Half-yearly Report

NEWS RELEASE For immediate release 10 November 2014 The Biotech Growth Trust PLC Unaudited Half Year Results for the six months ended 30 September 2014 The following are attached: •Company Summary and Financial Highlights •Chairman's Statement •Review of Investments •Principal Contributors to and Detractors from Net Asset Value Performance •Portfolio •Income Statement •Statement of Changes in Equity •Statement of Financial Position •Cash Flow Statement •Notes to the Financial Statements • Independent Review Report •Interim Management Report This Announcement is not the Company's Half Year report. It is an abridged version of the Company's full Half Year report for the six months ended 30 September 2014. The full Half Year report will be sent to shareholders on 17 November 2014. The full Half Year report, together with a copy of this announcement, will also be available on the Company's website: www.biotechgt.com The Company's Half Year Report & Accounts for the six months ended 30 September 2014 will be submitted to the UK Listing Authority, and will shortly be available for inspection on the National Storage Mechanism (NSM): www.hemscott.com/nsm.do For further information please contact: Victoria Hale Frostrow Capital LLP 020 3170 8432 Company Summary The Company The Company is an investment trust and its shares are listed on the Official List and traded on the main market of the London Stock Exchange. The Company is a member of the Association of Investment Companies ("AIC"). Management The Company has appointed Frostrow Capital LLP ("Frostrow") as Alternative Investment Fund Manager ("AIFM") to provide company management, company secretarial, administrative and marketing services. The Company and Frostrow have jointly appointed OrbiMed Capital LLC as Portfolio Manager. Performance Performance is measured against the NASDAQ Biotechnology Index (sterling adjusted). Capital Structure The Company's capital structure is composed solely of Ordinary Shares. Details are given on page 4 of this half year report. Dividend No dividend was recommended in respect of the year ended 31 March 2014 (2013: nil). No dividend is recommended in respect of the half year ended 30 September 2014 (2013: nil). Continuation Vote The next continuation vote of the Company will be held at the Annual General Meeting in 2015, and further opportunities to vote on the continuation of the Company will be given to shareholders every five years thereafter. ISA Status The Company's shares are eligible for Individual Savings Accounts (`ISAs') and for Junior ISAs. Company Performance Financial Highlights As at As at 30 September 31 March % 2014 2014 Change Net asset value per share 599.9 498.7p +20.3 Share price 567.0 467.0p +21.4 Discount of share price to net asset value 5.5% 6.4% - per share Average discount/(premium) of share price 6.8% 2.9% - to net asset value per share NASDAQ Biotechnology Index (sterling 1,762.8 1,480.1 +19.1 adjusted) (Benchmark) Gearing* 9.8% 8.3% - *See glossary Investment Objective and Policy To seek capital appreciation through investment in the worldwide biotechnology industry. In order to achieve its investment objective, the Company invests in a diversified portfolio of shares and related securities in biotechnology companies on a worldwide basis. Performance is measured against the NASDAQ Biotechnology Index (sterling adjusted). Investment Approach The Company's Portfolio Manager is OrbiMed Capital LLC ("OrbiMed"). OrbiMed, based in New York, is an investment manager focused exclusively on the healthcare sector, with approximately U.S.$12 billion in assets under management as at 30 September 2014 across a range of funds, including investment trusts, hedge funds and private equity funds. OrbiMed's investment management activities were founded in 1989 by Mr. Samuel D. Isaly. OrbiMed has invested the Company's assets in the worldwide biotechnology industry. Geographic allocation is in line with the geographic distribution of investment opportunities, with the majority of the Company's investments in companies based in North America. OrbiMed takes a bottom-up approach to stock selection based on intensive proprietary research. Stock selection is based on rigorous financial analysis, exhaustive scientific review, frequent meetings with company management and consultations with physicians and other industry experts. OrbiMed looks for strong management teams, healthy organic growth from current products and deep pipelines to fuel future growth. Risk management is conducted via position size limits and geographic diversification. The Company maintains adequate portfolio liquidity by limiting the Company's ownership to 15% of an individual company's equity (at the time of investment) and by strictly limiting the Company's exposure to direct unquoted companies to 10% of the portfolio at the time of acquisition. Investment Limitations The Board seeks to manage the Company's risk by imposing various investment limits and restrictions as follows: The Company will not invest more than 10%, in aggregate, of the value of its gross assets in other closed ended investment companies (including investment trusts) listed on the London