Final Results

NEWS RELEASE 13 June 2008 Audited Preliminary results for the year ended 31 March 2008 The Biotech Growth Trust PLC today announces preliminary results for the year ended 31 March 2008 31 March 31 March % change 2008 2007 Shareholders' funds (£'000) 64,497 76,803 (16.0) Net asset value per share 103.4p 117.1p (11.7) Share price 96.8p 109.8p (11.8) Discount of share price to net asset value 6.4% 6.2% N/A per share NASDAQ Biotechnology Index (sterling 393.1 394.7 (0.4) adjusted) Total expense ratio * 1.5% 1.9% N/A *Based on the average amount of shareholders' funds during the year - excludes performance fee accrued/written back -see note 3. For and on behalf of Frostrow Capital LLP - Company Secretary 13 June 2008 - ENDS - The following are attached: - Chairman's Statement - Investment Manager's Review - Income Statement - Statement of Changes in Equity - Balance Sheet - Cash Flow Statement - Notes to the Financial Statements For further information please contact: Alastair Smith, Frostrow Capital LLP 020 3 008 4911 Mark Pope, Frostrow Capital LLP 020 3 008 4913 Jo Stonier, Quill Communications 020 7758 2230 Chairman's Statement Performance The year under review has been a challenging one for global stock markets and in particular for the biotechnology sector. It is deeply disappointing to report another fall in the Company's net asset value per share, which declined by 11.7% during the year under review. This compares to a fall of 0.4% in the NASDAQ Biotechnology Index (measured in sterling terms), the Company's benchmark index. The Company's share price fell by 11.8% as the discount of share price to net asset value per share widened slightly to finish the year at 6.4% compared to 6.2% at the beginning of the year. Larger biotechnology companies delivered strong earnings growth during the year and performed significantly better than smaller capitalisation stocks. Overall, the sector was held back by increased caution at the US Food and Drug Administration (`FDA') over the approval of new drugs. The scarcity of new approvals led to share price falls in smaller capitalisation biotechnology companies and in particular in those companies yet to receive approval for their first product. It is hoped that recent senior appointments at the FDA will reverse this trend and there have been encouraging signs in recent weeks. The second half of the year under review was dominated by unusually difficult credit markets both in the US and the UK and stock markets became increasingly volatile and unpredictable. This environment was particularly tough for smaller biotechnology companies and even larger capitalisation pharmaceutical companies, which have historically shown defensive qualities in bad markets, performed poorly. Recent attempts by the Federal Reserve Bank, the Bank of England and other monetary authorities to increase the liquidity of global markets have been partially successful but confidence is by no means yet fully restored. The biotechnology sector has been in the doldrums for a prolonged period and is now trading at historically low levels. Since the end of 2000 the NASDAQ Biotechnology Index has declined by 45.9% (in sterling terms) and traditional valuation methods such as P/E ratios and P/E to growth ratios are at a low point across the sector. The Board does not believe that these levels are sustainable and expects valuations to recover in the medium term. Investment Portfolio The Board and the Investment Manager keep the allocation of the Company's assets within the biotechnology sector under regular review and now believe that attractive returns are potentially available through a modest investment in private equity funds. Against that background the Company intends, subject to obtaining shareholder approval at the Annual General Meeting, to make a commitment of US$5 million (£2.6 million using the current £/US$ exchange rate) to Caduceus Asia Partners, LP a limited partnership whose mandate is to invest in unquoted Asian biotechnology companies, an area of the market in which the Board and the Investment Manager see significant growth opportunities. Caduceus Asia Partners, LP is managed by OrbiMed Asia GP, LP, an affiliate of the Investment Manager who have a track record of delivering upper quartile returns from similar investment vehicles. Should further opportunities present themselves, the