Correction : Half-yearly Report

This announcement replaces the previous release made on 22 May 2012. In the "Financial Highlights" section the sentence which read "Share price decreased by 15.3% to 160.8p" has been changed to "Share price increased by 15.3% to 160.8p". This is the only change to the previously released announcement. Majedie Investments PLC Half-Yearly Financial Report 31 March 2012 The Directors announce the unaudited half-yearly financial report for the six months to 31 March 2012 as follows:- Copies of the half yearly report can be obtained from the following website: www.majedie.co.uk Majedie Investments PLC is an investment trust with total portfolio assets under management of over £148 million as at 31 March 2012. Our Objective is to maximise total shareholder return whilst increasing dividends by more than the rate of inflation over the long term. Financial Highlights for the half year ended 31 March 2012 Net assets per share increased by 3.2% to 221.3p Share price increased by 15.3% to 160.8p Discount to net assets narrowed from 35.0% to 27.3% Revenue Return per share increased by 7.7% to 2.8p Interim dividend unchanged at 4.2p Performance Net asset value total return of 6.3% Total shareholder return of 19.9% Investment Objective and Policy Statement Investment Objective The Company's objective is to maximise total shareholder return whilst increasing dividends by more than the rate of inflation over the long term. Investment Policy General The Company invests principally in securities of publicly quoted companies worldwide and in funds managed by Javelin Capital LLP, though it may invest in unquoted securities up to levels set periodically by the Board, including its investment in Majedie Asset Management Limited. Investments in unquoted securities, other than those managed by Javelin Capital LLP, (measured by reference to the Company's cost of investment) will not exceed 10 per cent. of the Company's gross assets. Risk diversification Whilst the Company will at all times invest and manage its assets in a manner that is consistent with spreading investment risk, there will be no rigid industry, sector, region or country restrictions. The overall approach is based on an analysis of global economies sector trends with a focus on companies and sectors judged likely to deliver strong growth over the long term. The number of investments held, together with the geographic and sector diversity of the portfolio, enable the Company to spread its risks with regard to liquidity, market volatility, currency movements and revenue streams. The Company will not invest in any holding that would, at the time of investment, represent more than 15 per cent. of the value of its gross assets. The Company may utilise derivative instruments including index-linked notes, contracts for difference, covered options and other equity-related derivative instruments for efficient portfolio management and investment purposes. Any use of derivatives for investment purposes will be made on the basis of the same principles of risk spreading and diversification that apply to the Company's direct investments, as described above. Asset allocation The assets of the Company are split into four major groups. These are the Core Portfolio, funds managed by Javelin Capital LLP, and the Company's investments in Majedie Asset Management Limited and Javelin Capital LLP. Benchmark The Company does not have one overall benchmark, rather each distinct group of assets is viewed independently. For the actively managed Core Portfolio the benchmark comprises 70 per cent FTSE All-Share Index and 30 per cent FTSE World ex-UK Index (Sterling) on a total return basis. Any investments made into Javelin Capital LLP products are measured against the relevant fund benchmark as contained in the fund's prospectus. It is important to note that in all cases investment decisions and portfolio construction are made on an independent basis. The Board however sets various specific portfolio limits for stocks and sectors in order to restrict risk levels from time to time, which remain subject to the investment restrictions set out in this section. Gearing The Company uses gearing currently via long term debentures. The Board has the ability to borrow up to 100 per cent of adjusted capital and reserves. The Board, also reviews the level of net gearing (borrowings less cash) on an ongoing basis and sets a range at its discretion as appropriate. The Company's current debenture borrowings are limited by covenant to 66 2/3 per cent , and any additional indebtedness is not to exceed 20 per cent , of adjusted capital and reserves. Chairman's Statement World equity markets rebounded in the six months to 31 March 2012 producing strong positive returns but given the economic environment they remained volatile and prone to retrenchment. The Company's investment portfolio produced a steady return, as expected, given its defensive holdings including the investment in the low volatility Javelin Capital funds. The NAV and share price performance over the period returned 6.3% and 19.9% respectively, both on a total return basis, with the latter reflecting a narrowing of the share price discount