Stock Exchange, except where the investment companies themselves have stated investment policies to invest no more than 15% of their gross assets in other closed ended investment companies (including investment trusts) listed on the London Stock Exchange. The Company will not invest more than 15%, in aggregate, of the value of its gross assets in other closed ended investment companies (including investment trusts) listed on the London Stock Exchange. The Company will not invest more than 15% of the value of its gross assets in any one individual stock at the time of acquisition. The Company will not invest more than 10% of the value of its gross assets in direct unquoted investments at the time of acquisition. This limit does not include any investment in private equity funds managed by the Portfolio Manager or any affiliates of such entity. The Company may invest or commit for investment a maximum of US$15 million, after the deduction of proceeds of disposal and other returns of capital, in private equity funds managed by OrbiMed, the Company's Portfolio Manager, or an affiliate thereof. The Company may be unable to invest directly in certain countries. In these circumstances, the Company may gain exposure to companies in such countries by investing indirectly through swaps. Where the Company invests in swaps, exposure to underlying assets will not exceed 5% of the gross assets of the Company at the time of entering into the contract. The Company's gearing policy is that gearing will not exceed 15% of the Company's net assets. The Company's gearing requirements are met through the utilisation of a loan facility, repayable on demand, provided by J.P. Morgan Clearing Corp. This facility can be drawn at the discretion of the AIFM. In accordance with the requirements of the UK Listing Authority, any material change to the investment policy will only be made with the approval of shareholders by ordinary resolution. Capital Structure During the half year, a total of 4,160,625 shares were bought back by the Company to hold in treasury. At 30 September 2014, the Company had 68,886,347 shares (including 4,822,934 shares held in treasury) of 25p each in issue (30 September 2013: 68,536,347 (nil shares held in treasury); 31 March 2014: 68,886,347 (including 662,309 shares held in treasury)). No new shares were issued during the half year. Since the end of the half year 284,897 further shares have been bought back by the Company to hold in treasury. Gearing The Company's borrowing policy was that borrowings would not exceed 10% of the Company's net assets such limits were increased to 15% of the Company's net assets in November 2014, for further details please refer to the Chairman's statement. The Company's borrowing requirements are met through the utilisation of a loan facility, repayable on demand, provided by the Company's prime broker, J.P. Morgan Clearing Corp. As at 30 September 2014 the Company had borrowed £37.7 million under this facility. As of this date the net gearing level was 9.8% of the Company's net assets. Chairman's Statement Performance I am delighted to report that after another period of strong performance the Company's net asset value per share rose by 20.3% and the share price by 21.4% during the period, both outperforming the benchmark, the NASDAQ Biotechnology Index, which measured in sterling terms rose by 19.1%. The Company's outperformance of the benchmark was principally due to the Company's holdings in Gilead Sciences, Intermune and Puma Biotechnology. Further information on investment performance and the outlook for the Company is given in the Portfolio Manager's Review. Capital Structure The Board has continued to implement its policy of active discount management and to buy back shares to hold in treasury when the discount of the share price against the net asset value per share is greater than 6%. During the six months under review the Company repurchased a total of 4,160,625 shares to be held in treasury at a cost of £20,420,000 (including expenses). The average discount during the period was 6.8%. Regulatory I reported in my year-end statement that the Board together with its advisers had been keeping developments with respect to the Alternative Investment Fund Managers Directive (the `Directive') under close review. I am pleased to confirm that the Company entered into the necessary arrangements to ensure compliance with the Directive on 22 July 2014. The Company appointed its existing Manager, Frostrow Capital LLP as its Alternative Investment Fund Manager (`AIFM') on the terms and subject to the conditions of a new management agreement. In addition the Company and Frostrow entered into a portfolio management agreement with OrbiMed Capital LLC. The fee basis of both Frostrow and OrbiMed remain unchanged as a result of these new arrangements. The old agreements between the Company, Frostrow Capital LLP and OrbiMed Capital LLC were terminated. In order to achieve compliance with the AIFM Directive the Company appointed J.P. Morgan Europe Limited to act as the Company's depositary and J.P. Morgan Clearing Corp to act as the prime broker. The custody agreement between the Company and Goldman Sachs & Co was