted 11 3.44 0.84
------------------------------------------------------ ------ ------------------- -------------------
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 condensed
financial statements.
CONDENSED STATEMENT OF FINANCIAL POSITION
as at 30 September 2020
30 September 2020 31 March 2020
Notes (Unaudited) (Audited)
GBP GBP
-------------------------------------------------------------------- -------- ------------------ ---------------
Non-current assets
Listed investments at fair value through profit or loss ( Cost -
GBP115,920,563 (31 March
2020 - GBP110,366,131)) 8 150,861,533 108,392,048
Unlisted investments at fair value through profit or loss ( Cost -
GBP6,208,719 (31 March
2020 - GBP6,208,720)) 8 9,708,005 8,874,788
--------------------------------------------------------------------- -------- ------------------ ---------------
160,569,538 117,266,836
-------------------------------------------------------------------- -------- ------------------ ---------------
Current assets
Cash and cash equivalents 11,671,889 7,743,607
Amounts due from brokers 100,473 314,075
Dividends receivable 141,725 118,500
Other receivables and prepayments 6,077 9,274
--------------------------------------------------------------------- -------- ------------------ ---------------
Total current assets 11,920,164 8,185,456
--------------------------------------------------------------------- -------- ------------------ ---------------
Total assets 172,489,702 125,452,292
--------------------------------------------------------------------- -------- ------------------ ---------------
Current liabilities
Other payables and accrued expenses (319,312) (577,452)
Amounts due to brokers - (2,404)
--------------------------------------------------------------------- -------- ---------------
Total current liabilities (319,312) (579,856)
--------------------------------------------------------------------- -------- ------------------ ---------------
Net assets 172,170,390 124,872,436
--------------------------------------------------------------------- -------- ------------------ ---------------
Shareholders' equity
Share capital 9 49,719,346 49,789,346
Capital redemption reserve 1,246,500 1,246,500
Other reserves 121,204,544 73,836,590
--------------------------------------------------------------------- -------- ------------------ ---------------
Total shareholders' equity 172,170,390 124,872,436
--------------------------------------------------------------------- -------- ------------------ ---------------
Net Asset Value per Ordinary Share - basic and diluted
10,12 GBP12.25 GBP8.80
--------------------------------------------------------------------- -------- ------------------ ---------------
The condensed financial statements were approved by the Board of
Directors on 10 December 2020 and are signed on its behalf by:
Walid Chatila Rupert Evans
Director Director
CONDENSED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
for the six months ended 30 September 2020 (Unaudited)
Capital
redemption
Share Capital reserve Other reserves Total
Note GBP GBP GBP GBP
--------------------------------- ----- -------------- ------------ --------------- ------------
Balance at 1 April 2020 49,789,346 1,246,500 73,836,590 124,872,436
--------------------------------- ----- -------------- ------------ --------------- ------------
Total comprehensive income
for the period - - 48,711,954 48,711,954
--------------------------------- ----- -------------- ------------ --------------- ------------
Transactions with owners,
recorded directly in equity
Contributions, redemptions
and
distributions to shareholders:
--------------------------------- ----- -------------- ------------ --------------- ------------
- Share repurchase 9 (70,000) (1,344,000) (1,414,000)
--------------------------------- ----- -------------- ------------ --------------- ------------
Balance at 30 September
2020 49,719,346 1,246,500 121,204,544 172,170,390
--------------------------------- ----- -------------- ------------ --------------- ------------
for the six months ended 30 September 2019 (Unaudited)
Capital
redemption
Share Capital reserve Other reserves Total
GBP GBP GBP GBP
---------------------------- -------------- ------------ --------------- ------------
Balance at 1 April 2019 49,789,346 1,246,500 82,290,052 133,325,898
----------------------------- -------------- ------------ --------------- ------------
Total comprehensive income
for the period - - 11,979,696 11,979,696
----------------------------- -------------- ------------ --------------- ------------
Balance at 30 September
2019 49,789,346 1,246,500 94,269,748 145,305,594
----------------------------- -------------- ------------ --------------- ------------
CONDENSED STATEMENT OF CASH FLOWS
for the six months ended 30 September 2020
Six months ended 30 September 2020 Six months ended 30 September 2019
GBP GBP
(Unaudited) (Unaudited)