Board and the Investment Manager will consider making similar investments. It is currently envisaged that the total investment or the amount committed for investment to such private equity funds will be limited to US$15 million, after the deduction of proceeds of disposal and other returns of capital (£7.7 million using the current £/US$ exchange rate). Loss per Share and Dividend The loss per share amounted to 13.8p for the year, comprising a revenue deficit of 0.4p per share (2007: deficit of 0.5p) and a capital loss of 13.4p (2007: return of 1.7p). No dividend is recommended in respect of the year ended 31 March 2008 (2007: Nil). Discount Management Policy And Buy-Back Authority The Board continued to implement its policy of active discount management and to buy back shares in the event of the market price being at a discount greater than 6.0% to the net asset value per share. During the year, a total of 3,191,300 shares was bought back for cancellation, at an average discount to net asset value per share of 6.9%, costing £3,378,000 (including expenses). The execution and timing of any share buy-back will continue to be at the absolute discretion of the Board. Shareholder approval to renew the authority to buy-back shares will be sought at the Annual General Meeting. Electronic Communications And Voting At last year's Annual General Meeting, the necessary resolutions were passed to facilitate the use of communications with shareholders both in electronic form and via our website. Further details about this can be found in the Company's Annual Report & Accounts. The Company's Articles Of Association (the "Articles") The Board believes that as a result of various legislative and regulatory developments the Articles should be amended to bring them into line with current best practice. A Special Resolution will be proposed at the Annual General Meeting which will, if approved, ratify the adoption of new Articles. The material differences between the current and the proposed Articles are summarised in a separate circular to shareholders accompanying the Annual Report and Accounts. VAT As mentioned at the interim stage, the Company is taking steps to recover VAT paid to its previous manager, Close Investments Limited (formerly Close Finsbury Asset Management Limited). Given the volume of claims HMRC have to process it is likely to take a significant time before any amounts are refunded. The amounts involved are not expected to have a material impact on the Company's net asset value. The Company will take credit for VAT recovered when any such recovery can be assessed with reasonable certainty and will continue to follow guidance issued by The Association of Investment Companies in this matter. Savings Plans The investment plans managed by Close Investments on behalf of the Company have, subject to FSA rules, recently been transferred to Alliance Trust Savings Limited (`ATSL'). It is our hope that being included in the much larger, market-wide scheme run by ATSL will lead to increased private investor interest in the Company. Existing plan members should have received confirmation of the transfer, including their new account details. Outlook I reported in my statement this time last year that the Board continued to believe that the prospects for the biotechnology sector were bright. We were wrong over the year but we remain of the view that the careful investor will be rewarded in the medium term. The successful development of new drugs, together with a more positive stance by the FDA as regards drug approval, is still seen as the key driver of long term investment returns. Other factors which we believe will drive future returns are a recovery in stock market conditions generally, supported by an easing of the recent difficult credit markets, and continued merger and acquisition activity in the biotechnology sector. Although we are cautiously optimistic for our sector in the medium term, we foresee continued volatility and a dangerous economic environment on a shorter horizon. Our focus will therefore be on the selection of particular stocks with exceptional prospects for capital enhancement. We plan to remain fully invested, in line with our ongoing policy. Annual General Meeting The Annual General Meeting of the Company will be held at the Barber-Surgeons' Hall, Monkwell Square, Wood Street, London EC2Y 