terminated. Gearing The Board has decided that the Company's gearing limit be increased from 10% to 15% of the Company's net assets with immediate effect in order to provide flexibility to our Portfolio Manager. The Board will continue to keep the gearing limit under review. Dividend No dividend was recommended in respect of the year ended 31 March 2014 (2013: nil). No dividend is recommended in respect of the half year ended 30 September 2014 (2013: nil). Outlook The development of new products and the prospect of merger and acquisition activity continue to be key drivers for the biotechnology sector. Our Portfolio Manager, OrbiMed Capital LLC believes that large capitalisation biotechnology companies, in particular, offer good value opportunities due, in part, to positive earnings prospects for 2015 and beyond. Against this back-drop, the Board remains confident about the future performance of the biotechnology sector with the portfolio being well-positioned to benefit from this positive outlook. Despite the biotechnology sector witnessing volatile market conditions in recent months our Portfolio Manager's focus remains on the selection of stocks with strong prospects for capital enhancement and we reiterate our belief that the long-term investor in the sector will be well rewarded. The Rt Hon Lord Waldegrave of North Hill Chairman 10 November 2014 Portfolio Manager's Review Interim Performance Review Top contributors to performance in the portfolio were Gilead Sciences, InterMune, Puma Biotechnology, Medivation, and Vertex Pharmaceuticals. Gilead shares appreciated due to the strong launch of Sovaldi for the treatment of Hepatitis C. In the first half of 2014, Sovaldi sales were $5.75 billion, significantly beating analyst expectations. InterMune shares increased due to the company's acquisition by Roche for $8.3 billion. The deal offered shareholders a 38% premium to the share price preceding the merger announcement. Puma Biotechnology shares appreciated due to successful phase III results of neratinib for Her2+ breast cancer following Herceptin-based adjuvant therapy. Success in this trial was not widely expected; the shares increased nearly 300% following the announcement. Medivation shares appreciated over the period due to strong sales of Xtandi for prostate cancer. Additionally, investors became more optimistic about the potential of Xtandi for the treatment of breast cancer. Data in that indication will be released by year-end. Vertex shares increased due to positive phase III data for the combination of Ivacaftor and Lumacaftor for the treatment of cystic fibrosis patients with the most common mutation, F508del. This represents a multi-billion dollar opportunity. The largest losses were from positions in Fluidigm, Prothena, and Vanda Pharmaceuticals. Fluidigm shares declined due to poor performance from the company's recently acquired DVS BioScience division. Fluidigm revised growth expectations for DVS substantially lower than prior guidance due to disruptions in sales channels. Prothena shares declined due to the release of disappointing results from a phase I trial of NEOD001 for AL amyloidosis. Vanda shares declined due to a weaker than expected launch of Hetlioz for Non-24-hour sleep-wake disorder. Outlook Following a selloff in March and April, biotech stocks rebounded and are now close to an all-time high, as measured by the Nasdaq Biotechnology Index. We believe the sector remains fundamentally strong, and the case remains good for continued outperformance. Valuations remain attractive among the major biotechnology companies, and we believe that they still do not fully incorporate the reacceleration of growth from new products that we have previously detailed. For example, Gilead Sciences launched its new blockbuster drug for HCV, Sovaldi, which is expected to generate nearly $12 billion in revenue this year. Yet even with this success and strong stock performance this year, the shares are only trading at 11x consensus 2015 EPS. The strong performance of Puma Biotechnology and Vertex Pharmaceuticals following positive phase III results highlights the importance of clinical data releases to catalyze stock appreciation in the sector. We expect an abundance of clinical catalysts over the next year. We have previously noted that immuno-oncology has become a major focus among investors. This field has experienced substantial breakthroughs over the past several years and will have very active news flow over the next year. In particular, the first pivotal clinical trials of Opdivo in lung cancer are expected shortly. This drug, developed by Bristol-Myers Squibb and its partner Ono Pharmaceuticals (held within the portfolio) is an inhibitor of PD-1 which releases suppression of immune T-cells to fight cancer and has shown activity across a broad range of tumors. Using the anti-PD-1 drugs in combination with other activators of the immune system will potentially extend the benefit to a larger group of patients. Toward this end, we will see proof of concept data from portfolio companies Incyte and Innate Pharma for their combination approaches in 2015. M&A activity will continue to be a major catalyst in the sector. During