----------------------------------------- ----------------------------------- -----------------------------------
Cash flow from operating activities
Profit for the period 48,711,954 11,979,696
Net realised (gains) /losses on
investments (12,158,393) 616,682
Unrealised gains on revaluation of
investments (37,748,270) (12,721,697)
Net (gains) /losses on foreign currency
translation (536) 22
Increase in dividends receivable (23,225) (44,870)
Decrease/(increase) in other receivables
and prepayments 3,197 (83,438)
Decrease in amounts due from brokers 213,602 -
(Decrease)/increase other payables and
accrued expenses (258,140) 5,643
(Decrease)/increase other payables and
accrued expenses (2,404) 118,364
Purchase of investments (24,555,029) (13,188,427)
Sale of investments 31,158,990 7,500,973
Net cash inflow/(outflow) from operating
activities 5,341,746 (5,817,052)
------------------------------------------ ----------------------------------- -----------------------------------
Cash flow from financing activities
Share repurchase (1,414,000) -
----------------------------------------- ----------------------------------- -----------------------------------
Net cash outflow from financing (1,414,000) -
activities
----------------------------------------- ----------------------------------- -----------------------------------
Net increase/(decrease) in cash and cash
equivalents in the period 3,927,746 (5,817,052)
------------------------------------------ ----------------------------------- -----------------------------------
Cash and cash equivalents at the
beginning of the period 7,743,607 7,934,548
Effect of exchange rate fluctuations on
cash and cash equivalents 536 (22)
Cash and cash equivalents at the end of
period 11,671,889 2,117,474
------------------------------------------ ----------------------------------- -----------------------------------
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 (the "Annual Report")
are prepared in accordance with International Financial Reporting
Standards ("IFRS") as adopted by the European Union which comprise
standards and interpretations approved by the International
Accounting Standards Board, and International Accounting Standards
and Standing Interpretations Committee as approved by the
International Accounting Standards Committee which remain in
effect. The Half-Yearly Financial Report has been prepared in
accordance with International Accounting Standards IAS 34 "Interim
Financial Reporting". The accounting policies adopted are
consistent with those of the previous financial year and
corresponding interim period.
Several other amendments and interpretations apply for the first
time in 2020, but these do not have an impact on the condensed
financial statements.
2.1 Going Concern
The Half-Yearly Financial Report has been prepared under a going
concern basis. Going concern refers to the assumption that the
Company has the resources to continue in operation for the next 12
months from the date of approval of these financial statements.
After analysing the following, the Directors believe that it is
appropriate to adopt the going concern basis in preparing these
financial statements:
-- Working capital - As at 30 September 2020, there was a
working capital surplus of GBP11,600,852. The Directors noted that
as at 30 September 2020 (i) the profit and total comprehensive
income for the period from 1 April 2020 to 30 September 2020 was
GBP48,971,954 and (ii) the Company had no borrowings, as such it
has sufficient capital in hand to cover all expenses (which mainly
consist of investment manager and investment advisory fees ,
Directors' fees and expenses, administration fees and legal and
professional fees) and to meet all of its obligations as they fall
due.
-- Closed-ended Company --- The Company has been authorised by
the Guernsey Financial Services Commission as an Authorised
Closed-ended Collective Investment Scheme, as such there cannot be
any shareholder redemptions, and therefore no cash flows out of the
Company in this respect.
-- Investments - The Company has a tradable portfolio, as 94% of
the investments are listed and can therefore be readily sold for
cash. The fair value of the listed investments has recovered and
increased from 31 March 2020 ( GBP108,392,048 ) to 30 September
2020 (GBP150,861,533).
Under Article 51 of the Articles of Incorporation, the Directors
shall give due notice of and propose or cause to be proposed a
special resolution that the Company be wound up at the Annual
General Meeting ("AGM") of the Company every two years. The next
notice will be given in the 2021 AGM documents where the Board will
recommend that shareholders vote against resolution. The Directors,
based on discussions with the Company's most significant
shareholder, have a reasonable expectation that the special
resolution outlined in Article 51 of the Articles of Incorporation
and under "Life of the Company" will not be passed at the AGM in
2021.