to NAV over the period. As was the case last year, I highlight below various aspects of performance for the period, which is further detailed and explained in the Investment Manager's report on pages below. Results and Dividends The Group results for the six months to 31 March 2012 include the consolidation of the investment made in the Javelin Capital Emerging Markets Alpha Fund (UCITS), in accordance with IFRS. This requirement, due to the Company's current controlling interest in the UCITS fund, which is anticipated to be short-term in nature, results in a new category of investments, being "Investments Held for Sale" but has had no material effect on the results for the period. The Group's net revenue return before tax for the six months to 31 March 2012 was £1.5m compared to £1.4m for the prior year period. Group income for the period was £2.7m which is marginally lower than the prior year period figure of £2.8m. Income from Majedie Asset Management Limited (MAM) was £1.3m which compares to £1.2m in the prior year period. This was offset by a reduction in Core Portfolio income for the period primarily due to the anticipated lower level of income from the £15m investment into the UCITS fund in January 2012. Finally, essentially all income from Javelin Capital for the six months is in fact derived from within the Group and is eliminated on consolidation. Total group costs were £1.7m for the six months as compared to £2.2m in the prior year period. This decrease reflects the impact of the cost reductions achieved over the period across the Group. This includes a reduction in Company costs to £0.8m for the period as compared to £0.9m for the prior period. Notwithstanding the progress made to date, cost control remains a key focus of the Board. The Board has decided that the interim dividend is to be maintained at 4.2 pence per share, which is consistent with previous years. The interim dividend will be paid on 27 June 2012 to shareholders on the register on 1 June 2012. The investment in MAM is held at fair value in both the Company and Group accounts and its valuation is reviewed by the Board regularly. The Board has determined that the carrying price per share of our holding will remain unchanged, resulting in a valuation as at 31 March 2012 of £38.7m, being after £0.3m of share sales to the MAM Employee Benefit Trust as detailed in note 13. Javelin Capital is consolidated in the Group accounts at net asset value as required under IFRS but is held in the Company accounts as an investment at cost in accordance with our policy for unquoted investments. The Board has reviewed the valuation of Javelin Capital and has determined that as at 31 March 2012 the valuation of Javelin Capital will be kept at cost, being £7m, in the Company accounts. In respect of our investments in the two Javelin Capital funds, being the Javelin Capital Global Equity Strategies Fund (QIF) and the UCITS, both are effectively held at fair value, which were £19.1m and £14.7m respectively as at 31 March 2012. The investments in both funds include appropriate currency hedging to ensure that their absolute return characteristics are not lost due to currency movements. Investment Portfolio The Investment Manager's Report below provides the detailed commentary on the Company's investment activity and performance in the period. However as in previous periods, I would like to provide an overview of the key issues affecting the outturn for the period. Firstly, the Core Portfolio performed slightly below its benchmark. This is due to its defensive positioning, which included underweighting financial stocks, in the period, combined with unrealised losses on FTSE 100 put options that were purchased in November 2011. In addition, we run this fund as an equity income fund and measure it's performance not only as against the benchmark but also against a peer group of top income funds. Here we have outperformed, but overall income funds tend to underperform a market rising strongly and vice versa. Secondly, the funds managed by Javelin Capital LLP. The QIF produced a negative return of -2.8%, in US Dollar terms, over the six month period. This is disappointing, but given the absolute return characteristics of the fund is not unexpected in current market conditions. Against its absolute return fund peers the return is above median. In particular the fund exhibited low correlations to underlying markets in the fourth quarter of 2011 when stock markets were particularly stressed. The UCITS fund, which is part of the Goldman Sachs International Serviced Platform in Luxembourg, was launched on 16 January 2012, with a £15m investment from the Company. There has been considerable interest in this fund and in April it received an initial significant investment. Thirdly, I would simply comment that MAM continues to perform well financially and to develop its portfolio of products and as such we have maintained our valuation price per share at its previous level. Javelin Capital I would like to comment on developments at Javelin Capital in addition to the performance of its funds, mentioned above. Although considerable cost savings have been made to date, the business continues to explore