Final Results

BLACKROCK GREATER EUROPE INVESTMENT TRUST plc Annual results announcement for the year ended 31 August 2011 MANAGEMENT REPORT Chairman's Statement Overview Europe has been struggling to deal with the aftermath of the 2008 financial crisis and this has weighed heavily on investor sentiment. The continuing turmoil in sovereign debt markets, with Greece and other economies facing severe structural issues with no immediate resolution, and the problems this might cause for European bank balance sheets, has undermined European equities. Despite this, earnings and share prices increased and in the year ended 31 August 2011 the Company's net asset value ("NAV") per share grew by 7.6%, compared with a rise of 3.4% in the FTSE World Europe ex UK Index. The Company's share price rose by 15.6% over the same period. All percentages are calculated in Sterling terms with income reinvested. Since the year end, the Company's undiluted NAV per share has declined by 6.8% compared with a fall in the FTSE World Europe ex UK Index of 3.3% over the same period. Revenue return and dividends The Company's undiluted revenue return for the year to 31 August 2011 amounted to 6.77p per share compared with 3.13p for the previous year. During this past year we have seen many of our portfolio companies increasing their distributions due to excess cash flows. On the basis of this exceptional income, the Directors are recommending a final dividend of 3.50p per share (2010: 3.30p), and have declared a special dividend of 2.50p per share. The dividends will be paid together as a single payment on 8 December 2011 to shareholders on the Company's register on 28 October 2011; the ex dividend date is 26 October 2011. Tender offers The Directors exercised their discretion to operate the half yearly tender offer on 31 May 2011. The offer was for up to 20% of the shares in issue at the prevailing NAV less 2%. In the event, valid tenders for 2,229,788 shares were received at a price of 219.50p per share, representing 2.29% of the shares in issue, excluding treasury shares. All shares tendered in May were placed in treasury and 990,000 shares have subsequently been reissued at a premium to NAV for total proceeds of £1,723,000. The 2,898,166 shares previously held in treasury were cancelled. It was announced on 19 September 2011 that the next semi-annual tender offer would take place on 30 November 2011, for up to 20% of shares in issue at the prevailing NAV per share subject to a discount of 2%. A circular relating to the tender offer will be available at the end of October either on the BlackRock Investment Management website at www.blackrock.co.uk/brge or in hard copy on request from the Company's registered office c/o The Secretary, BlackRock Greater Europe Investment Trust plc, 12 Throgmorton Avenue, London EC2N 2DL. Subscription shares During the year and up to the date of this report, the Company has issued a total of 1,454,845 ordinary shares following the conversion of 1,454,845 subscription shares. Total proceeds amounted to £2,662,000. The Company now has 97,599,102 ordinary shares (including treasury shares) and 18,351,675 subscription shares in issue. Subscription shareholders have further opportunities to subscribe for all or any of the ordinary shares to which their subscription shares relate on each of 31 January, 30 April, 31 July and 31 October until 31 October 2012 at a price of 183p per share. Board of Directors Béatrice Philippe has chosen not to seek re-election as a Director at the forthcoming Annual General Meeting and so will retire as a Director of the Company. Béatrice joined the Board at the formation of the Company seven years ago and I wish to express the thanks and appreciation of the Board for all her helpful advice and enthusiasm over this period. Annual General Meeting The Annual General Meeting of the Company will be held at BlackRock's new offices at 12 Throgmorton Avenue, London EC2N 2DL on Wednesday, 30 November 2011 at 12.00 noon. The Investment Manager will be making a presentation to shareholders on the Company's progress and the outlook for European equity markets. Outlook Since the year end on 31 August, the political and economic difficulties and uncertainties affecting the Eurozone have deepened and European stock markets have declined, as have the Company's NAV and share price as noted above; investors must be prepared for continuing market volatility. Despite this most unhelpful background, there exists and will continue to exist many first class and profitable companies in Europe and the Company will continue to seek to invest in the most attractive of these. John Walker-Haworth 12 October 2011 Key risks The key risks faced by the Company are set out below. The Board regularly reviews and agrees policies for managing each risk, as summarised below. - Performance risk - The Board is responsible for deciding the investment strategy to fulfil the Company's objective and monitoring the performance of the Investment Manager. An inappropriate strategy may lead to underperformance against the reference index and the Company's peer group. To manage this risk the Investment Manager provides an explanation of significant stock selection decisions and the rationale for the composition of the investment portfolio. The Board monitors and mandates an adequate spread of investments, in order to minimise the risks associated with particular countries or factors specific to particular sectors, based on the diversification requirements inherent in the Company's investment policy. The Board also receives and reviews regular reports showing an analysis of the Company's performance against the FTSE World Europe ex UK Index and other similar indices. - Income/dividend risk - The amount of dividends and future dividend growth will depend on the Company's underlying portfolio. Any change in the tax treatment of the dividends or