Half-yearly Report

1nvesco Perpetual UK Smaller Companies Investment Trust plc Half-Yearly Financial Report for the Six Months to 31 July 2009 KEY FACTS Invesco Perpetual UK Smaller Companies Investment Trust plc (`the Company') is an investment trust, quoted on the London Stock Exchange, which invests predominantly in the shares of small to medium sized UK quoted companies. Investment objectives of the Company The Company aims to achieve long-term total return for its shareholders via an investment vehicle which gives access to a broad cross section of small to medium sized UK quoted companies. Full details of the Company's investment policy and risk and investment limits can be found in the annual financial report for the year ended 31 January 2009. Performance Statistics The Benchmark Index of the Company is the Extended Hoare Govett Smaller Companies Index (excluding Investment Trusts). At At 31 July 31 January % 2009 2009 Change Total return (all income reinvested) for the six months ended 31 July 2009: Net asset value* +16.0 Benchmark index* +38.8 FTSE All-Share index* +16.1 Net asset value and share price: Net asset value per ordinary share: - balance sheet 162.2p 144.7p +12.1 - after deducting proposed 160.6p 141.0p +13.9 dividend - excluding current period 159.6p 141.0p +13.2 revenue Mid-market price per ordinary 131.5p 107.0p +22.9 share Discount per ordinary share 18.9% 26.1% Shareholders' funds (£'000)(1) 93,568 84,348 +10.9 Capital return - Indices: Benchmark* +36.4 FTSE All-Share Index* +13.2 *Source: Datastream and Fundamental Data Six Months Six Months Ended Ended 31 July 31 July 2009 2008 Return and dividend per ordinary share: Revenue return 2.6p 2.9p Capital return 18.1p (9.6)p Total return 20.7p (6.7)p Interim dividend 1.6p 1.6p At At At 31 July 31 January 31 July 2009 2009 2008 Gearing Actual gearing(2) 100 100 100 Potential gearing(3) 127 130 122 Asset gearing(4) 99 93 97 (1) Includes enhancements from share repurchases. (2) Actual gearing reflects the amount of loans already arranged and in use by the Company. It is calculated by dividing the aggregate of shareholders' funds and all drawndown loans by shareholders' funds. A gearing level of 100 indicates there is no gearing (3) Potential gearing is the amount currently available for the Company to use by way of loans already arranged. It is based on the lower of 30% of net asset value and £25 million. (4) Asset gearing reflects the amount of loans actively invested in assets and not held in cash. It is calculated by dividing fixed asset investments by shareholders' funds. A gearing level of 100 indicates there is no gearing. Chairman's Statement INCORPORATING THE interim management report Chairman's Statement The six months under review has been a remarkable period for UK smaller companies. Initially, sentiment was very subdued, reflecting the exceptional nature of the financial crisis and resulting in equities being heavily over sold. A period of low interest rates and quantitative easing, accompanied by extensive equity fund raising, then contributed to a sharp rally in smaller companies, reflected in a rise in the benchmark index of no less than 38.8%, on a total return basis. This recovery was additionally impacted by technical factors such as index rebalancing, which resulted in many previously heavily sold shares entering the Company's benchmark index at the beginning of the year, causing it to become dominated by companies which have subsequently recovered some of their value, notwithstanding their often weak fundamentals and stretched balance sheets. The fact that your Company's portfolio has been positioned relatively defensively, ignoring the superficial attraction of many of these shares, has contributed to the fact that the net asset value per share increased over the period by a lesser 16%. However, your Manager remains firmly of the view that his stance will be vindicated by events, given that the government has used monetary policy to treat the symptoms, but not necessarily the causes, of the current problems and that life will become more difficult for the UK economy going forward, as the need to tackle the issues of an over extended consumer and of large trade and budget deficits becomes more pressing. I am pleased