options to reduce its cost base without impacting on its ability to operate effectively and I expect that further efficiencies can be made. Notwithstanding the efforts made to date on cost control, the business continues to focus on gaining assets under management on which its business plan and future are predicated. Review of Investment Trust Tax Rules I last wrote on this subject this time last year and the relevant legislation has now come into effect. The Company will apply for registration and approval under the new regime with the effect, that, assuming approval, these new rules will apply for the next financial year beginning on 1 October 2012. One particular aspect of the new rules is the removal of the prohibition on distributing capital gains to shareholders. This has also required a change in the Companies Act and will additionally require a change to the Company's articles. As you know the Company currently has significant revenue reserves and hence would not need to take advantage of the change. However, in order to provide flexibility for the future to manage all eventualities, we are proposing to include a suitable resolution for approval at the 2013 Annual General Meeting. As I mentioned in prior statements, these new rules represent a good outcome for your Company. Outlook The global economic environment remains fragile with a variety of issues that need to be resolved in due course and currently it is unclear politically if appropriate measures will continue to be implemented. This will continue to give rise to continued volatility with nascent recoveries very susceptible to negative impacts of any news considered unfavourably by the markets. Nonetheless I am optimistic that our positioning of the Core Portfolio to defensive stocks and investments in the low volatility Javelin Capital funds will enable the Company to produce a consistent measured performance throughout these times. Andrew J Adcock Chairman 21 May 2012 Investment Manager's Report Market Background & Outlook Markets enjoyed a strong start to 2012 as hopes rose that some of the problems associated with the debt crisis were being addressed by central banks and monetary authorities and signs emerged of renewed growth in the US domestic economy. The Eurozone, by contrast, remained mired in debt related austerity as a number of the economic problems experienced by Greece spread out by a degree of contagion into the economies of Spain, Italy and Portugal. The UK economy continued to flatline throughout the period although sterling retained the aura of a relatively safe currency haven against both dollar and euro as the economy's AAA debt rating was maintained. During March, however, doubts grew about the resilience of the recovery both in the US and in China and markets became noticeably more unsettled. At a corporate level, though, results from a large number of global companies provided a substantial degree of investor reassurance. Corporate balance sheets have strengthened noticeably over the past year or two as a result of substantial cost-cutting but there remains a hesitancy, given economic uncertainty, to deploy cash for expansion; merger and acquisition activity remains at a particularly low ebb for this stage in the investment cycle. However, it appears unlikely that there will be any sustained rise in global interest rates in the near future and against this background it is to be hoped that the corporate sector will stir back into life later in 2012. Inflationary pressures are still subdued despite the degree of monetary expansion that has been undertaken by the developed economies but at some stage it is likely that these will resurface to push interest rates higher in the US. Equity markets need not necessarily fear this eventuality, however, as it is likely that some shift of assets out of fixed interest securities into high quality dividend paying defensive equities may well occur. The core portfolio is well positioned to take advantage of this potential asset shift given its orientation towards these types of global stocks. Investment Report The Company's assets are managed in four distinct groups; the Core Portfolio, Javelin Capital funds and the Company's investments in Majedie Asset Management and Javelin Capital LLP. The Board believes this provides the correct asset allocation to achieve the Investment Objective of maximising total shareholder return whilst increasing dividends by more than the rate of inflation over the long term. The Development of Net Asset Value section below shows the impact that each investment group has made on the net assets performance during the year. Core Portfolio The Core Portfolio comprises holdings in large-cap UK and international stocks and a small number of carefully selected mid-cap companies. The Portfolio is managed under an equity income investment mandate, with a long term composite benchmark of 70% FTSE All-Share, 30% FTSE World (ex-UK) on a total-return basis. As at 31 March 2012, the value of the Core Portfolio was £69.1m, representing 46.5% of the Company's Total Investments. During the period the Core Portfolio Total Return was +14.6% which is some way ahead of the performance of dedicated