interest received by the Company (including as a result of withholding taxes or exchange controls imposed by jurisdictions in which the Company invests) may reduce the level of dividends received by shareholders. The Board monitors this risk through the receipt of detailed income forecasts and considers the level of income at each meeting. - Regulatory risk - The Company operates as an investment trust in accordance with the requirements of Chapter 4 of Part 24 of the Corporation Tax Act 2010. As such, the Company is exempt from capital gains tax on the sale of its investments. The Investment Manager monitors investment movements, the level and type of forecast income and expenditure and the amount of proposed dividends to ensure that the provisions of Chapter 4 of Part 24 of the Corporation Tax Act 2010 are not breached and the results are reported to the Board. - Operational risk - In common with most other investment trust companies, the Company has no employees. The Company therefore relies upon the services provided by third parties and is dependent on the control systems of the Investment Manager and the Company's service providers. The security, for example, of the Company's assets, dealing procedures, accounting records and maintenance of regulatory and legal requirements, depend on the effective operation of these systems. These are regularly tested and monitored and an internal control report, which includes an assessment of risks together with procedures to mitigate such risks, is prepared by the Investment Manager and reviewed by the Audit and Management Engagement Committee twice a year. The custodian and the Investment Manager also produce annual internal control reports which are reviewed by their respective auditors and give assurance regarding the effective operation of controls and are also reviewed by the Audit and Management Engagement Committee. - Market risk - Market risk arises from volatility in the prices of the Company's investments. It represents the potential loss the Company might suffer through holding investments in the face of negative market movements. The Board considers asset allocation, stock selection, unquoted investments and levels of gearing on a regular basis and has set investment restrictions and guidelines which are monitored and reported on by the Investment Manager. The Board monitors the implementation and results of the investment process with the Investment Manager. - Financial risks - The Company's investment activities expose it to a variety of financial risks that include market price risk, foreign currency risk, interest rate risk, liquidity risk and credit risk. In addition, it should be noted that emerging markets tend to be more volatile than more established stock markets and therefore present a greater degree of risk. Related party transactions The Investment Manager is regarded as a related party and details of the investment management fees payable are set out in note 4. Statement of Directors' Responsibilities In accordance with Disclosure and Transparency Rule 4.1.12, each of the Directors confirm to the best of their knowledge that: - the financial statements, prepared in accordance with applicable accounting standards, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company; and - the annual report includes a fair review of the development and performance of the business and the position of the Company, together with a description of the principal risks and uncertainties that it faces. For and on behalf of the Board John Walker-Haworth Chairman 12 October 2011 INVESTMENT MANAGER'S REPORT Overview European equity markets continued to be volatile over the twelve months to 31 August 2011. In many ways, the effects of the recent global recession were still being felt, especially with regards to levels of sovereign indebtedness and fiscal imbalances. Towards the end of 2010, Ireland's €85 billion bail-out by the European Financial Stability Facility caused returns in the peripheral European region, principally in Greece, Portugal, Ireland and Spain, to decline as the potential for a sovereign default became more evident. Despite an increase in optimism at the beginning of 2011 about the potential for a resolution to the sovereign debt crisis, at the end of the year uncertainty about both the likelihood and method of a solution remained. Later in the period, concerns arose regarding the solvency of Italy as the yield on Italian sovereign debt increased, causing the European Central Bank to intervene directly in the debt markets during August 2011 in an effort to calm the markets. Other global events also impacted on the macroeconomic climate. These included political unrest in North Africa and the Middle East, which caused the oil price temporarily to reach US$120 per barrel during February 2011, and the tragic earthquake and subsequent tsunami in Japan during March 2011, which led to a disruption of the supply chain in some industries and caused power prices to rise further as the sustainability of nuclear energy was brought into question. Global markets declined during July and August 2011, caused by increasing concerns about the levels of debt in the Eurozone and the US, which was downgraded from its AAA rating by S&P after politicians prevaricated over raising the ceiling level for national debt. However, for most of this period of uncertainty, economic data in Northern Europe continued to be strong with both consumer confidence and industrial production significantly healthier in Germany and Scandinavia than in southern Europe. Moreover, corporate profitability remained strong for most of the period with aggregate earnings beating expectations on the whole and optimistic outlook statements from company management teams signalling a continuation of recovery in the region. This recovery somewhat stalled towards the end of the period as global purchasing