Based on the above assessments, the Directors are of the opinion
that the Company is able to meet its liabilities as they fall due
for payment because it has and is expected to maintain adequate
cash resources. Given the nature of the Company's business, the
Directors have a reasonable expectation that the Company has
adequate financial resources to continue in operational existence
for the next 12 months from the date of approval of these financial
statements. Accordingly, these financial statements have been
prepared on a going concern basis.
2.2 Use of judgements and estimates
In preparing these condensed 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's accounting policies and the key sources of estimation
uncertainty were the same as those applied to the Annual Report and
Financial Statements for the year ended 31 March 2020.
2. 3 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).
2.4 Financial instruments
Financial Assets
Classification
All investments of the Company are designated as financial
assets at fair value through profit or loss. The investments are
purchased mainly for their capital growth and the portfolio is
managed, and performance evaluated, on a fair value basis in
accordance with the Company's documented investment strategy,
therefore the Directors consider that this is the most appropriate
classification.
Initial recognition
Financial assets are measured initially at fair value being the
transaction price. Subsequent to initial recognition on trade date,
all assets classified as fair value through profit or loss are
measured at fair value with changes in their fair value recognised
in profit or loss in the Statement of Comprehensive Income.
Transaction costs are separately disclosed in profit or loss in the
Statement of Comprehensive Income.
Fair value measurement principles
Listed investments have been valued at the bid market price
ruling at the reporting 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.
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 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.
For certain of the Company's financial instruments, including
cash and cash equivalents, dividends and interest receivable and
amounts due from brokers, the carrying amounts approximate fair
value due to their immediate or short-term maturity.
De-recognition
De-recognition of financial assets occurs when the rights to
receive cash flows from financial instruments expire or are
transferred and substantially all of the risks and rewards of
ownership have been transferred.
Amounts due to brokers represent payables for investments that
have been contracted for but not yet settled or delivered at the
year end. Financial liabilities include other payables and accrued
expenses and amounts due to brokers which are held at amortised
cost using the effective interest rate method.
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 manager and adviser's fees
In line with the Alternative Investment Fund Management
Agreement, dated 1 October 2019, 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 2020: GBP147,791 (31 March
2020: GBP390,866).
4. 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 2020 supplementary
management fee. The supplementary management fee is paid annually
in arrears.
5. 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 2020 was GBP7,500 (31
March 2020: GBP7,500). This amount is included in other payables
and accrued expenses.
6. Administration fees
The Administrator was appointed 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 2020 was GBP42,500
(31 March 2020: GBP42,500). This amount is included in other
payables and accrued expenses.
7. Directors' fees, expenses and interests
With the exception of the Chairman and Audit Committee Chairman,
who are entitled to a fee of GBP27,500 and GBP25,000 per annum
respectively, each Director is entitled to GBP20,000 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 2020 were GBP38,972 (31
March 2020: GBP38,125). This amount is included in other payables
and accrued expenses.
As at the date of approval of these condensed financial
statements, Christopher Mills 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 2020: GBPnil).
8. Investments at fair value through profit or loss
30 September 31 March 2020
2020
(Unaudited) (Audited)
GBP GBP
-------------------------------------- ------------- --------------
Cost at beginning of period/year 116,574,851 112,177,066
Additions 24,555,029 40,258,266
Disposals (31,158,990) (40,901,238)
Net realised gains on investments 12,158,393 5,040,757
-------------------------------------- ------------- --------------
Cost at end of period/year 122,129,283 116,574,851
Net unrealised gains on investments 38,440,255 691,985
-------------------------------------- ------------- --------------
Fair value at end of the period/year 160,569,538 117,266,836
-------------------------------------- ------------- --------------
Representing:
30 September 31 March 2020
2020
(Unaudited) (Audited)
GBP GBP
------------------- ------------- --------------
Listed equities 150,861,533 108,392,048
Unlisted equities 9,708,005 8,874,788
------------------- ------------- --------------
160,569,538 117,266,836
------------------- ------------- --------------
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
Fair value measurement should be determined based on assumptions
that market participants would use in pricing an asset or
liability. As a basis for considering market participant
assumptions, IFRS 13 Fair Value measurement, establishes a fair
value hierarchy that gives the highest priority to unadjusted
quoted prices in active markets (Level 1) and lowest priority to
unobservable inputs (Level 3). The three levels of the value
hierarchy are as follows.