UK equity income funds, where the median income fund returned 12.7% over this 6-month timeframe. Investment performance was 1.2% behind that of the benchmark, which is understandable as the equity income investment class tends to trail general indices when investors are inclined to favour higher risk growth stocks over mature dividend paying companies. A key part of the investment mandate is to maintain a balance between companies where a significant component of their total return comprises of dividend payments and other companies more orientated towards capital growth. A major feature of the period under review was that a number of financial stocks rallied strongly whilst stalwart defensive stocks such as GlaxoSmithKline and Royal Dutch Shell drifted out of investor favour. Attempting to gauge every twist and turn of investor sentiment tends, over the medium term, to be a fruitless task and generally involves considerable additional cost in terms of dealing expense and so positions in such long term high quality dividend growth stocks were generally maintained. However, new positions in high quality global stocks such as 3M in the USA, Nestle in Switzerland and Smiths Industries were introduced, helpfully financed in part by the proceeds of the bid for our holding in Charter by Colfax of the US. We also manage a small non-core realisation portfolio, consisting of early stage investments that were initiated between 2005 and 2008. The objective of this portfolio is to maximise the value and speed of capital return by seeking to exit these positions, although by nature the positions are illiquid. As at 31 March 2012, the value of the non-core realisation portfolio was £3.4m. This represents less than 2.3% of the Company's Total Investments and will reduce over time as further liquidations are achieved. Javelin Capital Funds In late September 2010 a £20m seed capital investment was made into the first flagship product to be launched by Javelin Capital LLP, the Javelin Capital Global Equity Strategies Fund (QIF). A second UCITS fund, the Javelin Capital Emerging Markets Alpha Fund, was launched in early 2012 with a seed investment of £15m, on a platform of funds managed by Goldman Sachs International, who assist in the distribution of the fund through their global network. Over the period in question the funds have performed well against a peer group of absolute return funds, particularly given the volatility of global markets over the reporting period. As at 31 March 2012, the combined value of the Javelin Capital funds holdings was £33.7m, representing 22.7% of the Company's Total Investments. Majedie Asset Management (MAM) MAM was launched in 2002 using finance provided by the Company, which retains a 29.8% equity interest. It now manages approximately £6.5 billion, for over 90 institutional clients. The business continues to perform strongly and remains extremely well financed and profitable. During the period we received £1.32m as a final dividend for the year ended 30 September 2011 and sold £0.3m of shares to the MAM Employee Benefit Trust. The Board decided to maintain the valuation of this holding at its previous carrying value, being £38.7m, representing 26.0% of the Company's Total Investments. Javelin Capital LLP Javelin Capital LLP was launched in September 2010 and currently has two funds in operation, both of which have performed well against their peers to date. As has been mentioned in the Chairman's Statement significant progress has been made in reducing costs and the business remains very focussed on gaining AUM on which its business plan is predicated. As at 31 March 2012 the net assets in Javelin Capital LLP have been included in the Group accounts at £2.0m representing 1.3% of the Company's Total Investments. This represents the investments made less start-up costs and losses to date and is in accordance with consolidation accounting rules. In the Company accounts the holding is carried at cost of £7.0m. Development of Net Asset Value In aggregate, the NAV has increased by £3.6m having generated an investment return of £9.7m, incurred total costs of £2.8m and distributed £3.3m in dividends. The Core Portfolio contributed £9.5m through a combination of dividend income and capital appreciation, a £1.3m dividend was received from MAM, Non-Core Realisation Portfolio made a limited impact whilst the Javelin Capital funds combined lost £0.9m. Total costs during the period were £2.8m of which Administration Costs were £1.4m, which include Javelin Capital LLP, and Finance Costs were £1.4m. A final dividend of £3.3m (6.3p per share) was paid in January 2012. Nick Rundle Investment Director Javelin Capital LLP 21 May 2012 Portfolio Information at 31 March 2012 Fund Analysis Market Value % of £000 Fund Oil & Gas 11,462 7.7 Basic Materials 7,433 5.0 Industrials 9,736 6.6 Consumer Goods 5,625 3.8 Health Care 5,372 3.6 Consumer Services 5,668 3.8 Telecommunications 5,835 3.9 Utilities 2,579 1.7 Financials 14,761 9.9 Technology 691 0.5 Javelin Capital Global Equity Strategies Fund 19,004 12.8 ("QIF") Javelin Capital Emerging Markets Alpha Fund 14,728 9.9 Unlisted (note 8) 41,928 28.2 Total Investments at Fair Value 144,822 97.4 