manager indices, which indicate levels of industrial productivity, began to signal a slowdown in the global economy, leading to the market declines experienced in July and August 2011. Performance In this market environment, we are pleased to report that the Company's net asset value per share increased by 7.6% and its share price gained 15.6% in the twelve months to 31 August 2011, both in Sterling terms and with income reinvested. By comparison, the FTSE World Europe ex UK Index rose by 3.4% (with income reinvested) in the same period. Portfolio activity Both the Company's sector allocation and stock selection contributed to returns during the year. The decision to have lower weightings in the financials sector benefited returns when measured against the market, as did the decision to have a higher weighting in the consumer goods sector. At a stock level, positions in the consumer goods and oil & gas sectors proved the most successful, although holdings in the industrials and consumer services sectors also performed well. Holdings in high quality industrial companies performed well throughout the twelve months, in particular a position in Finnish elevator and escalator company Kone. Kone generates the majority of its earnings through servicing its existing installed base; as a result, its earnings are very defensive by nature and offer attractive growth potential through margin expansion. The company is also able to benefit from the increase in non-residential construction in the emerging markets through new equipment sales and is increasing its market presence in China. Along a similar theme, a position in French electrical engineering company Legrand performed well during the year. In our view, Legrand offers best-in-class profitability and strong financial discipline, as well as valuable access to emerging market growth. Legrand also reported strong organic growth for the first half of 2011, causing the stock to perform well at the end of the period. Within the consumer goods sector, a position in Finnish winter tyre producer Nokian Renkaat continued to benefit from strong demand in global car sales. Nokian Tyres offers very strong profitability, especially through its operations in Russia, and now operates on a leaner cost base than previously, further aiding the company's growth in profitability following the recession. The Company's positions in luxury goods also continued to perform well during the period. In particular, a holding in LVMH contributed strongly to returns. LVMH currently enjoys sound earnings momentum and increasing demand in Asia, where consumption continues to grow at a high rate. Less successful positions included some cyclical industrial companies which suffered towards the end of the year from a downgrade in global growth expectations. These included Finnish crane company, Konecranes, and Dutch staffing company, USG People, which suffered from a disappointing rate of employment growth in its local markets. The portfolio maintained a lower than average weight in the financials sector during the twelve months. Where we did have exposure, we favoured positions in companies with less vulnerability to European peripheral debt, favourable capital positions and higher quality loan books. Within the emerging Europe region, a position in Russian chemical company, Uralkali, performed well for the Company, benefiting from the increase in demand for potash. Gearing The Company made use of its gearing facility for the majority of the year, with average gearing of 5.1%, although this was lowered at the end of 2010 and in August 2011 as market volatility increased. Income Due to the high corporate profitability, several companies in Europe have been earning high levels of free cash flow that are enabling them to increase ordinary dividends and, for certain companies, pay special dividends. This high profitability has been caused, in part, by cost cutting during the global recession that has resulted in an increase in corporate profit margins as revenues have recovered and the re-instatement of ordinary dividends which had previously been postponed. The Company invests in high return, highly cash flow-generative businesses and has therefore benefited from this trend. Outlook The global economic slowdown and worsening political crisis in the Eurozone and the US has been more severe than anticipated. We have revised down our expectations to account for this more challenging environment. That said, corporate balance sheets remain very strong; we continue to find quality growth and defensive companies on attractive valuations. Over the long term we continue to believe that corporate earnings and cash generation of companies are the key drivers of equity returns. European equities have sold off significantly in recent weeks and whilst we are conscious of the risks currently pervading the region, we are also aware of the buying opportunity that this represents for investors prepared to ride out short term volatility. Vincent Devlin and Sam Vecht BlackRock Investment Management (UK) Limited 12 October 2011 Ten Largest Investments 31 August 2011 Nestlé - 5.6% (2010: 2.8%) is a Swiss company engaged in the nutrition, health and wellness sectors. Nestlé has one of the world's leading product and brand portfolios offering consistent, structural growth. The company has achieved organic sales growth of more than 4% per year in 20 of the last 22 years and is a high quality stable growth company. Nestlé also offers strong free cash flow generation and has maintained or increased dividend payments every year since 1959. LVMH Moet Hennessy Louis Vuitton - 4.6% (2010: nil) is a French luxury goods company with exposure to the global high-end consumer. The company owns a number of highly regarded luxury brands in five main areas: wines and spirits, perfumes and cosmetics, watches and jewellery, fashion and leather goods and