Level 1: Inputs that reflect unadjusted quoted prices in active
markets for identical assets or liabilities that the Company has
the ability to access at the measurement date;
Level 2: Inputs reflect quoted prices of similar assets and
liabilities in active markets and quoted prices of identical assets
and liabilities in markets that are considered to be inactive, as
well as inputs other than quoted prices within level 1 that are
observable for the asset or liability either directly or
indirectly; and
Level 3: Inputs that are unobservable for the asset or liability
and reflect the Investment Manager's own assumptions in accordance
with the accounting policies disclosed within note 2 to the
financial statements.
30 September 2020 Level 1 Level 2 Level 3 Total
(Unaudited) (Unaudited) (Unaudited) (Unaudited)
GBP GBP GBP GBP
-------------------------- ------------ ------------ ------------ ------------
Financial assets at fair
value
through profit or loss
Listed securities 144,861,033 6,000,500 - 150,861,533
Unlisted securities - - 9,708,005 9,708,005
-------------------------- ------------ ------------ ------------ ------------
144,861,033 6,000,500 9,708,005 160,569,538
-------------------------- ------------ ------------ ------------ ------------
31 March
2020 Level 1 Level 2 Level 3 Total
(Audited) (Audited) (Audited) (Audited)
GBP GBP GBP GBP
------------ ------------------------------------------ ------------------------------------------ ------------------------------------------ ------------------------------------------
Financial
assets at
fair
value
through
profit or
loss
Listed
securities 101,229,548 7,162,500 - 108,392,048
Unlisted
securities - - 8,874,788 8,874,788
------------ ------------------------------------------ ------------------------------------------ ------------------------------------------ ------------------------------------------
101,229,548 7,162,500 8,874,788 117,266,836
------------ ------------------------------------------ ------------------------------------------ ------------------------------------------ ------------------------------------------
The following table summarises the changes in fair value of the
Company's Level 3 investments.
30 31 March
September 2020
2020
(Unaudited) (Audited)
GBP GBP
--------------- ------------------------------------------------------------------------- -----------------------------------------------------------------------
Opening
balance 8,874,788 9,602,986
Net realised
losses on
investments - (6,088,982)
Unrealised
gains on
investments 833,217 5,468,784
Purchase of -
investments -
Sale of
investments (108,000)
Closing
balance 9,708,005 8,874,788
--------------- ------------------------------------------------------------------------- -----------------------------------------------------------------------
Change in
unrealised
losses on
investments
included in
Condensed
Statement of
Comprehensive
Income for
Level 3
investments
held 833,217 5,468,784
--------------- ------------------------------------------------------------------------- -----------------------------------------------------------------------
During the period ended 30 September 2020, there were no
transfers between the three levels of the fair value hierarchy (31
March 2020: there were no transfers to and from level 3, there was
one transfer from Level
1 to Level 2 as a result of low market activity).
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 2020 and 31 March 2020 in
measuring financial instruments categorised as Level 3 in the fair
value hierarchy.