the review period, portfolio holdings InterMune and Shire announced agreements to be acquired by Roche and AbbVie, respectively. The Shire acquisition was proposed in part to benefit AbbVie through a lower tax due to reincorporation in the UK. However, subsequently U.S. Treasury Secretary Jack Lew announced new rules to discourage tax inversions, which caused AbbVie's Board to abandon the deal in October. Although acquisitions for tax inversion had become popular in healthcare, this manoeuvre was more common among specialty pharma companies rather than traditional biotech. We therefore see little change in the attractiveness of biotech companies for acquisition, and see the ongoing weaknesses in pharma pipelines as the main motivation for M&A. The number of holdings in the Trust is approximately 35. Currently approximately one-third of the Trust's assets are invested in emerging biotechnology companies, and two-thirds are invested in major biotechnology companies. With attractive valuation and abundant clinical and regulatory catalysts, we believe that the sector is well positioned to continue its positive momentum. Sven Borho OrbiMed Capital LLC Portfolio Manager 10 November 2014 Principal Contributors to and Detractors from Net Asset Value For the Six Months to 30 September Top Five Contributors Contribution Contribution 2014 per share £'000 (pence)* Gilead Sciences 19,722 29.5p Intermune 11,196 16.8p Puma Biotechnology 10,092 15.1p Medivation 6,077 9.1p Vertex 6,054 9.1p 79.6p Top Five Detractors Contribution for six months to 30 September Contribution 2014 per share £'000 (pence)* Fluidigm (3,904) (5.8)p Prothena (3,483) (5.2)p Vanda (1,741) (2.6)p Xencor (1,041) (1.6)p Incyte Genomics (1,017) (1.5)p (16.7)p * based on 66,809,765 (excluding treasury shares) ordinary shares being the weighted average number of shares in issue for the six months ended 30 September 2014 Source: Frostrow Capital LLP Investment Portfolio Investment as at 30 September 2014 Fair value % of Security Country/ £'000 investments Region Biogen Idec United 41,934 10.0 States Celgene United 35,663 8.5 States Amgen United 35,263 8.4 States Gilead Sciences United 32,569 7.7 States Illumina United 20,842 5.0 States Alexion Pharmaceuticals United 20,253 4.8 States Medivation United 20,124 4.8 States Vertex Pharmaceuticals United 20,091 4.8 States Regeneron Pharmaceuticals United 17,343 4.1 States Pacira Pharmaceuticals United 14,223 3.4 States Ten largest investments 258,305 61.5 Incyte United 12,741 3.0 States Ono Pharmaceutical Japan 11,490 2.8 Jazz Pharmaceuticals United 11,390 2.7 States GW Pharmaceuticals United 11,022 2.6 Kingdom Impax Laboratories United 10,238 2.5 States Arrowhead Research United 9,871 2.4 States Agilent Technologies United 9,386 2.2 States Actelion Switzerland 9,062 2.2 Salix Pharmaceuticals United 7,896 1.9 States Affymetrix United 7,738 1.8 States Twenty largest investments 359,139 85.6 Neurocrine Biosciences United 7,724 1.8 States Ironwood Pharmaceuticals United 6,993 1.7 States Horizon Pharmaceutical United 6,787 1.6 States Infinity Pharmaceuticals United 5,880 1.4 States Fluidigm United 5,215 1.3 States Innate Pharmaceutical France 5,210 1.2 Xencor United 4,806 1.2 States NPS Pharmaceuticals United 3,920 0.9 States Amag Pharmaceuticals United 3,110 0.7 States OrbiMed Asia Partners L.P. (unquoted)* Far East 2,904 0.7 Thirty largest investments 411,688 98.1 Qiagen Netherlands 2,666 0.6 Puma Biotechnology United 2,046 0.5 States Synageva Biopharma United 1,413 0.4 States Achillion Pharmaceuticals United 973 0.2 States ArQule United 896 0.2 States Total investments 419,682 100.0 All of the above investments are equities unless otherwise stated. * Partnership interest Portfolio Breakdown Fair value % of £'000 investments Equities 416,778 99.3 Partnership interest 2,904 0.7 Total investments 419,682 100.0 Income Statement for the six months ended 30 September 2014 (Unaudited) (Unaudited) (Audited) Six months ended 30 Six months ended 30 Year ended 31 March September 2014 September 2013 2014 Revenue Capital Total Revenue Capital Total Revenue Capital Total Note £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 Investment income Investment 2 509 - 509 477 - 477 873 - 873 income Total income 509 - 509 477 - 477 873 - 873 Gains and losses on investments Gains on - 67,035 67,035 - 43,772 43,772 - 87,614 87,614 investments held at fair value through profit or loss Exchange - (763) (763) - 927 927 - 1,670 1,670 (losses)/gains on currency balances Expenses Portfolio 3 - (1,852) (1,852) - 875 875 - (2,763) ( management, AIFM 2,763) and performance fees Other expenses (330) - (330) (469) - (469) (869) - (869) Profit before 179 64,420 64,599 8 45,574 45,582 4 86,521 86,525 finance costs and taxation Finance costs - (69) (69) - (20) (20) - (94) (94) Profit before 179 64,351 64,530 8 45,554 45,562 4 86,427 86,431 taxation Taxation (56) - (56) (44) - (44) (94) - (94) Profit/(loss) 123 64,351 64,474 (36) 45,554 45,518 (90) 86,427 86,337 for the period/ year Basic and 4 0.2p 96.3p 96.5p (0.1)p 67.4p 67.3p (0.1)p 126.9p 126.8p diluted earnings /(loss) per share The Company does not have any income or expenses which are not included in the profit