to note that, over the six month period, the mid-market share price rose by 22.9% and its discount to NAV narrowed from 26.1% as at 31 January 2009, to 18.9% as at 31 July 2009. Share Buy Backs During the period under review, the Company bought back and cancelled 585,000 shares at an average price of 103p and an average discount to NAV of 23.4%, enhancing the NAV per share by approximately 0.2%. Interim Dividend For the six months ended 31 July 2009, an interim dividend of 1.6p per share will be paid on 23 October 2009 to shareholders on the register on 25 September 2009. This dividend is the same as that paid for the six months ended 31 July 2008. VAT on Management Fees Following discussions by the Company's Manager with HMRC, I am pleased to report that the Company received a further £159,000 of VAT previously suffered, together with interest of £92,000, for the period prior to 2001. This has been recognised in the revenue account of the income statement and adds 0.44p to the net asset value. This is in addition to the VAT refund and interest of £ 1,327,000 previously received. Outlook The economic conditions in the UK remain challenging. The portfolio bias towards stable companies and an underweight in cyclical and recovery situations has led to under performance in the Company's NAV versus the benchmark during this extraordinary six month period. The Board remains supportive of the Manager's strategy of investing in a diversified portfolio of profitable, well established, fundamentally sound companies with an emphasis on strong balance sheets, recurring revenue and the ability to grow earnings. The Board continues to believe that this strategy will benefit shareholders over the medium to long term. Ian Barby Chairman 17 September 2009 Investment Manager's Report Investment Review The six months under review was an extraordinary period for UK smaller companies, which finished the period 38.8% higher on a total return basis as measured by the Extended Hoare Govett Smaller Companies Index (ex Investment Trusts). From its low in March, the index rose 48.2%, driven by a moderation in the rate of deterioration of the UK and Global economies and an unprecedented combination of 0.5% base rates and £150 billion of quantitative easing. The wider stock market, as measured by the FTSE All-Share Index, ended the period 16.1% higher. Your Company did not keep pace with the market over the period, with net assets increasing by 16% on a total return basis. We are convinced that the continuing financial crisis will lead to an extended difficult period in the UK economy but, in the short term, it seems that we have underestimated the impact of the actions of the Bank of England in reducing interest rates and stimulating monetary growth. As a result, we were more heavily invested in defensive, stable companies, which hindered our performance relative to the market, and were underweight in the cyclical and recovery situations which have done so well. In particular, the portfolio was underweight in the Mining, Retail and Leisure sectors, all of which increased significantly over the period. Overweight positions in Aerospace and Defence, Healthcare and Support Services yielded poor relative performance. At a company level, there were strong contributions from Premier Oil, an oil exploration and production business, and Intec Telecom systems which provides billing software to the telecom sector. However, some of our larger holdings, such as VT and Mouchel Parkman disappointed. Investment and Portfolio Strategy The UK economy is in the midst of the worst recession since World War II. GDP contracted by 2.5% in the first quarter of 2009, following a fall of 2.5% in the second half of 2008. Unemployment has surged at the fastest rate in a generation, touching 7.6%, and may rise above 10%, if previous recessions are indicative. There are, nevertheless, some signs of 'green shoots' of economic recovery emerging in reaction, presumably, to the unprecedented monetary loosening adopted by the Bank of England. House prices have stabilised over the last few months and mortgage lending has increased from a very low base. Some of the lead indicators, such as the PMI Services Index, have showed an improvement, and the rate of decline