5BL on Wednesday, 23 July 2008 at 2.45pm, and I hope as many shareholders as possible will attend. This will be an opportunity to meet the Board and to receive a presentation from our Investment Manager. John Sclater CVO Chairman 13 June 2008 Review of investments We present our third Review of Investments for The Biotech Growth Trust PLC. Performance Review The Company's net asset value per share declined by 11.7% during the year. This was a disappointing performance for the Company since the NASDAQ Biotechnology Index (measured on a sterling adjusted basis) (the "Benchmark Index") was only down 0.4% for the year. During the time that OrbiMed has managed the Company's investment portfolio, to 30 May 2008, the Company's NAV has increased by 11.7% compared to a 10.9% increase in the Benchmark Index. Currency effects did not significantly impact the Company's performance during the year. There was a significant divergence in performance between large capitalisation and small capitalisation biotechnology companies over the course of the year. Within the Benchmark Index, we estimate the group of companies with market capitalisations above US$500 million performed approximately 30.0% better during the year than the group of companies whose market caps were below US$500 million. The Company had approximately twice the exposure to companies with a market capitalisation below US$500 million compared to the Benchmark Index. As a result, the Company's higher exposure to emerging biotechnology investments hindered its performance when compared to the Benchmark Index. Additionally, close to 15.0% of the weighting in the Benchmark Index at the beginning of the year consisted of generic companies, diagnostics companies, and life science tools companies, which are not the focus of the Company's investment mandate. Those particular subsectors had significantly higher returns during the year than emerging biotechnology companies, which exacerbated the difference in performance between the Company and the Benchmark Index. The top contributors to performance in the investment portfolio were Gilead Sciences, BioMarin Pharmaceuticals, and Onyx Pharmaceuticals. Gilead Sciences, a profitable biotechnology company, saw continued strong sales growth of its HIV franchise and launched a new drug for pulmonary arterial hypertension towards the end of 2007. BioMarin Pharmaceuticals received US Food and Drug Administration ("FDA") approval for Kuvan, a new treatment for a rare genetic enzyme deficiency called phenylketonuria, which should propel the company to profitability in 2008. Onyx Pharmaceuticals' Nexavar was shown to be effective for liver cancer and subsequent sales exceeded expectations. Noted underperformers in the investment portfolio included Arqule, Kosan Biosciences, and Momenta Pharmaceuticals. Shares in Arqule have been weak primarily due to a near-term lack of newsflow around the lead program and the departure of the company's CEO, who accepted an offer to become CEO of a much larger and more established pharmaceutical company. Momenta Pharmaceuticals received a rejection from the FDA for its version of generic Lovenox, an anticoagulant. Kosan underperformed after results for its cancer drug showed less activity against myeloma than previously demonstrated. However, subsequent to the Company's year end Kosan agreed to be acquired by Bristol-Myers Squibb at a premium in excess of 230.0% to its prevailing share price. Several Other factors dampened performance of the overall biotechnology sector in the year under review: 1) FDA Conservatism Characterised the Year, But There are Recent Signs of Improvement Even though most major biotechnology companies posted strong earnings growth throughout the year, the sector as a whole was overshadowed by increased FDA conservatism regarding the approval of new drugs. Emerging biotechnology companies who have yet to receive approval for a first product were especially hurt by this trend. The FDA's cautiousness in approving drugs has been driven by new clinical data uncovering safety issues with some marketed drugs as well as increased scrutiny of the agency by Congress. Specifically, there have been a number of high profile Congressional hearings to debate the FDA's management of safety for several drugs, including Avandia, Epogen, Aranesp, and Ketek. The increased Congressional scrutiny