for the period. Accordingly the "profit/(loss) for the period" is also the "total comprehensive income for the period", as defined in IAS 1 (revised) and no separate Statement of Comprehensive Income has been presented. All of the profit/(loss) and total comprehensive income for the period is attributable to the owners of the Company. The "Total" column of the statement is the Company's Income Statement, prepared in accordance with International Financial Reporting Standards ("IFRS") as adopted by the EU. The "Revenue and Capital" columns are supplementary to this and are prepared under guidelines published by the Association of Investment Companies. All items in the above statement derive from continuing operations. No operations were acquired or discontinued in the period. The financial statements for the six months ended 30 September 2014 have not been audited by the Company's auditors. Statement of Changes in Equity Ordinary Share Capital Share Premium Special Redemption Capital Revenue (Unaudited) Capital Account Reserve Reserve Reserve Reserve Total Six months ended £'000 £'000 £'000 £'000 £'000 £'000 £'000 30 September 2014 At 31 March 2014 17,222 42,732 21,747 5,577 256,768 (3,798) 340,248 Net profit for - - - - 64,351 123 64,474 period Repurchase of own - - (20,420) - - - (20,420) shares to be held in treasury At 30 September 17,222 42,732 1,327 5,577 321,119 (3,675) 384,302 2014 Ordinary Share Capital Share Premium Special Redemption Capital Revenue (Unaudited) Capital Account Reserve Reserve Reserve Reserve Total Six months ended £'000 £'000 £'000 £'000 £'000 £'000 £'000 30 September 2013 At 31 March 2013 16,117 26,122 25,167 5,577 170,341 (3,708) 239,616 Net profit/(loss) - - - - 45,554 (36) 45,518 for period Issue of new 1,017 14,870 - - - - 15,887 shares At 30 September 17,134 40,992 25,167 5,577 215,895 (3,744) 301,021 2013 Ordinary Share Capital Share Premium Special Redemption Capital Revenue (Audited) Capital Account Reserve Reserve Reserve Reserve Total Year ended 31 £'000 £'000 £'000 £'000 £'000 £'000 £'000 March 2014 At 31 March 2013 16,117 26,122 25,167 5,577 170,341 (3,708) 239,616 Net profit/(loss) - - - - 86,427 (90) 86,337 for the year Issue of new 1,105 16,610 - - - - 17,715 shares Repurchase of own - - (3,420) - - - (3,420) shares to be held in treasury At 31 March 2014 17,222 42,732 21,747 5,577 256,768 (3,798) 340,248 Statement of Financial Position as at 30 September 2014 (Unaudited) (Unaudited) (Audited) 30 30 31 March September September 2014 2013 2014 Note £'000 £'000 £'000 Non current assets Investments held at fair value 419,682 325,346 368,362 through profit or loss Current assets Other receivables 15,716 1,226 12,072 15,716 1,226 12,072 Total assets 435,398 326,572 380,434 Current liabilities Other payables 13,440 16,226 12,306 Bank overdraft 37,656 9,325 27,880 51,096 25,551 40,186 Net assets 384,302 301,021 340,248 Equity attributable to equity holders Ordinary share capital 17,222 17,134 17,222 Share premium account 42,732 40,992 42,732 Special reserve 1,327 25,167 21,747 Capital redemption reserve 5,577 5,577 5,577 Capital reserve 321,119 215,895 256,768 Revenue reserve (3,675) (3,744) (3,798) Total equity 384,302 301,021 340,248 Net asset value per share 5 599.9p 439.2p 498.7p Statement of Cash Flows for the six months ended 30 September 2014 (Unaudited) (Unaudited) Restated (Audited) Six months Six months Year ended ended ended 30 30 31 March September September 2014 2013 2014 £'000 £'000 £'000 Net cash inflow/(outflow) from operating 11,407 (34,540) (52,246) activities (note 6) Net cash inflow/(outflow) before financing 11,407 (34,540) (52,246) Net cash (outflow)/inflow from financing (20,420) 15,887 14,295 activities Net decrease in cash and cash equivalents (9,013) (18,653) (37,951) Cash and cash equivalents at start of period (27,880) 8,401 8,401 Realised (losses)/gains on foreign currency (763) 927 1,670 Cash and cash equivalents at period/year end (37,656) (9,325) (27,880) Notes to the Financial Statements 1.a) General information The Biotech Growth Trust PLC is a Company incorporated and registered in England. The Company operates as an investment trust company within the meaning of Section 833 of the Companies Act 2006 and has made a successful application under Regulation 5 of the Investment Trust (Approved Company) (Tax) Regulations 2011 for investment trust status to apply to all accounting periods starting on or after 1 April 2012. The Company is managed in such a way to ensure that it continues to meet the eligibility conditions contained in Section 1158 of the Corporation Tax Act 2010 and the on- going requirements outlined in Chapter 3 of Part 2 of the regulations. 1.b) Basis of preparation The interim condensed financial statements of the Company for the six months ended 30 September 2014 have been prepared in accordance with IAS 34 "Interim Financial Reporting". They do not include all the financial information required for the full annual financial statements and have been prepared using accounting policies adopted in the audited financial statements for the year ended 31 March 2014. The bank loan as at 31 March 2014 has been restated and is now presented as a bank overdraft. Those financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRS") as adopted by the EU. 1.c) Segmental reporting The Directors are of the opinion that the Company is engaged in a single segment of business, being investment business. 