in industrial production has moderated. However, we believe these green shoots may be taking root in infertile soil. The main drivers of economic growth over the last decade have been consumer spending, led by an explosion in personal debt, and government spending. The outlook for both is likely to be more difficult for some time to come. Consumers in the UK are indebted to a level never seen before, and if the savings ratio returned to the level of the early 90's recession, economists believe it could have a significant impact on consumer spending. This, coupled with a rapid increase in unemployment, declining asset prices and significantly tighter credit conditions is likely to exert substantial downward pressure on consumer spending, which accounts for about 70% of UK GDP. The prognosis for government expenditure is equally bleak, with a dramatic deterioration in public finances occurring over the last year. Public sector net debt is likely to be around £1 trillion by 2010 and annual net borrowing will be in excess of £175 billion for the next 2 or 3 years, greater than 10% of GDP. This level of gilt issuance has already led to credit rating agencies placing the national debt rating on negative watch and may lead to the crowding out of corporate sector borrowing. It seems inevitable that a combination of deep spending cuts and increased taxes will be implemented after the next general election. Another major constraint on economic growth is the availability of bank finance. The capacity of banks to lend is restricted by the continued requirement to provide against doubtful debts, a closed securitisation market and an unwillingness to be seen to repeat the mistakes of recent history. Businesses with existing bank finance have generally been able to refinance. However, this has come at a significant cost both in term of fees and interest rates. The Company continues to hold a diversified portfolio of profitable, well established, quality companies with an emphasis on strong balance sheets and recurring revenue. The portfolio has a bias towards non-cyclical businesses with a low exposure to the UK consumer. This has proven to be a poor short-term strategy, with the market beginning to price in a strong economic recovery. However, we continue to believe that investing in fundamentally strong businesses, with the ability to grow earnings in spite of a difficult economic environment, will ultimately be the correct strategy. With this in mind, we continue to be overweight in Healthcare which will benefit from demographic trends and an increase in non-clinical NHS outsourcing. Support Services companies should continue to benefit from both the private sector and the government outsourcing of non-core activities. The scale of savings required cannot be achieved without substantial involvement of the private sector in the provision of public services. The portfolio is also overweight Aerospace and Defence, with its emphasis on services and consumables which are likely to prove more resilient than large capital projects which may be under threat from reduced government expenditure. Sectors underweight include consumer related sectors such as Travel and Leisure, and Retail. Although, we have increased our exposure to the consumer slightly, it is through strong companies with resilient earnings, or companies benefiting from refinancing. Outlook The economic outlook continues to pose significant problems for many UK companies. Unprecedented government financial intervention (now raised to £175 billon of quantitative easing) has stemmed the rate of decline, but this is potentially pushing the fundamental problems into the future. A sustained period of sub-par economic growth is in prospect, despite some recent improvement in economic signals, with bond spreads narrowing and confidence surveys improving. Many of the companies we favour in this environment have been ignored in the rush to increase cyclical exposure. This has given us the opportunity to build positions in high quality businesses, which offer good growth prospect at attractive prices. We continue to believe that, with careful stock selection, a positive return can be achieved, even in these difficult times. Richard Smith Investment Manager - Smaller