selective retailing. The company offers attractive exposure to consumption growth in some of the fastest growing markets in the world and enjoys strong profitability due to the strength of its branding and the quality of its product range. Novo Nordisk - 4.6% (2010: 3.4%) is a Danish pharmaceuticals company and the dominant global franchise in diabetes treatment. The company has high levels of market share in Asia ex-Japan, which is a rapidly growing market for insulin demand, and we believe that the company has the most attractive pipeline of short and long term acting insulin products on the market. Compagnie Financière Richemont - 3.7% (2010: nil) is a Swiss luxury goods company and the owner of Mont Blanc, Jaeger LeCoultre, Cartier, Alfred Dunhill and a number of other well-known brands. Richemont offers attractive exposure to consumption growth, especially in Asia and other high-growth global markets, and is currently priced at a valuation that is very attractive relative to its growth potential. Kone - 3.6% (2010: 1.6%) is a Finnish elevator and escalator company. Kone is a high quality business with a global installed base and a significant after-market servicing operation. The company has consistently expanded its profit margin over recent years and is set to continue to improve its profitability as the incremental cost of servicing decreases. In addition, Kone offers attractive access to growth in emerging markets and an increasing trend towards products with higher levels of energy efficiency. Danone - 3.1% (2010: nil) is a French-based company operating in the dairy, water, baby nutrition and medical nutrition markets. Danone exhibits the highest organic growth of its large cap peers within the food producers sector and its baby food division has strong growth potential in the emerging markets. The company also benefits from its strong brand portfolio and leadership in its key segments. DnB NOR - 3.0% (2010: nil) is a Norwegian retail bank and financial services company. DNB offers relatively attractive levels of retail lending growth in its domestic market and operates in a far healthier economy than many other banks in Europe. DNB is also well capitalised relative to the sector and has a strong management team with an attractive market share in Norway. Galp Energia - 2.9% (2010: nil) is a Portuguese-listed global business engaged in exploration, production and refining in the energy sector. Galp owns attractive assets in Brazil and will be drilling six new exploration wells in Brazil and Mozambique, generating a significant boost to free cash flow in 2012. The company currently trades on attractive valuations relative to the sector. Syngenta - 2.9% (2010: 1.9%) is a Swiss agribusiness company operating in the crop protection and seeds businesses. The company's crop protection division, in which it has high market share, benefits from farmers looking to maximise yields and is a high quality, cash-generative business operating in an industry with high barriers to entry. We believe the company will continue to benefit from rising volumes and increasing margin expansion ahead of market expectations. Merck - 2.9% (2010: nil) is a German listed pharmaceutical and chemical business company, engaged in both over-the-counter pharmaceutical products and specialty chemical products for a number of industries. We view Merck as an attractive restructuring story as a new management team begins to cut costs and improve profitability. The stock currently trades on attractive valuations and has the opportunity to significantly improve margins in its pharma business over the long term. All percentages reflect the value of the holding as a percentage of total investments. Percentages in brackets represent the value of the holding as at 31 August 2010. Investments 31 August 2011 Market Country of value % of operation £'000 investments Consumer Goods Nestlé Switzerland 9,858 5.6 LVMH Moet Hennessy Louis Vuitton France 8,069 4.6 Compagnie Financière Richemont Switzerland 6,572 3.7 Danone France 5,480 3.1 Pernod Ricard France 4,816 2.6 L'Oréal France 3,451 2.0 Anheuser-Busch Belgium 3,408 1.9 Nokian Renkaat Finland 2,280 1.3 Daimler Germany 2,218 1.3 Continental Germany 2,034 1.2 Elringklinger Germany 1,869 1.1 ------ ---- 50,055 28.4 ------ ---- Industrials Kone Finland 6,286 3.6 Legrand France 4,564 2.6 Atlas Copco Sweden 4,228 2.4 Vopak Netherlands 3,480 2.0 Amadeus Spain 3,023 1.7 Schneider Electric France 2,810 1.6 Geberit Switzerland 2,374 1.3 SKF Sweden 2,300 1.3 USG People Netherlands 1,225 0.6 TNT Express Netherlands 715 0.4 PostNL Netherlands 448 0.3 Mostotrest Russia 444 0.3 ------ ---- 31,897 18.1 ------ ---- Health Care Novo Nordisk Denmark 8,030 4.6 Merck Germany 5,136 2.9 Fresenius Germany 4,848 2.8 Novartis Switzerland 3,830 2.2 Rhön-Klinikum Germany 2,444 1.3 Teva Israel 1,443 0.8 ------ ---- 25,731 14.6 ------ ---- Oil & Gas Galp Energia Portugal 5,148 2.9 Technip France 3,830 2.2 Transneft Russia 2,666 1.5 KazMunaiGas Kazakhstan 2,481 1.4 CGG Veritas France 2,215 1.3 Saipem Italy 2,207 1.2 Doğan Turkey 1,108 0.6 ------ ---- 19,655 11.1 ------ ---- Financials DnB NOR Norway 5,279 3.0 AXA France 3,114 1.8 Credit Suisse Switzerland 2,679 1.5 BNP Paribas France 2,603 1.5 GAM Switzerland 2,474 1.4 Julius Baer Switzerland 2,354 1.3 KBC Belgium 927 0.5 ------ ---- 19,430 11.0 ------ ---- Basic Materials Syngenta Switzerland 5,140 2.9 Bayer Germany 4,393 2.5 ----- --- 9,533 5.4 ----- --- Telecommunications Vimpelcom Russia 2,576 1.5 Millicom International Cellular Sweden 2,346 1.3 Deutsche Telekom Germany 1,744 1.0 Sistema Russia 1,499 0.8 ----- --- 8,165 4.6 ----- --- Consumer Services Ryanair Ireland 4,240 2.4 Okey Russia 1,451 0.8 ----- --- 5,691 3.2 ----- --- Technology SAP Germany 3,825 2.2 ----- --- 3,825 2.2 ----- --- Utilities České Energetické Závody Czech Republic 2,532 1.4 ----- --- 2,532 1.4 ------- ----- Total