1.d) Going concern The Directors believe that it is appropriate to adopt the going concern basis in preparing the accounts as the assets of the Company consists mainly of securities that are readily realisable and, accordingly, the Company has adequate financial resources to continue in operational existence for the forseeable future. The next continuation vote of the Company will be held at the Annual General Meeting in 2015, and further opportunities to vote on the continuation of the Company will be given to shareholders every five years thereafter. 2. Income (Unaudited) (Unaudited) (Audited) Six months Six months Year ended ended ended 30 30 31 March September September 2014 2013 2014 £'000 £'000 £'000 Investment income 509 477 873 Overseas income Total income 509 477 873 3. Portfolio Management, AIFM and Performance Fees (Unaudited) (Unaudited) (Audited) Six months Six months Year ended ended ended 30 30 31 March September September 2014 2013 2014 £'000 £'000 £'000 Portfolio management fee 1,218 894 1,967 AIFM fee 532 410 890 Performance fee charged/(written back) in the 102 (2,179) (94) period/year* 1,852 (875) 2,763 *In accordance with the performance fee arrangements described on pages 29 and 30 of the Company's 2014 Annual Report, a performance fee of £102,000 was accrued at 30 September 2014 (30 September 2013: £579,000). 4. Basic and diluted Earnings/(Loss) per Share (Unaudited) (Unaudited) (Audited) Six months Six months Year ended ended ended 30 30 31 March September September 2014 2013 2014 £'000 £'000 £'000 The earnings/(loss) per share is based on the following figures: Net revenue gain/(loss) 123 (36) (90) Net capital gain 64,351 45,554 86,427 Net total gain 64,474 45,518 86,337 Weighted average number of shares in issue 66,809,765 67,630,199 68,115,445 during the period/year Pence Pence Pence Revenue earnings/(loss) per share 0.2 (0.1) (0.1) Capital earnings per share 96.3 67.4 126.9 Total earnings per share 96.5 67.3 126.8 5. Net Asset Value per Share The net asset value per share is based on the net assets attributable to equity shareholders of £384,302,000 (30 September 2013: £301,021,000; 31 March 2014: £ 340,248,000) and on 64,063,413 shares (excluding 4,822,934 shares held in treasury), (30 September 2013: 68,536,347; 31 March 2014: 68,224,038) being the number of shares in issue at the period end. 6. Reconciliation of Profit Before Taxation to Net Cash Inflow/(outflow) From Operating Activities (Unaudited) (Unaudited) (Audited) Six months Six months Year ended ended ended 30 30 31 March September September 2014 2013 2014 £'000 £'000 £'000 Profit before taxation 64,530 45,562 86,431 Gains on investments held at fair value (66,272) (44,699) (89,284) through profit or loss Net sales/(purchases) of investments 13,922 (31,928) (46,187) Decrease/(increase) in other receivables 63 (44) (162) Decrease in other payables (836) (3,431) (3,014) Net cash inflow/(outflow) from operating 11,407 (34,540) (52,246) activities 7. Analysis of changes in net debt Foreign 30 September 1 April Cash Flow Exchange 2014 2014 £'000 £'000 £'000 £'000 Debt: Bank overdraft (27,880) (9,013) (763) (37,656) (27,880) (9,013) (763) (37,656) 8. Transaction Costs Purchase and sale transaction costs for the six months ended 30 September 2014 were £307,000 (six months ended 30 September 2013: £359,000; year ended 31 March 2014: £707,000). These costs comprise mainly of commission costs. 9. Investments IFRS 13 requires the company to classify fair value measurements using the fair value hierarchy that reflects the significance of the inputs used in making the measurements. The fair value hierarchy consists of the following three levels • Level 1 - quoted prices (unadjusted) in active markets for identical assets or liabilities; • Level 2 - inputs other than quoted prices included with Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices), and • Level 3 - inputs for the asset or liability that are not based on observable market data (unobservable inputs) At 30 September 2014 the investment in OrbiMed Asia Partners LP Fund has been classified as level 3. The fund has been valued at the adjusted net asset value as at 30 September 2014. If the value of the find was to increase or decrease by 10%, while other variables had remained constant, the return and net assets attributable to Shareholders for the period ended 30 September 2014 would have increased/decreased by £290,000. The table below sets out fair value measurements of financial assets in accordance with IFRS13 fair value hierarchy system: Six months ended 30 September 2014 Level 1 Level 2 Level 3 Total £'000 £'000 £'000 £'000 Equity investments 416,778 - - 416,778 Partnership interest in L.P - - 2,904 2,904 Total 416,778 - 2,904 419,682 Six months ended 30 September 2013 Level 1 Level 2 Level 3 Total £'000 £'000 £'000 £'000 Equity investments 322,692 - - 322,692 Partnership interest in L.P - - 2,654 2,654 Total 322,692 - 2,654 325,346 Year ended 31 