Derivatives contracts 235 0.2 Cash 3,575 2.4 148,632 100.0 United Kingdom 87,862 59.1 North America 11,506 7.7 Europe (ex UK) 5,949 4.0 Rest of the World 5,773 3.9 Javelin Funds 33,732 22.7 Total Investments at Fair Value 144,822 97.4 Derivatives contracts 235 0.2 Cash 3,575 2.4 148,632 100.0 The Fund as used in the analysis above and further below totals £148,632,000 (being investments held at fair value,of £111,479,000; derivative instruments held at fair value of £235,000; cash of £22,858,000 (including cash held in and disclosed above as part of the QIF); non-current assets classified as held for sale £14,817,000; financial liabilities at fair value (£439,000); liabilities of non current asset held for sale (£89,000); outstanding trade settlements (£84,000) other amounts on consolidation of the QIF including minority interest (£145,000). Twenty Largest UK Investments at 31 March 2011 Company Market % of Company Market % of Value Fund Value Fund £000 £000 Majedie Asset Management (unlisted) 38,690 26.0 Barclays 1,412 0.9 Royal Dutch Shell `B' 4,399 3.0 Antofagasta 1,325 0.9 HSBC 3,884 2.6 Aviva 1,243 0.8 BP 3,469 2.3 Legal & General 1,176 0.8 Vodafone 3,315 2.2 BG Group 1,158 0.8 GlaxoSmithKline 2,793 1.9 BAE Systems 1,110 0.7 BHP Billiton 2,098 1.4 Sainsbury (J) 1,090 0.7 Rio Tinto 2,068 1.4 Unilever 1,032 0.7 Vostok Energy (unlisted) 1,878 1.3 Balfour Beatty 999 0.7 Centrica 1,582 1.1 SSE 997 0.7 Ten Largest Overseas Investments at 31 March 2012 Company Market % of Company Market % of Value Fund Value Fund £000 £000 Javelin Capital Global 19,004 12.8 Altria (USA) 869 0.6 Equities Strategies (Ireland) Javelin Capital Emerging Coca-Cola (USA) 857 0.6 Markets Alpha (Lux) 14,728 9.9 Du Pont (USA) 827 0.6 Wells Fargo (USA) 897 0.6 AT&T (USA) 821 0.6 Roche (Europe) 870 0.6 Exxon Mobil (USA) 814 0.5 JP Morgan Chase 805 0.5 (USA) Interim Management Report The important events that have occurred during the period under review, the key factors influencing the financial statements and the principal uncertainties for the remaining six months of the financial year are set out in the Chairman's Statement and Investment Manager's Report above. The principal risks facing the Company are substantially unchanged since the date of the Annual Report for the year ended 30 September 2011 and continue to be as set out in that report. Risks faced by the Company include, but are not limited to, market risk, discount volatility, regulatory risk, financial risk, risks associated with banking and hedging and non-compliance with Section 1158 of the Corporation Tax Act 2010. Responsibility Statement of the Directors in respect of the Half-Yearly Financial Report In accordance with the Disclosure and Transparency Rules 4.2.7R and 4.2.8R, we confirm that to the best of our knowledge: (a) The condensed set of financial statements has been prepared in accordance with International Accounting Standard ("IAS") 34, Interim Financial Reporting, as adopted by the European Union, as required by the Disclosure and Transparency Rule 4.2.4R, and gives a true and fair view of the assets, liabilities and financial position of the Company; (b) The Chairman's Statement and Investment Manager's Report includes a fair review of the information required to be disclosed under the Disclosure and Transparency Rule 4.2.7R, interim management report. This includes (i) an indication of important events that have occurred during the first six months of the financial year, and their impact on the condensed set of financial statements presented in the Half-Yearly Financial Report and (ii) a description of the principal risks and uncertainties for the remaining six months of the financial year; and (c) There were no changes in the transactions or arrangements with related parties as described in the Group's Annual Report for the year ended 30 September 2011 that would have had a material effect on the financial position or performance of the Group in the first six months of the current financial year. Andrew J Adcock Chairman For and on behalf of the Board 21 May 2012 Independent Review Report to Majedie Investments 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 six months ended 31 March 2012 which comprises the Condensed Consolidated Statement of Comprehensive Income, Condensed Consolidated Statement of Changes in Equity, Condensed Consolidated Balance Sheet, Condensed Consolidated Cash Flow Statement and related notes 1 to 14. 