investments 176,514 100.0 ======= ===== All investments are in ordinary shares. The total number of investments held at 31 August 2011 was 53 (31 August 2010: 64). At 31 August 2011 the Company did not hold equity interests comprising more than 3% of any investee company's share capital. Investment Exposure Investment Size as at 31 August 2011 Number of % of Investments Portfolio <£1m 4 1.4 £1m to £2m 7 5.9 £2m to £3m 18 24.8 £3m to £4m 8 15.8 >£4m 16 52.1 -- ----- 53 100.0 == ===== Market Capitalisation as at 31 August 2011 % of % of Reference Portfolio Index <€1bn 2.7 0.2 €1bn to €10bn 27.3 22.4 €10bn to €20bn 25.5 19.9 €20bn to €50bn 30.2 30.9 >€50bn 14.3 26.6 ----- ----- 100.0 100.0 ===== ===== Distribution of Investments as at 31 August 2011 % of Portfolio Consumer Goods 28.4 Industrials 18.1 Health Care 14.6 Oil & Gas 11.1 Financials 11.0 Basic Materials 5.4 Telecommunications 4.6 Consumer Services 3.2 Technology 2.2 Utilities 1.4 ----- 100.0 ===== Source: BlackRock Income Statement for the year ended 31 August 2011 Revenue Revenue Capital Capital Total Total 2011 2010 2011 2010 2011 2010 Notes £'000 £'000 £'000 £'000 £'000 £'000 Gains on investments held at fair value through profit or loss - - 9,345 13,828 9,345 13,828 Income from investments held at fair value through profit or loss 3 8,115 4,518 - - 8,115 4,518 Other income 3 68 40 - - 68 40 Investment management and performance fees 4 (268) (224) (1,649) (1,249) (1,917) (1,473) Operating expenses 5 (453) (514) (4) - (457) (514) ------ ------ ------ ------ ------ ------ Net return before finance costs and taxation 7,462 3,820 7,692 12,579 15,154 16,399 Finance costs (41) (23) (162) (91) (203) (114) ------ ------ ------ ------ ------ ------ Return on ordinary activities before taxation 7,421 3,797 7,530 12,488 14,951 16,285 Taxation on ordinary activities (840) (603) - - (840) (603) ------ ------ ------ ------ ------ ------ Return on ordinary activities after taxation 7 6,581 3,194 7,530 12,488 14,111 15,682 ===== ===== ===== ====== ====== ====== Return per ordinary share - undiluted 7 6.77p 3.13p 7.74p 12.26p 14.51p 15.39p Return per ordinary share - diluted 7 6.69p 3.13p 7.66p 12.26p 14.35p 15.39p ===== ===== ===== ====== ====== ====== The total column of this statement represents the profit or loss of the Company. The supplementary revenue and capital columns are both prepared under guidance published by the Association of Investment Companies. The Company had no recognised profits or losses other than those disclosed in the Income Statement and the Reconciliation of Movements in Shareholders' Funds. All items in the above statement derive from continuing operations. No operations were acquired or discontinued during the year. Reconciliation of Movements in Shareholders' Funds Share Capital Share premium redemption Capital Special Revenue capital account reserve reserves reserve reserve Total £'000 £'000 £'000 £'000 £'000 £'000 £'000 For the year ended 31 August 2011 At 31 August 2010 122 151 62 97,681 69,648 6,711 174,375 Return for the year - - - 7,530 - 6,581 14,111 Ordinary shares purchased (6) - 6 - (10,298) - (10,298) Exercise of subscription shares - 2,662 - - - - 2,662 Write back of prior years' tender and subscription share costs - - - 19 218 - 237 Sale of shares out of treasury - - - - 898 - 898 Share purchase costs - - - - (182) - (182) Dividend paid* - - - - - (3,268) (3,268) --- ----- -- ------- ------ ------ ------- At 31 August 2011 116 2,813 68 105,230 60,284 10,024 178,535 --- ----- -- ------- ------ ------ ------- For the year ended 31 August 2010 At 31 August 2009 107 151 57 85,491 80,079 6,828 172,713 Return for the year - - - 12,488 - 3,194 15,682 Ordinary shares purchased (5) - 5 - (10,245) - (10,245) Issue of subscription shares 20 - - (20) - - - Issue costs on subscription shares - - - (278) - - (278) Share purchase costs - - - - (186) - (186) Dividend paid** - - - - - (3,311) (3,311) --- --- -- ------ ------ ----- ------- At 31 August 2010 122 151 62 97,681 69,648 6,711 174,375 --- --- -- ------ ------ ----- ------- * Final dividend paid in respect of the year ended 31 August 2010 of 3.30p per share, declared on 14 October 2010 and paid on 9 December 2010. ** Final dividend paid in respect of the year ended 31 August 2009 of 3.15p per share, declared on 15 October 2009 and paid on 9 December 2009. Balance Sheet as at 31 August 2011 2011 2010 Notes £'000 £'000 Fixed assets Investments held at fair value through profit or loss 2(h) 176,514 182,631 ------- ------- Current assets Debtors 3,192 6,014 Cash 841 869 ------- ------- 4,033 6,883 ------- ------- Creditors - amounts falling due within one year Bank overdraft - (13,325) Other creditors (2,012) (1,814) ------- ------- (2,012) (15,139) ------- ------- Net current assets/(liabilities) 2,021 (8,256) ------- ------- Net assets 178,535 174,375 ======= ======= Capital and reserves Share capital 8 116 122 Share premium account 2,813 151 Capital redemption reserve 68 62 Capital reserves 105,230 97,681 Special reserve 60,284 69,648 Revenue reserve 10,024 6,711 ------- ------- Total equity shareholders' funds 178,535 174,375 ======= ======= Net asset value per ordinary share - undiluted 7 186.25p 176.06p Net asset value per ordinary share - diluted 7 185.73p 176.06p ======= ======= Cash Flow Statement for the year ended 31 August 2011 2011 2010 Notes £'000 £'000 Net cash inflow from operating activities 5(b) 4,926 1,890 Servicing of finance (191) (114) Taxation recovered/(paid) 1,198 (747) ------ ------- Capital expenditure and financial investment Purchase of investments (344,498) (413,696) Proceeds from sale of investments 363,378 414,555 Realised (losses)/gains on foreign currency transactions (392) 682 ------ ------- Net cash inflow from capital expenditure and financial investment 18,488 1,541 ------ ------- Equity dividends paid (3,268) (3,311) ------ ------- Net cash inflow/(outflow) before financing 21,153 (741) ------ ------- Financing Purchase of ordinary shares (10,298) (10,245) Share purchase costs (405) (170) Proceeds from issue of ordinary shares 2,847 - ------ ------- Net cash outflow from financing (7,856) (10,415) ------ ------- Increase/(decrease) in cash in the year 13,297 (11,156) ====== ======= NOTES TO THE ANNUAL RESULTS ANNOUNCEMENT 1. Principal activity The principal activity of the Company is that of an investment trust company within the meaning of section 1158 of the Corporation Tax Act 2010. 