March 2014 Level 1 Level 2 Level 3 Total £'000 £'000 £'000 £'000 Equity investments 365,867 - - 365,867 Partnership interest in L.P - - 2,495 2,495 Total 365,867 - 2,495 368,362 Level 3 reconciliation Please see below a reconciliation disclosing the changes during the six months for the financial assets and liabilities designated at fair value through profit or loss classified as being Level 3. £'000 Assets as at 1 April 2014 2,495 Capital commitment during the period 267 Total gains during the period 142 Asset as at 30 September 2014 2,904 10.Principal risks profile The principal risks which the Company faces include exposure to: i) market price risk, including currency risk, interest rate risk and other price risk; ii) liquidity risk; and iii) credit risk Market price risk - is the risk that the fair value or future cash flows of a financial instrument held by the Company may fluctuate because of changes in market prices. This market risk comprises three elements - currency risk, interest rate risk and other price risk. Liquidity risk - This is the risk that the Company will encounter difficulty in meeting obligations associated with financial liabilities. Credit risk - This is the risk of the failure of the counterparty to a transaction to discharge its obligations under that transaction could result in the Company suffering a loss. Further details of the Company's management of these risks can be found in note 13 of the Company's 2014 annual report. There have been no changes to the management of or the exposure to these risks since that date. 11. Related party transactions There have been no changes to the related party arrangements or transactions as reported in Annual Financial report for the year ended 31 March 2014. 12. Comparative Information The financial information contained in this half year report does not constitute statutory accounts as defined in section 435(1) of the Companies Act 2006. The financial information for the six months ended 30 September 2014 and 2013 has not been audited by the auditors. The information for the year ended 31 March 2014 has been extracted from the latest published audited financial statements. The audited financial statements for the year ended 31 March 2014 have been filed with the Registrar of the Companies. The report of the auditors on those accounts was unqualified, did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying the report and did not contain statements under section 498 of the Companies Act 2006. Independent Review Report to the Biotech Growth Trust PLC Introduction We have been engaged by the Company to review the condensed set of financial statements in the half-yearly financial report for the period 1 April 2014 to 30 September 2014 which comprises the Condensed Statement of Comprehensive Income, the Condensed Statement of Financial Position, the Condensed Statement of Changes in Net Assets, the Condensed Statement of Cash Flows and the related notes 1 to 12. We have read the other information contained in the half yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements. This report is made solely to the Company in accordance with guidance contained in International Standard on Review Engagements 2410 (UK and Ireland) "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing Practices Board. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company, for our work, for this report, or for the conclusions we have formed. Directors' Responsibilities The half-yearly financial report is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the half-yearly financial report in accordance with the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority. As disclosed in note 2, the financial statements of the Company are prepared in accordance with IFRSs as adopted by the European Union. The condensed set of financial statements included in this half-yearly financial report has been prepared in accordance with International Accounting Standard 34, "Interim Financial Reporting", as adopted by the European Union. Our Responsibility Our responsibility is to express to the Company a conclusion on the condensed set of financial statements in the half-yearly financial report based on our review. Scope of Review We conducted our review in accordance with the International Standard on Review Engagements (UK and Ireland) 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing Practices Board for use in the United Kingdom. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK and Ireland) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion. Conclusion Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the half-yearly financial report for the period from 1 April 2014 to 30 September 2014 is not prepared, in all material respects, in accordance with International Accounting Standard 34 as adopted by the European Union and the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority. Ernst & Young LLP London 10 November 2014 Interim Management Report Principal Risks and Uncertainties A review of the half year, including reference to the risks and uncertainties that existed during the period and the outlook for the Company can be found in the Chairman's Statement beginning on page 5 and in the Portfolio Manager's Review beginning on page 6. The principal risks faced by the Company fall into the following broad categories: objective and strategy; level of discount/ premium; portfolio performance; operational and regulatory; market price risks; liquidity risk; shareholder profile; currency risk; the risk associated with the Company's loan facility; and credit risk. Information on each of these areas is given in the Strategic Report/ Business Review within the Annual Report and Accounts for the year ended 31 March 2014. In the view of the Board these principal risks and uncertainties are applicable to the remaining six months of the financial year as they were to the six months under review. Related Party Transactions During the first six months of the current financial year, no transactions with related parties have taken place which have materially affected the financial position or the performance of the Company. Going Concern The Directors believe, having considered the Company's investment objective, risk management policies, capital management policies and procedures, and the nature of the portfolio and the expenditure projections, are satisfied that the Company has adequate resources, an appropriate financial structure and suitable management arrangements in place to continue in operational existence for the foreseeable future. For these reasons, they consider there is reasonable evidence to continue to adopt the going concern basis in preparing the accounts. Directors' Responsibilities The Board of Directors confirms that, to the best of its knowledge: (i) the condensed set of financial statements contained within the Half Year Report has been prepared in accordance with applicable International Accounting Standards, (IAS) 34; and (ii) the interim management report and the Chairman's statement includes a fair review of the information required by 4.2.7R and 4.2.8R of the Transparency Rules. In order to provide these confirmations, and in preparing these financial statements, the Directors are required to: • select suitable accounting policies and then apply them consistently; • make judgments and accounting estimates that are reasonable and prudent; • state whether applicable IFRS have been followed, subject to any material departures disclosed and explained in the financial statements; and • prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business; and the Directors confirm that they have done so. The Half Year Report has not been audited by the Company's auditors. The Half Year Report was approved by the Board on 10 November 2014 and the above responsibility statement was signed on its behalf by: The Rt Hon Lord Waldegrave of North Hill Chairman Glossary of Terms Investment Trust Terms AIFM Directive The Alternative Investment Fund Manager Directive (the "Directive") is a European Union Directive that entered into force on 22 July 2013. The Directive regulates EU fund managers that manage alternative investment funds (this includes investment trusts). There was a one-year transition period within which alternative funds must comply with the provisions of the Directive. Discount or Premium A description of the difference between the share price and the net asset value per share. The size of the discount or premium is calculated by subtracting the share price from the net asset value per share and is usually expressed as a percentage (%) of the net asset value per share. If the share price is higher than the net asset value per share the result is a premium. If the share price is lower than the net asset value per share, the shares are trading at a discount. Gearing Calculated using the Association of Investment Companies definition. Total assets, less current liabilities (before deducting any prior charges) minus cash/cash equivalents divided by Shareholders' Funds, expressed as a percentage. Net Asset Value (NAV) The value of the Company's assets, principally investments made in other companies and cash being held, minus any liabilities. The NAV is also described as `shareholders' funds' per share. The NAV is often expressed in pence per share after being divided by the number of shares which have been issued. The NAV per share is unlikely to be the same as the share price which is the price at which the Company's shares can be bought or sold by an investor. The share price is determined by the relationship between the demand and supply of the shares. Ongoing Charges Ongoing charges are calculated by taking the Company's annualised ongoing charges, excluding performance fees and exceptional items, and dividing by the average net asset value of the Company over the year. Total Assets Total assets less current liabilities before deducting prior charges. Prior charges includes all loans for investment purposes. Treasury Shares Shares previously issued by a company that have been bought back from Shareholders to be held by the Company for potential sale or cancellation at a later date. Such shares are not capable of being voted and carry no rights to dividends. For and on behalf of Frostrow Capital LLP, Secretary 10 November 2014 - ENDS -
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