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 Services Authority. As disclosed in note 1, the annual financial statements of the Group 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 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 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 six months ended 31 March 2012 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 Services Authority. Ernst & Young LLP London 21 May 2012 Condensed Consolidated Income Statement for the half year ended 31 March 2012 Half year ended Half year ended Year ended 31 March 2012 31 March 2011 30 September 2011 Note Revenue Capital Total Revenue Capital Total Revenue Capital Total return return £000 return return £000 return return £000 £000 £000 £000 £000 £000 £000 Investments Gains on 7,794 7,794 6,470 6,470 2,233 2.233 investments at fair value through profit or loss Net investment 7,794 7,794 6,470 6,470 2,233 2.233 result Income Income from 2 2,639 2,639 2,745 2,745 5,434 5,434 investments Other income 2 27 27 25 25 106 106 Total income 2,666 2,666 2,770 2,770 5,540 5,540 Expenses Administration (804) (887) (1,691) (972) (1,206) (2,178) (2,195) (2,633) (4,828) expenses Return/ 1,862 6,907 8,769 1,798 5,264 7,062 3,345 (400) 2,945 (deficit) before finance costs and taxation Finance costs (353) (1,061) (1,414) (362) (1,086) (1,448) (721) (2,165) (2,886) Net return/ 1,509 5,846 7,355 1,436 4,178 5,614 2,624 (2,565) 59 (deficit) before taxation Taxation 3 (53) (53) (73) (73) (200) (200) Net return/ 1,456 5,846 7,302 1,363 4,178 5,541 2,424 (2,565) (141) (deficit) after taxation for the period Other comprehensive income - exchange differences on translation of foreign operations Attributable to: Equity holders (492) (492) (613) (613) (37) (37) of the company Non-controlling (7) (7) interest Total 1,456 5,347 6,803 1,363 3,565 4,928 2,424 (2,602) (178) comprehensive income for the period Net return/ (deficit) after taxation attributable to: Equity holders 1,457 5,852 7,309 1,364 4,176 5,540 2,427 (2,568) (141) of the Company Non-controlling (1) (6) (7) (1) 2 1 (3) 3 interest 1,456 5,846 7,302 1,363 4,178 5,541 2,424 (2,565) (141) Return/ pence pence pence pence pence pence pence pence pence (deficit) per ordinary share: Basic and 4 2.8 11.2 14.0 2.6 8.0 10.6 4.6 (4.9) (0.3) diluted The total column of this statement is the Consolidated Statement of Comprehensive Income of the Group, prepared in accordance with International Financial Reporting Standards (IFRS). The supplementary revenue return and capital return columns are prepared under guidance published by the Association of Investment Companies. All items in the above statement relate to continuing operations. See notes 1 to 14. Condensed Consolidated Statement of Changes in Equity for the half year ended 31 March 2012 Notes Share Share Capital Share Capital Revenue Own Currency Non- Total capital premium redemption options reserve reserve shares translation Controlling £000 £000 £000 reserve reserve £000 £000 reserve reserve interest £000 £000 £000 £'000 £'000 Half year ended 31 March 2012 30 September 5,253 785 56 (178) 84,377 23,006 (1,628) (37) 248 111,882 2011 Net return 5,852 1,457 (7) 7,302 after tax for the period Other (492) (7) (499) comprehensive income Share options 5 15 15 expense Dividends 7 (3,279) (3,279) declared and paid in period 31 March 2012 5,253 785 56 (163) 90,229 21,184 (1,628) (529) 234 115,421 Half year ended 31 March 2011 30 September 5,253 785 56 (220) 86,945 26,042 (1,702) 117,159 2010 Net return 4,176 1,364 1 5,541 after tax for the period Other (613) (613) comprehensive income Share options 5 30 30 expense Dividends 7 (3,277) (3,277) declared and paid in period Introduction of 5 86 91 Non-controlling interest In the QIF Own shares (19) 19 (sold)/ purchased by Employee Incentive Trust (EIT) 31 March 2011 5,253 785 56 (209) 91,121 24,129 (1,683) (608) 87 118,931 Year ended 30 September 2011 30 September 5,253 785 56 (220) 86,945 26,042 (1,702) 117,159 2010 Net loss for (2,568) 2,427 (141) the year Other (37) (37) comprehensive income Share options 5 116 116 expense Dividends 7 (5,463) (5.463) declared and paid in year Introduction on 248 248 Non-controlling interest In the QIF Own shares (74) 74 (sold)/ purchased by Employee Incentive Trust (EIT) 30 September 5,253 785 56 (178) 84,377 23,006 (1,628) (37) 248 111,882 2011 Condensed Consolidated Balance Sheet at 31 March 2012 Notes 31 March 31 March 30 September 2012 2011 2011 £000 £000 £000 Non-current assets Property and equipment 331 494 410 Investments at fair value through 8 111,479 133,172 112,822 profit or loss 111,810 133,666 113,232 Current assets Derivative instruments 235 136 Trade and other receivables 1,437 20,240 5,817 Cash and cash equivalents 22,858 19,857 37,553 24,530 40,097 43,506 Non-current asset classified as 8 14,817 held for sale Total current assets 39,347 40,097 43,506 Total assets 151,157 173,763 156,738 Current liabilities Trade and other payables (1,396) (21,042) (7,645) Financial liabilities at fair (439) (3,311) value through profit or loss Derivative instruments (99) (1,835) (21,042) (11,055) Liabilities of non-current asset 8 (89) classified as held for sale Total current liabilities (1,924) (21,042) (11,055) Total assets less current 149,233 152,721 145,683 liabilities Non-current liabilities Debentures (33,812) (33,790) (33,801) Total liabilities (35,736) (54,832) (44,856) Net assets 115,421 118,931 111,882 Represented by: Ordinary share capital 5,253 5,253 5,253 Share premium 785 785 785 Capital redemption reserve 56 56 56 Share options reserve (163) (209) (178) Capital reserve 90,229 91,121 84,377 Revenue reserve 21,184 24,129 23,006 Own shares reserve (1,628) (1,683) (1,628) Currency translation reserve (529) (608) (37) Equity Shareholders' Funds 115,187 118,844 111,634 Non-controlling interest 234 87 248 Total equity 115,421 118,931 111,882 Net asset value per share pence pence pence Basic and fully diluted 10 221.3 228.4 