Final Results

NEWS RELEASE 8 June 2009 Preliminary Results for the year ended 31 March 2009 The Biotech Growth Trust PLC today announces preliminary results for the year ended 31 March 2009. 31 March 31 March % change 2009 2008 Shareholders' funds (£'000) 70,208 64,497 8.9 Net asset value per share 136.9p 103.4p 32.4 Share price 130.5p 96.8p 34.8 Discount of share price to net asset value 4.7% 6.4% N/A per share NASDAQ Biotechnology Index (sterling 477.5 393.1 21.5 adjusted) Total expense ratio * 1.6% 1.5% 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 8 June 2009 - 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 Following the strong performance reported at the interim stage, I am delighted to report that despite an extremely challenging period for financial markets, the Company continued to deliver strong returns during the second half of its financial year. During the year ended 31 March 2009, the Company's net asset value per share rose by 32.4% compared to a rise of 21.5% in the Company's benchmark during the same period. This compares to a fall in the MSCI World index over the same period of 22.2% in sterling terms. The Company's share price also outperformed the benchmark, rising by 34.8%, as the discount of share price to net asset value per share narrowed slightly from 6.4% at 31 March 2008 to 4.7% at the year end. This outperformance was achieved, in part, from continued high levels of merger and acquisition activity in the biotechnology sector as larger pharmaceutical companies sought to enhance their internal research through additional products obtained through acquisitions. The Company's total return was also aided by the significant weakening of sterling during the year. We are delighted that, during the calendar year to 31 December 2008, the Company's share price performance, measured on a total return basis, was ranked third out of approximately 250 UK listed investment companies (source: Winterflood Securities Limited). In addition, the Company won the Specialist Category at the 2008 Investment Week, Investment Trust of the Year Awards and OrbiMed Capital LLC, the Company's Investment Manager, won the techMARK Technology Fund Manager of the Year Award for its management of the Company's portfolio. RETURN PER SHARE AND DIVIDEND The total return per share amounted to 32.0p for the year (2008: loss of 13.8p), comprising a revenue deficit of 0.7p per share (2008: deficit of 0.4p) and a capital gain of 32.7p (2008: loss of 13.4p). No dividend is recommended in respect of the year ended 31 March 2009 (2008: 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% to the net asset value per share. During the year, a total of 11,089,550 shares was bought back for cancellation, at an average discount to net asset value per share of 8.4%, costing £12,265,000 (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. OUTLOOK The economic outlook remains uncertain and stock market conditions will continue to be volatile and difficult. But we expect that healthcare companies will be well-positioned to maintain their growth rates in the medium term, as their products are non-discretionary and often funded by government expenditure. In the light of the difficult market conditions our Investment Manager has continued to adopt a cautious stance with regard to the make-up of the portfolio, the majority of which is invested in liquid stocks. Merger and acquisition activity continues to be a key driver for the sector and we believe that in this regard the Company is well positioned as a number of our holdings are in small to mid-sized companies with products that are expected to be attractive to larger strategic buyers. Against this background, our outlook remains in line with that expressed at the interim stage. We are cautiously optimistic in the medium term and are nervous of continued volatility in the short term. 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 Thursday, 23 July 2009 at 12 noon, and we 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 Review of Investments We present with pleasure our annual review of investments for The Biotech Growth Trust PLC, which was launched in June 1997 and for which OrbiMed became the Investment Manager in May 2005. Performance Review The Company's net asset value per share increased by 32.4% during the year. We were pleased to deliver this performance during a very challenging market environment as evidenced by the 32.2% decline in the FTSE All-Share index during the year. The Company also outperformed our benchmark index, the NASDAQ Biotechnology Index (measured on a sterling adjusted basis), which rose 21.5% during this period. According to Winterflood Securities, the Company's broker, the Company's share price performance, measured on a total return basis, was ranked third out of approximately 250 UK listed investment companies during the calendar year to 31 December 2008. The top contributors to performance in the portfolio were ImClone Systems, Tepnel Life Sciences, Amgen, Genentech, and Kosan Biosciences. Four of these companies were targets of announced acquisitions. As we have discussed in a number of the Company's published fact sheets, acquisition activity in the biotechnology sector has been strong as larger