Fair Value at
30 September
2020
Sensitivity to changes
Unobservable in significant unobservable
Valuation Method (GBP) inputs Factor inputs
The estimated fair value
would increase if:
Comparable Earnings (EBITDA) - the Earnings (EBITDA)
Company Multiples 2,024,426 multiple 18.6x multiple was increased
--------------------- -------------- -------------------- -------- -----------------------------
The estimated fair value
would increase if:
Comparable Earnings (EBITDA) - the Earnings (EBITDA)
Company Multiples 2,137,122 multiple 6.4x multiple was increased
--------------------- -------------- -------------------- -------- -----------------------------
The estimated fair value
would increase if:
Earnings (EBITDA) - the Earnings (EBITDA)
Comparable & Net Asset or NAV multiple was
Company Multiples 273,632 Value multiples 6.8x increased
--------------------- -------------- -------------------- -------- -----------------------------
Fair Value at Sensitivity to changes
31 March 2020 Unobservable in significant unobservable
Valuation Method (GBP) inputs Factor inputs
--------------------- --------------- -------------------- -------- -----------------------------
The estimated fair value
would increase if:
Comparable Earnings (EBITDA) - the Earnings (EBITDA)
Company Multiples 1,406,300 multiple 14.5x multiple was increased
--------------------- --------------- -------------------- -------- -----------------------------
The estimated fair value
would increase if:
Comparable Earnings (EBITDA) - the Earnings (EBITDA)
Company Multiples 2,228,205 multiple 7x multiple was increased
--------------------- --------------- -------------------- -------- -----------------------------
The remaining 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
As at 30 September 2020
Valuation Method Input Sensitivity used GBP
-------------------- ------------------- -------------------- -------------------
Comparable Company Earnings (EBITDA)
Multiples multiple +/-1.0x (19.6/17.6) 122,417 /(127,453)
-------------------- ------------------- -------------------- -------------------
Comparable Company Earnings (EBITDA)
Multiples multiple +/-10% (7.1/5.8) 198,999/(198,999)
-------------------- ------------------- -------------------- -------------------
Earnings (EBITDA)
Comparable Company and NAV multiple +/-10% 135,968/(135,968)
Multiples (8.3x/6.8x EBITDA)
(0.6x/0.4x NAV)
---------------------------------------- -------------------- -------------------
As at 31 March 2020
Valuation Method Input Sensitivity used GBP
-------------------- ------------------- --------------------- ------------------
Comparable Company Earnings (EBITDA)
Multiples multiple +/-1.0x (15.5/13.5) 60,940/(53,060)
-------------------- ------------------- --------------------- ------------------
Comparable Company Earnings (EBITDA)
Multiples multiple +/-10.0% (7.7/6.3) 226,424/(226,424)
-------------------- ------------------- --------------------- ------------------
A sensitivity of 10% has been considered appropriate given the
earnings (EBITDA) multiple for comparable company multiples lies
within this range.
Please refer to note 2.4 for valuation methodology of financial
assets at fair value through profit or loss.
9. Share Capital
Authorised share capital
Number of
Shares GBP
Authorised:
----------------------- ----------- -----------
Ordinary shares of 50
pence each 90,000,000 45,000,000
------------------------- ----------- -----------
Ordinary Shares Issued - 1 April 2020 to 30 September 2020
Ordinary Shares of 50 pence Number of Share capital
each Shares GBP
At 1 April 2020 14,192,125 49,789,346
----------- --------------
Share repurchase (140,000) (70,000)
----------- --------------
At 30 September 2020 14,052,125 49,719,346
----------- --------------
Ordinary Shares Issued - 1 April 2019 to 31 March 2020
Ordinary Shares of 50 pence Number of Share capital
each Shares GBP
At 1 April 2019 14,192,125 49,789,346
At 31 March 2020 14,192,125 49,789,346
----------- --------------
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 2020 and 31 March 2020, the Company carried out
one share buyback, resulting in a total reduction of 140,000 shares
for a cost of GBP1,414,000. These shares were subsequently
cancelled.
Between 1 April 2019 and 30 September 2019, the Company did not
carry out any share buybacks.
9. Reconciliation of the net asset value to the published net asset value
30 September 2020 31 March 2020
GBP GBP per GBP GBP per
share share
------------------------------- ------------ -------- ------------ --------
Published net asset value 175,914,744 12.52 128,446,303 9.05
Adjustment due to revaluation
of investments at bid price (3,744,354) (0.27) (3,753,867) (0.25)
Net asset value attributable
to shareholders 172,170,390 12.25 124,872,436 8.80
------------------------------- ------------ -------- ------------ --------
10. Basic and diluted earnings per Ordinary Share
Six months ended Six months ended
30 September 30 September
2020 2019
(Unaudited) (Unaudited)
GBP GBP
----------------- ---------- -------------------- ----------------- -----------------
Total comprehensive income for the
period 48,711,954 11,979,696
Weighted average number of shares during
the period 14,174,529 14,192,125
Basic and diluted earnings
per share 3.44 0.84
11. Net Asset Value per Ordinary Share
30 September 2020 31 March 2020
(Unaudited) (Audited)
GBP GBP
------------------------------ ---- --- --- ------------------ ------------------
Net asset value 172,170,390 124,872,436
Number of shares at period/year
end 14,052,125 14,192,125
Net asset value per share 12.25 8.80
12. 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 Manager and Investment Adviser are considered to
be a related party. The fees paid are included in the Condensed
Statement of Comprehensive Income and further detailed in notes 3
and 4.