2. Accounting policies (a) Basis of preparation The Company's financial statements have been prepared in accordance with UK Generally Accepted Accounting Practice ("UK GAAP") and with the Statement of Recommended Practice 'Financial Statements of Investment Trust Companies' ("SORP") revised in January 2009. The principal accounting policies adopted by the Company are set out below. All of the Company's operations are of a continuing nature. The Company's financial statements are presented in Sterling, which is the currency of the primary economic environment in which the Company operates. All values are rounded to the nearest thousand pounds (£'000) except where otherwise indicated. (b) Presentation of Income Statement In order to better reflect the activities of an investment trust company and in accordance with guidance issued by the Association of Investment Companies ("AIC"), supplementary information which analyses the Income Statement between items of a revenue and capital nature has been presented alongside the Income Statement. In accordance with the Company's status as a UK investment company under section 833 of the Companies Act 2006 and section 1158 of the Corporation Tax Act 2010, net capital returns may not be distributed by way of dividend. (c) Segmental reporting The Directors are of the opinion that the Company is engaged in a single segment of business being investment business. (d) Income Dividends receivable on equity shares are treated as revenue for the year on an ex-dividend basis. Where no ex-dividend date is available, dividends receivable on or before the year end are treated as revenue for the year. Provisions are made for dividends not expected to be received. Fixed returns on debt securities are recognised on a time apportionment basis. Interest income and expenses are accounted for on an accruals basis. (e) Expenses All expenses are accounted for on an accruals basis. Expenses have been treated as revenue except as follows: - expenses which are incidental to the acquisition or disposal of an investment are included within the cost of the investment. - the investment management fee has been allocated 80% to capital reserves and 20% to the revenue account in line with the Board's expected long term split of returns, in the form of capital gains and income respectively, from the investment portfolio. - performance fees have been allocated 100% to capital reserves, as performance has been predominantly generated through capital returns of the investment portfolio. (f) Finance costs Finance costs are accounted for on an accruals basis. Finance costs are allocated, insofar as they relate to the financing of the Company's investments, 80% to capital and 20% to the revenue account, in line with the Board's expected long term split of returns, in the form of capital gains and income respectively, from the investment portfolio. (g) Taxation Deferred taxation is recognised in respect of all timing differences at the balance sheet date, where transactions or events that result in an obligation to pay more tax in the future or right to pay less tax in the future have occurred at the balance sheet date. This is subject to deferred taxation assets only being recognised if it is considered more likely than not that there will be suitable profits from which the future reversal of the timing differences can be deducted. (h) Investments held at fair value through profit or loss The Company's investments are classified as held at fair value through profit or loss in accordance with FRS 26 - 'Financial Instruments: Recognition and Measurement' and are managed and evaluated on a fair value basis in accordance with its investment strategy. All investments are designated upon initial recognition as held at fair value through profit or loss. These sales of assets are recognised at the trade date of the disposal. Disposals will be measured at fair value which will be regarded as the proceeds of sale less any transaction costs. The fair value of the financial instruments is based on their quoted bid price at the balance sheet date, without deduction for the estimated future selling costs. Unquoted investments are valued by the Directors at fair value using International Private Equity and Venture Capital Association Guidelines. This policy applies to all current and non current asset investments of the Company. Changes in the value of investments held at fair value through profit or loss and gains and losses on disposal are recognised in the Income Statement as "Gains or losses on investments held at fair value through profit or loss". Also included within this heading are transaction costs in relation to the purchase or sale of investments. (i) Dividends payable Under FRS 21, final dividends should not be accrued in the financial statements unless they have been approved by shareholders before the balance sheet date. Dividends payable to equity shareholders are recognised in the Reconcilation of Movements in Shareholders' Funds when they have been approved by shareholders and become a liability of the Company. (j) Foreign currency translation All transactions in foreign currencies are translated into Sterling at the rates of exchange ruling on the dates of such transactions. Foreign currency assets and liabilities at the balance sheet date are translated into Sterling at the exchange rates ruling at that date. Exchange differences arising on the revaluation of investments held as fixed assets are included in capital reserves. Exchange differences arising on the translation of foreign currency assets and liabilities are taken to capital reserves. 