pharmaceutical companies seek to bolster their internal research efforts with additional products obtained through acquisitions. As these transactions often occur at a substantial premium to the current share price, investors have an opportunity to earn handsome returns by investing in companies which are subsequently acquired. Among our top winners, ImClone Systems was acquired at a 50% premium by Eli Lilly for $6.5 billion, Tepnel Life Sciences was acquired at a 125% premium by Gen-Probe for approximately $100 million, Roche acquired the remainder of Genentech it did not already own at a 20% premium for $47 billion, and Kosan Biosciences was acquired at a 233% premium by Bristol-Myers Squibb for $190 million. The biggest losses were from positions in BioMarin, Life Technologies, formerly known as Invitrogen, and XOMA. XOMA has lost value because the psoriasis product Raptiva upon which it receives royalties was withdrawn from the market in the U.S. and EU due to a rare side effect. BioMarin has declined because they issued long-term earnings guidance that was below consensus expectations. Healthcare in the Eye of the Financial Market Storm Amidst the worst financial market collapse in over a generation, the healthcare sector validated its reputation as a defensive sector, providing something of a safe haven and largely preserving investor capital. Underpinning the strong relative performance of the sector has been a combination of reasonably stable earnings for the larger companies, resurgent mergers and acquisition ("M&A") activity, and a rotation of investor capital into the healthcare sector away from more cyclical and consumer-discretionary related sectors. This rotation into healthcare stocks is reminiscent of the 1990/1991 economic slowdown, a period with many parallels to today's declining housing markets, financial markets stresses, rising corporate and individual default rates and poor economic growth. The biotechnology sector posted extraordinary gains during this period, with the Amex Biotechnology Index increasing 46% in 1990 and over 190% in 1991. Looking forward over the next five years, the global economy will clearly have to contend with the ramifications of the deleveraging of the U.S. consumer. As of last year, the U.S. economy represented approximately a quarter of the global economy, and of this figure nearly 70% was accounted for by consumer spending, compared to 50% to 60% for many European countries. At its nadir last year, the U.S. savings rate actually turned negative, meaning U.S. consumers spent more than 100% of their disposable income. As the U.S. retrenches from this consumer-driven growth bubble, many sectors of the global economy which are tied to discretionary spending (and the U.S. consumer in particular) will face significant headwinds over the coming years. We expect healthcare companies will be well-positioned to maintain their growth rates during this period, as their products are largely non-discretionary and often funded by government expenditures. We believe investors should maintain a larger-than-normal allocation to healthcare investments, such as the Company, over the coming years. Healthcare Meets Obamanomics In February, President Obama unveiled his plans for healthcare reform as part of the release of his $3.6 trillion 2010 budget proposal. The broad outline was for a combination of tax increases and spending cuts to free up $630 billion over the next ten years to dramatically expand healthcare coverage. Obama appears determined to deliver on his campaign promise to expand access to the U.S. healthcare system for the nearly 50 million uninsured Americans without implementing a UK-style single payor system. The healthcare sector experienced a dramatic sell-off in the days following publication of this plan as investors began to fear implementation of a radical healthcare overhaul dominated by the federal government. During March however the sell-off abated and investor sentiment turned more neutral as investors began to examine the proposals and recognise that there were no incremental negative industry implications in the budget plans. Looking ahead, the broad push to reform the U.S. healthcare system will drive changes and growth that we expect to be largely beneficial to the generic pharmaceutical, hospital and healthcare technology sectors, while creating headwinds for traditional large pharmaceutical companies, managed care providers and selected large biotechnology companies at risk of generic competition. An additional $6 billion of proposed funding to the National Institutes of Health (NIH) will stimulate new basic research, particular in oncology, while an additional $1 billion of funding for the U.S. Food and Drug Administration ("FDA") will help to expedite decision-making and hopefully improve efficiency and morale after a period of lacklustre effectiveness by the agency. President Obama's pick to run the FDA, Dr. Margaret Hamburg, is viewed as a reasonable, pragmatic leader for the agency, able to draw on her past experience as the former Health Commissioner of New York City and previous work at the NIH. Mergers and Acquisitions Bonanza As mentioned earlier in this report, our investment theme focused on M&A targets