The Directors are also considered to be related parties and
their fees are disclosed in the Condensed Statement of
Comprehensive Income. At 30 September 2020, GBP38,972 (31 March
2020: GBP 38,125 ) included in other payables and accrued expenses
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 Management (Gibraltar) Limited,
the Company's Investment Manager and Investment Adviser and Chief
Investment Officer of NASCIT, which is a substantial shareholder of
the Company.
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 Condensed Statement of Financial Position date (31 March 2020:
GBPnil).
The Company entered into an agreement for an unsecured loan
facility from Harwood Holdco Limited to provide short term funding
to the Company to enable it to make new investments with settlement
due by 30 April 2020, unless otherwise extended by Harwood Holdco
Limited. The transactions that occurred on this facility during the
period amounted to GBP2,750,000 and were all repaid by 17 June
2020. The terms of this loan included 2.5% interest per annum using
365 days, however, Harwood Holdco Limited waived the interest
due.
Sidney Cabessa is a Director of Harwood Capital Management
Limited, the parent company of Harwood Capital Management
(Gibraltar) Limited LLP. No fees were paid or are payable to
Harwood Capital Management Limited.
Christopher Mills and John Grace hold Ordinary Shares in the
Company.
13. Subsequent events
The Board of Directors has evaluated subsequent events for the
Company through 10 December 2020, the date the condensed financial
statements were available to be issued, and has concluded there are
no material events that require disclosure or adjustment of the
condensed financial statements.
ALTERNATIVE PERFORMANCE MEASURES
NAV per Ordinary Share
NAV per Ordinary Share means an amount equal to, as at the
relevant date, the NAV attributable to Ordinary Shares divided by
the number of Ordinary Shares in issue as at such date.
Reason for use
Common industry performance benchmark for calculating the Total
Return and Share Price (Discount)/Premium to NAV per Ordinary Share
.
Recalculation
NAV per Ordinary Share is calculated as follows:
30 September 2020 31 March 2020
(Unaudited) (Audited)
--------------------------------------- ------------------ ---------------
Net Assets as per Condensed Statement GBP172,170,390 GBP124,872,436
of Financial Position
Number of Ordinary Shares in issue
at period/year 14,052,125 14,192,125
--------------------------------------- ------------------ ---------------
NAV per Ordinary Share GBP12.25 GBP8.80
--------------------------------------- ------------------ ---------------
Share Price Discount to NAV per Ordinary Share
Closing price as at such date as published on the London Stock
Exchange divided by the NAV per Ordinary Share.
Reason for use
Common industry measure to understand the price of the Company's
shares relative to its net asset valuation.
Recalculation
30 September 2020 31 March 2020
(Unaudited) (Audited)
----------------------------------- ------------------ --------------
Closing price as published on the GBP10.20 GBP6.70
London Stock Exchange
NAV per Ordinary Share GBP12.25 GBP8.80
----------------------------------- ------------------ --------------
Share Price Discount 16.73% 23.86%
----------------------------------- ------------------ --------------
COMPANY INFORMATION
Registered Office
BNP Paribas House,
St Julian's Avenue,
St Peter Port, Guernsey, GY1 1WA
Investment Manager and Investment Adviser
Harwood Capital Management (Gibraltar) Limited
Suite 827 Europort, Europort Road, Gibraltar
Custodian
BNP Paribas Securities Services S.C.A., Guernsey Branch
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
BNP Paribas House, St Julian's Avenue,
St Peter Port, Guernsey, Channel Islands, GY1 1WA
Registrars
Link Market Services (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
Legal Advisers
To the Company as to Guernsey
law:
Mourant Ozannes
Royal Chambers, St Peter
Port,
Guernsey, Channel Islands,
GY1 4HP
To the Company as to English
law:
Bircham Dyson Bell
One Bartholomew Cl
London, EC1A 7BL
Website
www.oryxinternationalgrowthfund.co.uk
Enquiries:
Jasper Cross
BNP Paribas Securities Services SCA, Guernsey Branch
Tel: 01481 750859
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 news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
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