3. Income 2011 2010 £'000 £'000 Investment income: Overseas dividends 8,115 4,518 ----- ----- 8,115 4,518 Other income: Deposit interest 68 40 ----- ----- Total 8,183 4,558 ===== ===== 4. Investment management and performance fees 2011 2010 Revenue Capital Total Revenue Capital Total £'000 £'000 £'000 £'000 £'000 £'000 Investment management fee 268 1,072 1,340 224 896 1,120 Performance fee - 577 577 - 353 353 --- ----- ----- --- ----- ----- Total 268 1,649 1,917 224 1,249 1,473 === ===== ===== === ===== ===== The investment management fee is levied quarterly, based on the market capitalisation of the Company's ordinary shares on the last day of each month. The investment management fee for the year amounted to £1,340,000 (2010: £1,120,000). A performance fee of £577,000 was accrued for the year ended 31 August 2011 (2010: £353,000) based on the outperformance of the Company's share price relative to the FTSE World Europe ex UK Index. The performance fee is based on the outperformance of the Index over a three year rolling period. 5. Operating activities 2011 2010 £'000 £'000 (a) Operating expenses Custody fee 40 88 Auditors' remuneration: - statutory audit 25 24 - other audit services* 5 5 Directors' emoluments 90 74 Registrar's fees and other operating expenses 293 323 --- --- 453 514 === === The Company's total expense ratio ("TER"), calculated as a percentage of average net assets and using expenses, excluding performance fees and interest costs, after relief for any taxation was: 0.9% 0.9% ==== ==== * Other audit services relate to the review of the half yearly financial statements 2011 2010 £'000 £'000 (b) Reconciliation of net return before finance costs and taxation to net cash flow from operating activities Net return before finance costs and taxation 15,154 16,399 Capital return before finance costs and taxation (7,692) (12,579) ------ ------- Net revenue return before finance costs and taxation 7,462 3,820 Expenses charged to capital (1,653) (1,249) Decrease in accrued income 1 5 Increase in creditors 253 228 Tax on investment income included within gross income (1,137) (914) ------ ----- Net cash inflow from operating activities 4,926 1,890 ===== ===== 6. Dividends The Directors have proposed a final dividend of 3.50p per share and have declared a special dividend of 2.50p per share in respect of the year ended 31 August 2011. The dividends will be paid on 8 December 2011, subject to shareholders' approval on 30 November 2011, to shareholders on the Company's register on 28 October 2011. The proposed final dividend has not been included as a liability in these financial statements, as final dividends are only recognised in the financial statements when they have been approved by shareholders, or in the case of special dividends not recognised until they are paid. The dividends disclosed in the note below have been considered in view of the requirements of section 1158 of the Corporation Tax Act 2010 and section 833 of the Companies Act 2006, and the amounts proposed meet the relevant requirements as set out in this legislation. 2011 2010 £'000 £'000 Dividend payable on equity shares: Special declared of 2.50p* per ordinary share (2010: nil) 2,409 - Final proposed of 3.50p* per ordinary share (2010: 3.30p) 3,373 3,268 -------- ----- 5,782 3,268 ======== ===== * Based on 96,359,314 ordinary shares in issue on 12 October 2011. 7. Return and net asset value per ordinary share Revenue and capital returns per share are shown below and have been calculated using the following: Undiluted 2011 2010 Net revenue return attributable to ordinary shareholders (£'000) 6,581 3,194 Net capital return attributable to ordinary shareholders (£'000) 7,530 12,488 ------- ------- Total return (£'000) 14,111 15,682 ======= ======= Equity shareholders' funds (£'000) 178,535 174,375 ------- ------- The weighted average number of ordinary shares in issue during the year, on which the return per ordinary share was calculated, was: 97,224,326 101,902,293 ---------- ----------- The actual number of ordinary shares in issue at the year end, on which the net asset value was calculated, was: 95,859,314 99,042,423 ---------- ----------- The number of ordinary shares in issue, including treasury shares, at the year end, was: 97,599,102 101,684,469 ========== =========== 2011 2010 Revenue Capital Total Revenue Capital Total p p p p p p Return per share Calculated on weighted average number of shares 6.77 7.74 14.51 3.13 12.26 15.39 Calculated on actual number of shares 6.87 7.85 14.72 3.22 12.61 15.83 ---- ---- ----- ---- ----- ----- Net asset value per share 186.25 176.06 ==== ==== ====== ==== ===== ====== Ordinary share price 181.00 159.25 Subscription share price 14.75 10.75 ==== ==== ===== ==== ===== ===== Diluted 2011 2010 Net revenue return attributable to ordinary shareholders (£'000) 6,581 3,194 Net capital return attributable to ordinary shareholders (£'000) 7,530 12,488 ----- ------ Total return (£'000) 14,111 15,682 ====== ====== Equity shareholders' funds* (£'000) 212,119 174,375 ------- ------- The weighted average number of ordinary shares in issue during the year, on which the diluted return per ordinary share was calculated, was: 98,364,252 - ---------- ------- The actual number of ordinary shares, including subscription shares, at the year end on which the fully diluted net asset value was calculated, was: 114,210,989 - =========== ======= 2011 2010 Revenue Capital Total Revenue Capital Total p p p p p p Return per share Calculated on weighted average number of shares 6.69 7.66 14.35 3.13 12.26 15.39 ---- ---- ----- ---- ----- ----- Net asset value per share* 185.73 176.06 ==== ==== ====== ==== ===== ====== * To the extent that the Company's NAV is in excess of the exercise price, the subscription shares are considered to be dilutive. The diluted NAV per share at 31 August 2011 is calculated by adjusting equity shareholders' funds for consideration receivable on the exercise of 18,351,675 subscription shares, at the exercise price of 183 pence per share, and dividing by the total number of shares that would have been in issue at 31 August 2011 had all the subscription shares been exercised. There was no dilution for the year ended 31 August 2010. The diluted return per share has been calculated as the average price of the ordinary shares for the year is above the exercise price of the subscription shares of 183 pence per share. 