Companies Team Related Party Invesco Asset Management Limited (`IAML'), a wholly owned subsidiary of Invesco Limited, acts as Manager, Company Secretary and Administrator to the Company. Details of IAML's services and fees arrangements are given in the annual financial report which is available on the Company's website. Principal Risks and Uncertainties The principal risks and uncertainties that could affect the Company's business can be divided into the following areas: - Market Movements and Portfolio Performance; and - Regulatory and Tax Related. A detailed explanation of these principal risks and uncertainties can be found on pages 21 and 22 of the latest published annual financial report which is available on the Company's website. In the view of the Board, these principal risks and uncertainties are equally applicable to the remaining six months of the financial year as they were to the six months under review. DIRECTORS' RESPONSIBILITY STATEMENT In respect of the preparation of the half-yearly financial report. The Directors are responsible for preparing the half-yearly financial report using accounting policies consistent with applicable law and International Financial Reporting Standards. The Directors confirm that to the best of their knowledge: - the condensed set of financial statements contained within the half-yearly financial report have been prepared in accordance with the International Accounting Standards 34 `Interim Financial Reporting'; - the interim management report includes a fair review of the information required by 4.2.7 and 4.2.8 of the FSA's Disclosure and Transparency Rules; and - the interim management report includes a fair review of the information required on related party transactions. The half-yearly financial report has not been audited or reviewed by the Company's auditors. Signed on behalf of the Board of Directors. Ian Barby Chairman 17 September 2009 THIRTY LARGEST HOLDINGS AT 31 JULY 2009 Ordinary shares unless stated otherwise Value % of Company Activity by Sector £'000 Portfolio Synergy Healthcare Health Care Equipment & 3,413 3.7 Services Chemring Aerospace & Defence 2,794 3.0 VT Aerospace & Defence 2,655 2.9 Premier Oil Oil & Gas Producers 2,268 2.5 Croda Chemicals 2,077 2.3 Dignity General Retailers 1,973 2.1 Dechra Pharmaceutical Pharmaceuticals & 1,827 2.0 Biotechnology Fenner Industrial Engineering 1,656 1.8 Mears Support Services 1,621 1.8 Intec Telecom Systems Software & Computer Services 1,588 1.7 Omega Insurance Non-life Insurance 1,472 1.6 Mouchel Parkman Support Services 1,387 1.5 Homeserve Support Services 1,375 1.5 Xchanging Support Services 1,364 1.5 Domino Printing Electronic & Electrical 1,290 1.4 Equipment Carillion Construction & Materials 1,236 1.4 Care UK Health Care Equipment & 1,214 1.3 Services Fidessa Software & Computer Services 1,202 1.3 Just Retirement Life Insurance 1,150 1.2 Beazley Non-life Insurance 1,147 1.2 Babcock Support Services 1,129 1.2 PZ Cussons Household Goods 1,098 1.2 RWS Support Services 1,039 1.1 Rensburg Sheppards General Financial 1,034 1.1 Devro Food Producers 1,032 1.1 Hiscox Non-life Insurance 993 1.1 Brown (N.) General Retailers 963 1.1 Charles Taylor General Financial 956 1.0 Consulting William Hill Travel & Leisure 949 1.0 Ultra Electronic Aerospace & Defence 946 1.0 44,848 48.6 Other Investments (97) 47,439 51.4 Total Investments (127) 92,287 100.0 CONDENSED STATEMENT OF COMPREHENSIVE INCOME Year Ended 31 January Six Months to 31 July Six Months to 31 July 2009 2009 2008 Revenue Capital Total Revenue Capital Total Total £'000 £'000 £'000 £'000 £'000 £'000 £'000 Gains/(losses) on - 10,604 10,604 - (4,113) (4,113) (36,782) investments held at fair value through profit or loss Income UK dividends 1,488 - 1,488 1,961 - 1,961 3,256 Overseas dividends 30 - 30 67 - 67 221 Deposit interest 22 - 22 12 - 12 15 Underwriting commission 7 - 7 12 - 12 15 Interest on VAT 92 - 92 - - - 159 recoverable Gross return 1,639 10,604 12,243 2,052 (4,113) (2,061) (33,116) Investment management fee (133) (133) (266) (204) (204) (408) (694) - note 2 Performance related fee - - - - - (1,374) (1,374) (1,242) note 2 VAT recoverable on 159 - 159 - - - 1,168 management fees Other expenses (171) (1) (172) (130) (1) (131) (272) Net return