yielded strong results during the year. The recent surge in acquisitions coupled with high premiums paid for the acquired companies demonstrate continued strong demand from "big pharma" companies as they look to smaller discovery companies to offset their generally low research productivity. As shown in the table below, the past year has seen over a score of acquisitions of smaller discovery companies. Fortunately for the investors in these acquired companies, the premium paid for these companies has averaged upwards of 50%. Biotechnology Acquisition Announcements Announcement Target Acquiror Deal Size Premium Date Paid 12/03/09 CV Therapeutics Gilead Sciences $1.4 billion 25% 27/2/09 Arena Cephalon $210 million 69% Therapeutics 30/01/09 Tepnel Life Gen-Probe $132 million 126% Sciences 12/01/09 Targanta Medicines Co. $50 million 72% 05/01/09 Indevus Endo $370 million 45% Pharmaceuticals 24/11/08 Omrix Johnson & Johnson $465 million 18% 30/10/08 Genelabs GlaxoSmithKline $57 million 430% 06/10/08 Imclone Systems Eli Lilly $6.5 billion 51% 25/07/08 Acambis Sanofi Aventis £275 million 65% 15/07/08 Lev ViroPharma $443 million 49% Pharmaceuticals 10/07/08 Speedel Novartis $880 million 94% 08/07/08 SGX Eli Lilly $64 million 119% Pharmaceuticals 03/07/08 Jerini Shire $521 million 73% 23/06/08 Barrier Stiefel Labs $148 million 136% Therapeutics 09/06/08 Third Wave Tech. Hologic $580 million 7% 05/06/08 Tercica Ipsen $665 million 104% 29/05/08 Kosan Biosciences Bristol-Myers $190 million 233% Squibb 12/05/08 Iomai Intercell $189 million 128% 22/04/08 Sirtris GlaxoSmithKline $720 million 84% 11/04/08 Millennium Takeda $8.8 billion 53% In addition to these smaller deals, there have been several blockbuster announcements over the past year, such as Pfizer's $68 billion bid for Wyeth, Merck's $41 billion bid for Schering-Plough, and Roche's $44 billion bid for Genentech. We have been adept at positioning the Company advantageously to profit from M&A activity as a number of our holdings are invested in small and mid-sized companies with products that would be attractive to numerous larger strategic buyers. A Promising Start to Fiscal 2010 Fiscal 2010 has begun on an auspicious note with the announcement, in April, by biotechnology company Dendreon, that their prostate cancer treatment Provenge had meaningfully extended survival for patients in a phase 3 clinical trial. Dendreon's stock price increased over 130% on the day of that news. Provenge comes from a very advanced class of therapies known as "immunotherapies", which essentially are vaccines against cancer. We typically have a bias against these treatments as they have historically failed to demonstrate efficacy. However our research on Provenge, including many conversations with clinical investigators and biostatisticians, provided evidence that Provenge was showing meaningful efficacy, and given the significant market pessimism surrounding this trial the stock presented a compelling risk/reward profile. Dendreon is a fine example of our belief that the coming years promise to be an exciting time for investors in the healthcare sector thanks to a continued flurry of M&A activity, the successful development of several "blockbuster" new products such as Provenge, improved regulatory efficiency particularly in the U.S., and a broad push towards expanded healthcare coverage for consumers in many large markets such as the U.S. and China. We are intensely focused on finding investment opportunities that will benefit from these trends. At the Annual General Meeting, held on 23 July 2008, shareholders granted approval to invest up to $15 million in private equity funds managed by OrbiMed. The Company has committed to a $5 million investment in Caduceus Asia Partners, a fund dedicated to making private investments in Asian healthcare companies. We believe that this fund is well-positioned to capitalise on the rapid growth in emerging markets and pressures to lower pharmaceutical development costs through outsourcing. The fund has made its first investment in a life science tools company with significant operations in mainland China. As always, we appreciate and thank you for your support. Sven Borho OrbiMed Capital LLC Investment Manager Income Statement for the year ended 31 March 2009 2009 2008 Revenue Capital Total Revenue Capital Total £000 £000 £000 £000 £000 £000 Investment income Investment income ( note 39 - 39 116 - 116 2) Other income ( note 2) - - - 6 - 6 Total income 39 - 39 122 - 122 Gains and losses on investments Gains/losses on - 19,774 19,774 - (9,156) (9,156) investments held at fair value through profit or loss Exchange losses on - (469) (469) - (4) (4) currency balances Expenses Investment management, - (871) (871) - 514 514 management and performance fees ( note 3) Other expenses (408) (7) (415) (366) - (366) Profit/(loss) before (369) (18,427) (18,058) (244) (8,646) (8,890) finance costs and taxation Finance costs (7) (75) (82) (26) (12) (38) Profit/(loss) before (376) 18,352 17,976 (270) (8,658) (8,928) taxation Taxation - - - - - - Profit/(loss) for the (376) 18,352 17,976 (270) (8,658) (8,928) year Earnings/(loss) per (0.7)p 32.7p 32.0p (0.4)p (13.4)p (13.8)p share ( note 4) The "Total" column of this statement represents the