214.5 Condensed Consolidated Cash Flow Statement for the half year ended 31 March 2012 Notes Half year ended Half year ended Year ended 31 March 31 March 30 September 2012 2011 2011 £000 £000 £000 Net cash (outflow)/ 11 (10,010) 19,119 40,431 inflow from operating activities Investing activities Purchases of tangible (2) (85) (87) assets Net cash outflow from (2) (85) (87) investing activities Financing activities Interest paid (1,404) (1,438) (2,866) Dividends paid (3,279) (3,277) (5,463) Net cash outflow from (4,683) (4,715) (8,329) financing activities (Decrease)/ increase in 12 (14,695) 14,319 32,015 cash and cash equivalents for period Cash and cash 37,553 5,538 5,538 equivalents at start of period Cash and cash 22,858 19,857 37,553 equivalents at end of period Notes to the Condensed Consolidated Financial Statements as at 31 March 2012 1. Accounting Policies The Condensed Consolidated Financial Statements above comprise the unaudited results of the Company and subsidiaries for the six months to 31 March 2012 and are presented in pounds sterling, as this is the functional currency of the Group. The Condensed Consolidated Financial Statements have been prepared in accordance with International Accounting Standard IAS 34 "Interim Financial Reporting". They do not include all financial information required for full annual financial statements. The Condensed Consolidated Financial Statements have been prepared using the accounting policies adopted in the audited financial statements for the year ended 30 September 2011 except for that disclosed below: Non-current assets classified as held-for-sale Investments in funds in which the Company has a controlling interest and which meet the requirements of IFRS 5 are designated as non-current assets as held for sale and are measured at fair value through profit or loss in accordance with IFRS 9. Declassification occurs either if the Company's interest becomes non-controlling or if the investment no longer meets the requirements of IFRS 5. 2. Income Notes Half year ended Half year ended Year ended 31 March 31 March 30 September 2012 2011 2011 £'000 £'000 £'000 Income from investments Franked investment 2,256 2,275 4,153 income* UK unfranked (14) 138 investment income Overseas dividends 369 464 1,105 Fixed interest and 14 20 38 convertible bonds 2,639 2,745 5,434 Other income Deposit interest 25 3 68 Other interest 19 Sundry income 2 22 19 27 25 106 Total income 2,666 2,770 5,540 Total income comprises: Dividends 2,625 2,725 5,396 Interest 39 23 125 Other income 2 22 19 2,666 2,770 5,540 Income from investments Listed UK 934 1,097 2,377 Listed overseas 369 464 1,143 Unlisted* 1,336 1,184 1,914 2,639 2,745 5,434 * Includes MAM dividend income of £1,322,000 (31 March 2011 & 30 September 2011: £1,164,000). 3. Taxation The charge for the half year to 31 March 2012 is £53,000 (half year to 31 March 2011: £73,000; year ended 30 September 2011: £200,000). These amounts represent irrecoverable withholding tax paid on overseas investment income. The Company has an effective corporation tax rate of 0%. As investment gains are exempt from tax owing to the Company's status as an Investment Trust and there is expected to be an excess of management expenses over taxable income there is no charge for corporation tax. 4. Calculation of Returns per Ordinary Share Basic returns per ordinary share in each period are based on the return on ordinary activities after taxation attributable to equity shareholders. Basic return per ordinary share for the period is based on 52,044,613 (half year ended 31 March 2011: 52,022,541; year ended 30 September 2011: 52,029,833) shares, being the weighted average number of shares in issue after adjustment for the shares held by the Employee Incentive Trust. There is no dilution to the basic return per ordinary share since share options, if exercised, would be satisfied by shares already held by the Employee Incentive Trust. 5. Share-based payments The Group currently operates one share-based payment scheme being the 2006 Long Term Incentive Plan which in turn has two sections relating to TSR-based Awards and Matching Awards. With the introduction of Javelin Capital LLP and the resultant employee transfers from the Company no further awards will be made under the LTIP. Javelin Capital does not operate any share-based payment schemes. The number of outstanding options granted by the Company are summarised in the table below: 31 March 31 March 30 September 2012 2011 2011 Number of outstanding options LTIP: TSR-based Awards 185,232 307,389 178,319 LTIP: Matching Awards 10,842 13,097 10,437 196,074 320,486 188,756 During the half year ended 31 March 2012 the number of options outstanding under the LTIP TSR-based Awards showed an increase of 6,913. This was as a result of the 2011 6.3p final dividend which is in accordance with the LTIP rules. Additionally the number of options outstanding under LTIP Matching Awards showed a increase of 405. This reflects an increase in options in respect of the 2011 6.3p final dividend in accordance with the LTIP rules. During the half year to 31 March 2012 the Group recognised a total expense for share based payment transactions of £15,000 (half year ended 31 March 2011: £30,000; year ended 30 September 2011: £116,000). The total shareholding of Majedie Investments PLC Incentive Trust is 483,387 (31 March 2011: 499,789; 30 September 2011: 483,387) ordinary shares. The shares will be held by the trust until the relevant options are exercised or until they lapse. The cost of the shares is presented in the Condensed Consolidated Balance Sheet under the heading `Own shares reserve', as a deduction from shareholders' funds in accordance with IFRS 2: Share-based Payments. 