before finance 1,494 10,470 11,964 1,718 (5,692) (3,974) (34,156) costs and taxation Finance costs - note 2 - - - (4) (18) (22) (22) Return on ordinary 1,494 10,470 11,964 1,714 (5,710) (3,996) (34,178) activities before tax Taxation (2) - (2) - - - (4) Return after tax 1,492 10,470 11,962 1,714 (5,710) (3,996) (34,182) Return per ordinary share Basic - note 3 2.6p 18.1p 20.7p 2.9p (9.6)p (6.7)p (57.9)p The total column of this statement represents the Company's Income Statement, prepared in accordance with International Financial Reporting Standards. The supplementary revenue and capital columns are presented in accordance with the Statement of Recommended Practice issued by the Association of Investment Companies. All items in the above statement derive from continuing operations and the Company has no other gains or losses. No operations were acquired or discontinued in the period. CONDENSED BALANCE SHEET At At At 31 July 31 January 31 July 2009 2009 2008 £'000 £'000 £'000 Non-current assets Investments held at fair value through 92,287 78,317 112,725 profit or loss Current assets Amounts due from brokers 237 613 - Prepayments and accrued income 329 1,463 481 Cash and cash equivalents 1,374 5,592 4,538 1,940 7,668 5,019 Total assets 94,227 85,985 117,744 Current liabilities Amounts due to brokers (556) (242) (201) Accruals (103) (1,395) (105) (659) (1,637) (306) Total assets less current liabilities 93,568 84,348 117,438 Provision for performance fee - note 2 - - (1,374) Net assets 93,568 84,348 116,064 Issued capital and reserves attributable to equity holders Share capital 11,539 11,656 11,749 Share premium 21,244 21,244 21,244 Other reserves: Capital redemption reserve 2,489 2,372 2,279 Capital reserves 54,513 44,651 77,273 Revenue reserve 3,783 4,425 3,519 Total Shareholders' funds 93,568 84,348 116,064 Net asset value per ordinary share Basic - see note 5 162.2p 144.7p 197.6p CONDENSED STATEMENT OF CASH FLOW Six Months Year Six Months To To To 31 July 31 January 31 July 2009 2009 2008 £'000 £'000 £'000 Cash flow from operating activities Profit/(loss) before tax 11,964 (34,178) (3,996) Taxation (2) (4) - Adjustments for: Purchases of investments (15,091) (19,933) (9,123) Sales of investments 12,415 32,270 20,293 (2,676) 12,337 11,170 (Losses)/Gains on investments (10,604) 36,782 4,113 Finance costs - 22 22 Operating cash flows before movements in (1,318) 14,959 11,309 working capital Decrease/(increase) in receivables 1,134 (1,343) (361) (Decrease)/increase in payables (1,292) 1,226 1,307 Net cash flows from operating activities (1,476) 14,842 12,255 after tax Cash flow from financing activities Interest paid - (45) (45) Decrease in bank overdraft - (2,764) - Buy back of shares (608) (4,159) (3,566) Equity dividends (2,134) (2,282) (1,342) Net cash used in financing activities (2,742) (9,250) (4,953) Net (decrease)/increase in cash and cash (4,218) 5,592 7,302 equivalents Cash inflow from movement in bank - 2,764 - overdrafts Cash and cash equivalents at the beginning 5,592 (2,764) (2,764) of period Cash and cash equivalents at the period end 1,374 5,592 4,538 CONDENSED STATEMENT OF CHANGES IN EQUITY Capital Share Share Redemption Capital Revenue Capital Premium Reserve Reserve Reserve Total £'000 £'000 £'000 £'000 £'000 £'000 For the year ended 31 January 2009 At 31 January 2008 12,178 21,244 1,850 86,552 3,147 124,971 Shares bought back and (522) - 522 (4,159) - (4,159) cancelled Profit/(loss) for the - - - (37,742) 3,560 (34,182) year Dividends paid - - - - (2,282) (2,282) At 31 January 2009 11,656 21,244 2,372 44,651 4,425 84,348 For the six months ended 31 July 2009 Shares bought back and (117) - 117 (608) - (608) cancelled Profit for the period - - - 10,470 1,492 11,962 Dividends paid - - - - (2,134) (2,134) At 31 July 2009 11,539 21,244 2,489 54,513 3,783 93,568 For the six months ended 31 July 2008 At 31 January 2008 12,178 21,244 1,850 86,552 3,147 124,971 Shares bought back and (429) - 429 (3,569) - (3,569) cancelled Profit/(loss) for the - - - (5,710) 1,714 (3,996) period Dividends paid - - - - (1,342) (1,342) At 31 July 2008 11,749 21,244 2,279 77,273 3,519 116,064 NOTES TO THE CONDENSED FINANCIAL STATEMENTS 1. Basis of Preparation (a) Accounting Standards and Policies These condensed