Company's Income Statement, prepared in accordance with International Financial Reporting Standards (IFRS). The "Revenue" and "Capital" 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 2009 Share Special Capital Capital Retained Total capital redemption earnings £000 reserve reserve £000 £000 £000 reserve £000 £000 At 31 March 2008 15,596 46,065 1,535 3,574 (2,273) 64,497 Net profit/ (loss) - - - 18,352 (376) 17,976 for the year Buy back of shares (2,772) (12,265) 2,772 - - (12,265) At 31 March 2009 12,824 33,800 4,307 21,926 (2,649) 70,208 For the year ended 31 March 2008 Share Special Capital Capital Retained Total capital reserve redemption reserve earnings £000 £000 reserve £000 £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) Buy back of shares (798) (3,378) 798 - - (3,378) At 31 March 2008 15,596 46,065 1,535 3,574 (2,273) 64,497 Balance Sheet As at 31 March 2009 2008 £'000 £'000 Non current assets Investments held at fair 71,256 64,806 value through profit or loss Current assets Other receivables 1,066 850 Cash and cash equivalents 2,161 811 3,227 1,661 Total assets 74,483 66,467 Current liabilities Other payables 1,136 1,970 Bank loan 3,139 - 4,275 1,970 Net assets 70,208 64,497 Equity attributable to equity holders Ordinary share capital 12,824 15,596 Special reserve 33,800 46,065 Capital redemption reserve 4,307 1,535 Capital reserve 21,926 3,574 Retained earnings (2,649) (2,273) Total equity 70,208 64,497 Net asset value per share 136.9p 103.4p ( note 5) Cash Flow Statement For the year ended 31 March 2009 2008 £'000 £'000 Operating activities Profit/(loss) before tax 17,976 (8,928) Add back interest paid 82 38 Less: gain/(loss) on (19,774) 9,156 investments held at fair value through profit or loss Less exchange losses on 469 4 currency balances Purchases of investments (55,870) (79,383) held at fair value through profit or loss Sales of investments held 67,658 85,477 at fair value through profit or loss Increase in other (9) (21) receivables Increase/(decrease) in 229 (1,359) other payables Net cash inflow from 10,761 4,984 operating activities before interest and taxation Interest paid (82) (38) Net cash inflow from 10,679 4,946 operating activities Financing activities Buy back of shares (11,999) (3,038) Draw down of bank loan 3,139 - Net cash outflow from (8,860) (3,038) financing Increase in cash and cash 1,819 1,908 equivalents Cash and cash equivalents 811 (1,093) at start of year Effect of foreign exchange (469) (4) rate changes Cash and cash equivalents 2,161 811 at end of year 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 2008. 2 Income 2009 2008 £'000 £'000 Income from listed investments 20 70 Money market dividend 17 - Overseas income 2 46 Unfranked interest 39 116 Other operating income - 6 Interest receivable Total Income 39 122 3 Investment Management, Management and Performance Fees Revenue Capital Total Revenue Capital Total 2009 2009 2009 2008 2008 2008 £'000 £'000 £'000 £'000 £'000 £'000 Investment - 449 449 - 471 471 Management Periodic fee Management fee - 198 198 - 218 218 Performance - - - - 169 169 fee paid Performance 224 224 - - - fee accrued Performance - - - - (1,351) (1,351) fee accrual written back Irrecoverable - - - - (21) (21) VAT thereon - 871 871 - (514) (514) During the year ended 31 March 2008 a performance fee of £169,000 crystallised and became payable and also during that year the £1,351,000 accrual that had been made as at 31 March 2007 was reversed in accordance with the performance fee arrangements in force at the time. In addition, a fee of £224,000 was accrued as at 31 March 2009. Notes to the Financial Statements(continued) 4 Earnings/ (loss) per share Total gain per share of 32.0p (2008: loss 13.8p) is based on the total gain attributable to equity shareholders of £17,976,000 (2008: loss £8,928,000). The revenue loss per share of 0.7p (2008:0.4p) is based on the revenue loss attributable to equity shareholders of £376,000 (2008: £270,000). The capital gain per share of 32.7p (2008: loss 13.4p) is based on the capital gain attributable to equity shareholders of £18,352,000 (2008: loss £ 8,658,000). Total gain, revenue loss and capital gain/(loss) per share are based upon the weighted average number of shares in issue during the year of 56,196,626 (2008: 64,473,752). 5 Net asset value per share The net asset value per share is based on the net assets attributable to equity shareholders of £70,208,000 (2008: £64,497,000) and on 51,296,413 (2008: 62,385,963) shares in issue at 31 March 2009. 6 Financial information This preliminary statement is not the Company's statutory accounts. The above results for 2009 have been agreed with the Auditors and are an abridged version of the Company's full accounts which have not yet been filed with the Registrar of Companies. The 2009 accounts have been prepared in accordance with International Financial Reporting Standards ("IFRS"). The statutory accounts for the year end 31 March 2008 have been delivered to the Registrar of Companies and those for 31 March 2009 will be despatched to shareholders shortly. The 2009 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 8 June 2009 - ENDS - The Biotech Growth Trust PLC
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