has led the FDA to raise its safety hurdle for approving new drugs. In some cases, such as Zimulti from Sanofi-Aventis, drugs have been delayed or rejected despite approval in Europe and other markets. The FDA is also grappling with insufficient staff to handle new drug applications in a timely manner, leading to delays in the regulatory process. Illustrative of the safety-conscious regulatory environment this year was the plight of Amgen, the largest biotechnology company in the world, which suffered a dramatic share price decline due to safety concerns over its flagship anemia drug Aranesp. Despite being on the market for years, the drug was found in clinical studies to cause excess mortality in certain patients with cancer, leading the FDA to curtail its use. The challenges facing this bellwether stock likely affected investor sentiment for the biotechnology sector as a whole. Amgen was one of the worst performers in the investment portfolio this year, but we believe the valuation has become overly depressed. We are hopeful that the recent appointment of Janet Woodcock as permanent head of the Center for Drug Evaluation and Research at the FDA in March 2008 will reaccelerate the drug approval process. A number of drug approvals in recent weeks suggest the FDA's overly cautious stance may be improving. 2) Election Year Politics May Have Cast Overhang Over Healthcare In November 2008, US citizens will be voting for the next President of the United States, and a Democrat is widely expected to be elected. Both Democratic candidates Hillary Clinton and Barack Obama have campaigned for universal healthcare coverage and lower prices for prescription drugs. The election year rhetoric may have caused generalist investors to avoid the biotechnology sector, fearing that drug pricing power might be threatened. In the event a Democrat is elected President, we believe any drug reimbursement proposals they recommend would affect large pharmaceutical companies (`Big Pharma') much more than biotechnology companies. A streamlined process to approve generic versions of Big Pharma drugs already exists, while a comparable pathway for biologics has not yet been worked out. In addition, because most biotech drugs are novel and address serious unmet medical needs, we believe there is less opportunity for the government to influence pricing for those drugs. As long as biotech companies are able to continue introducing innovative products for unmet needs, we think their pricing power should remain intact. 3) Difficult US Equity Markets The beginning of 2008 saw a sharp pullback in the broader US equity markets due to problems with the subprime mortgage industry, falling housing prices, deleveraging of major financial institutions, and fears of a recession. Historically, healthcare has been a defensive sector in periods of a slowing economy. However, sudden share price declines for specific stocks in Big Pharma and healthcare services in 2008 have caused skittish investors to look for safety elsewhere. In general, shares of major biotechnology companies have held up relatively well in the current climate because they have stable earnings, while shares of earlier stage companies have done poorly as investors reduced their exposure to high beta names. Biotech Poised for Rebound Despite the difficult environment for biotechnology companies over the past year, there are a number of reasons to be sanguine about the industry. From a valuation perspective, shares in biotechnology and pharmaceutical companies are trading at historically depressed levels. Customary valuation metrics such as P/E ratios and P/E to growth ratios are at historic lows for the industry. We do not think these depressed valuations are sustainable and expect a rebound in share prices as valuations return to historical norms. Merger and acquisition (M&A) activity in the biopharmaceutical space also continues as cash-rich pharmaceutical companies seek to bolster their product portfolios. Of the announced transactions during the year, the Company benefited directly from acquisitions of two target companies in the investment portfolio: MedImmune and Aspreva. After the year end, the Company benefited from Bristol-Myers Squibb's announced acquisition of Kosan Biosciences. We expect M&A activity to remain robust. Announcement Target Acquiror Deal size Premium Date paid 