financial statements have been prepared using the same accounting policies as those adopted in the 2009 annual financial report, which are consistent with International Financial Reporting Standards (`IFRS'), and Standing Interpretation Committee and International Financial Reporting Interpretation Committee interpretations issued by the International Accounting Standards Board to the extent adopted by the EU. (b) Changes to Presentation IAS1 `Presentation of Financial Statements' affects the presentation of IFRS financial statements and is effective for periods beginning on or after 1 January 2009. As a result, the income statement has been redesignated as the statement of comprehensive income. There is no effect on either the net assets or earnings of the Company. 2. Management and Performance Fees The investment management fee is allocated 50% to revenue and 50% to capital; finance costs are allocated 20% to revenue and 80% to capital. No performance fee arose in the six months to 31 July 2009 (31 January 2009: £ 1,242,000; 31 July 2008: £1,374,000). Performance fees are charged wholly to capital. 3. Basis of Returns Six Months Six Months Year To To To 31 July 31 July 31 January 2009 2008 2009 £ £ £ Returns after tax: Revenue 1,492,000 1,714,000 3,560,000 Capital 10,470,000 (5,710,000) (37,742,000) Total 11,962,000 (3,996,000) (34,182,000) Weighted average number of 57,761,038 59,598,844 59,034,482 ordinary shares in issue during the period 4. Dividends on Ordinary Shares For the Rate Six Months Six Months Year year Ended Ended Ended Ended 31 Jan 31 Jul 31 Jul 31 Jan 2009 2008 2009 £'000 £'000 £'000 Final 2008 2.25p - 1,342 1,342 Interim 2009 1.60p - - 940 Final 2009 2.50p 1,442 - - Special 2009 1.20p 692 - - Dividends 2,134 1,342 2,282 paid An interim dividend of 1.6p per ordinary share (2008: 1.6p) will be paid on 23 October 2009 to shareholders on the register on 25 September 2009. 5. Basis of Net Asset Value per Ordinary Share At 31 July At 31 July At 31 January 2009 2008 2009 Shareholders' funds £93,568,000 £116,064,000 £84,348,000 Ordinary shares in issue at 57,694,629 58,742,629 58,279,629 period end 6. Movements in Share Capital Six Months Six Months Year To 31 July To 31 July To 31 January 2009 2008 2009 Number of ordinary 20p shares: Brought forward 58,279,629 60,889,229 60,889,229 Buy backs in period (585,000) (2,146,600) (2,609,600) In issue at period end 57,694,629 58,742,629 58,279,629 The average share price of shares bought back in the six months to 31 July 2009 was 103p. 7. VAT As reported in the 2009 annual financial report, the Company recognised £ 1,168,000 of VAT recoverable from HM Revenue & Customs (`HMRC') for the period 2001 to 2007, together with £159,000 of interest. These amounts were subsequently received in May 2009. Following further discussions by the Company's Manager with HMRC, a further refund of £159,000 plus interest of £ 92,000 thereon, were both recognised and received in the period under review. These latter amounts added a further 0.44p per share to the net asset value based on the period end number of shares in issue. 8. Investment Trust Status It is the intention of the Directors to conduct the affairs of the Company so that it satisfies the conditions for approval as an investment trust company set out in section 842 of the Income and Corporation Taxes Act 1988. 9. Status of Half-Yearly Financial Report The financial information contained in this half-yearly financial report, which has not been reviewed or audited by the independent auditors, does not constitute statutory accounts within the meaning of section 434 of the Companies Act 2006. The financial information for the half years ended 31 July 2008 and 31 July 2009 has not been audited. The figures and financial information for the year ended 31 January 2009 are extracted and abridged from the latest published accounts and do not constitute the statutory accounts for that year. Those accounts have been delivered to the Registrar of Companies and include the Report of the Independent Auditors, which was unqualified. By order of the Board Invesco Asset Management Limited Company Secretary 17 September 2009 www.invescoperpetual.co.uk/investmenttrusts
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