8. Share capital Ordinary Treasury Subscription shares shares shares Total number number number shares £ Allotted, called up and fully paid share capital comprised: Ordinary shares of 0.1p each At 31 August 2010 99,042,423 2,642,046 - 101,684,469 101,684 Shares transferred into treasury pursuant to tender offer on 2 December 2010 (2,898,166) 2,898,166 - - - Shares cancelled from treasury on 1 December 2010 - (2,642,046) - (2,642,046) (2,642) Shares transferred into treasury pursuant to tender offer on 2 June 2011 (2,229,788) 2,229,788 - - - Shares cancelled from treasury on 1 June 2011 - (2,898,166) - (2,898,166) (2,898) Sale of shares out of treasury 490,000 (490,000) - - - ---------- --------- ---------- ----------- ------- 94,404,469 1,739,788 - 96,144,257 96,144 Subscription shares of 0.1p each: At 31 August 2010 - - 19,806,520 19,806,520 19,807 Conversion of subscription shares into ordinary shares 1,454,845 - (1,454,845) - - ---------- --------- ---------- ----------- ------- At 31 August 2011 95,859,314 1,739,788 18,351,675 115,950,777 115,951 ========== ========= ========== =========== ======= During the year 5,127,954 ordinary shares were purchased (2010: 6,082,175) for a total consideration, including expenses, of £10,480,000 (2010: £10,431,000) and a total of 5,540,212 (2010: 5,136,221) shares were subsequently cancelled. The number of ordinary shares in issue at the year end was 97,599,102 of which 1,739,788 were held in treasury (2010: 2,642,046) and the number of subscription shares in issue was 18,351,675 (2010: 19,806,520). The number of shares sold out of treasury during the year was 490,000 (2010: nil) for a total consideration of £898,000. Subsequent to the year end, a further 500,000 treasury shares have been sold for total proceeds of £825,000. As a result of the conversion of subscription shares, 1,454,845 ordinary shares were issued for a total consideration of £2,662,000. 9. Related party disclosure The investment management fee for the year was £1,340,000 (2010: £1,120,000) and the performance fee for the year was £577,000 (2010: £353,000). At the year end, the following amounts were outstanding in respect of the investment management fee: £326,000 (2010: £276,000); and performance fee £577,000 (2010: £353,000). The Board consists of four non-executive Directors all of whom are considered to be independent by the Board. None of the Directors has a service contract with the Company. With effect from 1 September 2011 the Chairman receives an annual fee of £30,000, the Chairman of the Audit and Management Engagement Committee receives an annual fee of £25,000, and each other Director receives an annual fee of £21,000. Three members of the Board hold shares in the Company. Mr Walker-Haworth holds 33,932 ordinary shares and 6,786 subscription shares, Ms Ferguson 40,000 ordinary shares and 8,000 subscription shares and Mr Holtham 11,100 ordinary shares and 1,620 subscription shares. Mrs Philippe does not hold any shares in the Company. 10. Contingent liabilities There were no contingent liabilities at 31 August 2011 (2010: nil). 11. Publication of non-statutory accounts The financial information contained in this announcement does not constitute statutory accounts as defined in the Companies Act 2006. The annual report and financial statements for the year ended 31 August 2011 will be filed with the Registrar of Companies after the Annual General Meeting. The figures set out above have been reported upon by the Auditors, whose report for the year ended 31 August 2011 contains no qualification or statement under section 498(2) or (3) of the Companies Act 2006. The comparative figures are extracts from the audited financial statements of BlackRock Greater Europe Investment Trust plc for the year ended 31 August 2010, which have been filed with the Registrar of Companies. The report of the Auditors on those financial statements contained no qualification or statement under section 498 of the Companies Act. 12. Annual Report Copies of the annual report will be published shortly and will be available from the registered office, c/o The Company Secretary, BlackRock Greater Europe Investment Trust plc, 12 Throgmorton Avenue, London EC2N 2DL. 13. Annual General Meeting The Annual General Meeting of the Company will be held at the offices of BlackRock Investment Management (UK) Limited, 12 Throgmorton Avenue, London EC2N 2DL on Wednesday, 30 November 2011 at 12.00 noon. ENDS The Annual Report will also be available on the BlackRock Investment Management website at www.blackrock.co.uk/brge. Neither the contents of the Manager's website nor the contents of any website accessible from hyperlinks on the Manager's website (or any other website) is incorporated into, or forms part of, this announcement. For further information please contact: Simon White, Managing Director, Investment Company Division - 020 7743 5284 Vincent Devlin, Fund Manager - 0131 472 7376 Emma Phillips, Media & Communications - 020 7743 2922 BlackRock Investment Management (UK) Ltd 12 Throgmorton Avenue London EC2N 2DL 12 October 2011
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