5 June 2008 Tercica Ipsen US$660 mm 104% 29 May 2008 Kosan Biosciences Bristol-Myers US$190 mm 233% Squibb 22 April 2008 Sirtris GlaxoSmithKline US$720 mm 84% 11 April 2008 Millennium Takeda US$8.8 bn 53% 26 February 2008 CollaGenex Galderma US$420 mm 30% 20 February 2008 Encysive Pfizer US$325 mm 118% 10 December 2007 Adams Respiratory Reckitt US$2.3 bn 37% Benckiser 10 December 2007 MGI Pharma Eisai US$3.9 bn 39% 29 November 2007 Axcan Pharma TPG Capital US$1.3 bn 28% 18 November 2007 Pharmion Celgene US$2.9 bn 46% 16 November 2007 Coley Pharmaceuticals Pfizer US$160 mm 167% 18 October 2007 Aspreva Galenica US$915 mm 34% 29 May 2007 Bioenvision Genzyme US$345 mm 50% 23 April 2007 MedImmune AstraZeneca US$5.6 bn 53% Since the end of 2000, the NASDAQ Biotechnology Index, the AMEX Pharmaceutical Index and the S&P 500 Index have declined 45.9% and 50.4% and 24.7% in sterling terms respectively. Although the market environment for the biotechnology sector has been challenging in recent years, we remain confident about the prospects for the industry. We expect share prices to recover as this value is recognised. Sven Borho OrbiMed Capital LLC Investment Manager 13 June 2008 Income Statement for the year ended 31 March 2008 Year ended 31 Year ended 31 March 2008 March 2007 Revenue Capital Total Revenue Capital Total £000 £000 £000 £000 £000 £000 Investment income Investment income ( note 116 - 116 36 - 36 2) Other income ( note 2) 6 - 6 8 - 8 Total income 122 - 122 44 - 44 Gains and losses on investments (Losses)/gains on investments held at fair value through profit or loss - (9,156) (9,156) - 3,373 3,373 Exchange losses on currency balances - (4) (4) - (277) (277) Expenses Investment management, management and performance fees ( note 3) - 514 514 - (2,048) (2,048) Other expenses (366) - (366) (355) - (355) (Loss)/profit before finance costs and taxation (244) (8,646) (8,890) (311) 1,048 737 Finance costs (26) (12) (38) (20) (17) (37) (Loss)/profit before (270) (8,658) (8,928) (331) 1,031 700 taxation Taxation - - - - - - (Loss)/profit for the year (270) (8,658) (8,928) (331) 1,031 700 (Loss)/earnings per share ( note 4) (0.4)p (13.4)p (13.8)p (0.5)p 1.7p 1.2p The total column of this statement represents the Company's Income Statement, prepared in accordance with International Financial Reporting Standards (IFRS). The revenue return and capital return columns are supplementary to this and are prepared under guidance published by the Association of Investment Companies. All items in the above statement derive from continuing operations. Statement of Changes in Equity For the year ended 31 March 2008 Share Share Special Capital Retained capital premium reserve redemption Capital earnings £000 £000 £000 reserve reserve £000 Total £000 £000 £000 At 31 March 2007 16,394 - 49,443 737 12,232 (2,003) 76,803 Net loss for the year - - - - (8,658) (270) (8,928) Buyback of shares (798) - (3,378) 798 - - (3,378) At 31 March 2008 15,596 - 46,065 1,535 3,574 (2,273) 64,497 For the year ended 31 March 2007 Share Share Special Capital Retained capital premium reserve redemption Capital earnings £000 £000 £000 reserve reserve £000 Total £000 £000 £000 At 31 March 2006 6,935 272 19,167 653 11,201 (1,672) 36,556 Net profit/(loss) for - - - - 1,031 (331) 700 the year Issue shares 9,543 31,267 - - - - 40,810 Issue expenses - (938) - - - - (938) Share premium account cancelled - (30,601) 30,601 - - - Issue expenses written - - 39 - - - 39 back Buyback of shares (84) - (364) 84 - - (364) At 31 March 2007 16,394 - 49,443 737 12,232 (2,003) 76,803 Balance Sheet As at 31 March 31 March 31 March 2008 2007 £'000 £'000 Non current assets Investments held at fair value through profit or loss 64,806 78,088 Current assets Other receivables 850 2,443 Cash and cash equivalents 811 - 1,661 2,443 Total assets 66,467 80,531 Current liabilities Other payables 1,970 2,635 Bank overdrafts - 1,093 1,970 3,728 Net assets 64,497 76,803 Equity attributable to equity holders Ordinary share capital 15,596 16,394 Share premium - - Special reserve 46,065 49,443 Capital redemption reserve 1,535 737 Capital reserve - realised 10,202 12,305 Capital reserve - unrealised (6,628) (73) Retained earnings (2,273) (2,003) Total equity 64,497 76,803 Net asset value per share 103.4p 117.1p ( note 5) Cash Flow Statement For the year ended 31 March 31 March 31 March 2008 2007 £'000 £'000 Operating activities (Loss)/profit before tax (8,928) 700 Add back interest paid 38 37 Less: (loss)/gain on investments held at fair value through profit 9,160 (3,096) or loss Purchases of investments held at fair value through profit or loss (79,383) (97,713) Sales of investments held at fair value through profit or loss 85,477 58,760 Increase in other (21) - receivables (Decrease)/increase in other (1,359) 1,406 payables Net cash inflow/(outflow) from operating activities before interest and taxation 4,984 (39,906) Interest paid (38) (37) Tax on overseas income - - Net cash inflow/(outflow) from operating activities 4,946 (39,943) Financing activities Issue of shares - 40,810 Buy-backs of shares (3,038) (364) Issue expenses paid - (899) Net cash (outflow)/inflow from financing (3,038) 39,547 Increase/(decrease) in cash and cash equivalents 1,908 (396) Cash and cash equivalents at start of year (1,093) (420) Effect of foreign exchange rate changes (4) (277) Cash and cash equivalents at end of year 811 (1,093) Notes to the Financial Statements 1 Basis of Preparation This preliminary announcement of the Company has been prepared in accordance with International Financial Reporting Standards ("IFRS") and using the same accounting policies as those in the last published annual accounts, being those to 31 March 2007. 2 Income 2008 2007 £'000 £'000 Income from listed investments Unfranked interest 116 36 Overseas dividends - - 116 36 Other operating income 6 8 Interest receivable Total Income 122 44 3 Investment Management Fees Revenue Capital Total Revenue Capital Total 2008 2008 2008 2007 2007 2007 £'000 £'000 £'000 £'000 £'000 £'000 Investment Management Periodic fee - 471 471 - 437 437 Management fee - 218 218 - 235 235 Performance fee paid - 169 169 - - - Performance fee accrual written back - (1,351) (1,351) - 1,351 1,351 Irrecoverable VAT thereon - (21) (21) - 25 25 - (514) (514) - 2,048 2,048 As at 30 September 2007 a performance fee of £169,000 crystallised and became payable and the £1,351,000 accrual at 31 March 2007 was reversed in accordance with the performance fee arrangements. As at 30 September 2006 this amount was accrued by the Company based on the cumulative outperformance of the Company's net asset value over the benchmark index since the appointment of OrbiMed Capital in 2005, As at 30 September 2007, based on the continued out performance of the Company's net asset value over the benchmark for a twelve month period, such fee crystallised and became payable. Notes to the Financial Statements (continued) 4 (Loss)/earnings per share Total loss per share of 13.8p (2007: gain 1.2p) is based on total loss attributable to equity shareholders of £8,928,000 (2007: gain £700,000). The revenue loss per share of 0.4p (2007:0.5p) is based on the revenue loss attributable to equity shareholders of £270,000 (2007: £331,000). The capital loss per share of 13.4p (2007: gain1.7p) is based on the capital loss attributable to equity shareholders of £8,658,000 (2007: gain £1,031,000). Total loss, revenue loss and capital loss per share are based upon the weighted average number of shares in issue throughout the year of 64,473,752 (2007: 59,520,000). 5 Net asset value per share The net asset value per share is based on the net assets attributable to equity shareholders of £64,497,000 (2007: £76,803,000) and on 62,385,963 (2007: 65,577,263) shares in issue at 31 March 2008. 6 Financial information This preliminary statement is not the Company's statutory accounts. The above results for 2008 have been agreed with the Auditors and are an abridged version of the Company's full draft accounts which have not yet been filed with the Registrar of Companies. The 2008 accounts have been prepared in accordance with International Financial Reporting Standards ("IFRS"). The statutory accounts for the year end 31 March 2007 have been delivered to the Registrar of Companies and those for 31 March 2007 will be despatched to shareholders shortly. The 2007 accounts received an audit report which was unqualified did not include a reference to any matter to which the auditors drew attention without qualifying the report, and did not contain statements under Section 237 (2) and (3) of the Companies Act 1985. Frostrow Capital LLP Company Secretary 13 June 2008 - ENDS -
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