6. Segment reporting As detailed in the Company's Annual Report for the year ended 30 September 2011, geographical segments are considered to be the Group's primary reporting segment and business segments the secondary reporting segment. The Group has two business segments: its activity as an Investment Trust, which is the business of the parent company, and the business of the subsidiary, Javelin Capital LLP, which provides management services within the United Kingdom only. Investing activities The Company's Investment Objective is to maximise total shareholder return whilst increasing dividends by more than the rate of inflation over the long term. The Company operates as an investment trust company and its portfolio contains investments in companies listed in a number of countries. Geographical information about the portfolio is provided above. Investment management services To complement this investment objective and create income and capital for the Group, Javelin Capital LLP has been launched to market a range of funds to third party investors and provide investment management and advisory services. Half year ended Half year ended Year ended 31 March 31 March 30 September 2012 2011 2011 Investing Investment Investing Investment Investing Investment activities management activities management activities management £'000 and £'000 and £'000 and advisory advisory advisory services services services £'000 £'000 £'000 Revenue from 2,664* 2 2,769* 1 5,537* 3 external customers Carrying amount 113,403 2,018 117,648 1,283 109,985 1,897 of assets * The investment and other income of the parent company and the Javelin Capital Global Equity Strategies and Emerging Markets Alpha funds 7. Dividends In accordance with International Accounting Standard 10: Events After the Balance Sheet Date, interim dividends are not accounted for until paid. The following table summarises the amounts recognised as distributions to equity holders in the relevant period: Half year ended Half year ended Year ended 31 March 31 March 30 September 2012 2011 2011 £000 £000 £000 2011 Final dividend of 6.30p 3,279 paid on 25 January 2012 2011 Interim dividend of 2,186 4.20p paid on 29 June 2011 2010 Final dividend of 6.30p 3,277 3,277 paid on 26 January 2011 3,279 3,277 5,463 The directors propose an interim dividend for 2012 of 4.2p per share, to be paid on 27 June 2012. 8. Investments All investments are designated upon initial recognition as held at fair value through profit or loss, and are measured at subsequent reporting dates at fair value, which is either the bid price or the last traded price, depending on the convention of the exchange on which the investment is quoted. Investments in unit trusts or open ended investment companies are valued at the closing price, the bid price or the single price as appropriate, released by the relevant investment manager. Unlisted investments are formally valued on a semi-annual basis by the Board of Directors taking into account relevant information as appropriate including market prices, latest dealings, accounting information, professional advice and the guidelines issued by the International Private Equity and Venture Capital Association. In between the formal valuations the Directors review these investments for any significant changes and incorporate such changes as they consider necessary. Unlisted investments disclosed in the Portfolio Information above total £41,928,000 of which £3,238,000 is invested in 16 companies and £38,690,000 is the carrying value of our investment in MAM as detailed in note 9 below. Assets classified as held-for-sale On 16 January 2012, the Company invested £15m, being a controlling interest, into the Javelin Capital Emerging Markets Alpha Fund (UCITS), and in accordance with IFRS 5 this holding has been classified as a non-current asset held-for-sale. The UCITS fund is being actively marketed to third party investors and it is currently anticipated that within the timeframes stipulated by IFRS 5, the fund will be of sufficient size such that the Company will no longer have a controlling interest. At such time it will be reclassified to investments held at fair value through profit or loss. During the period ended 31 March 2012, an unrealised loss of £262,000 was recorded in respect of this holding. 9. Majedie Asset Management Limited (MAM) Majedie Investments PLC owns a 29.8% equity shareholding in MAM, which provides investment management and advisory services relating primarily to UK equities. The carrying value of our investment in MAM is included in the Condensed Consolidated Balance Sheet as part of investments at fair value through profit or loss: 31 March 31 March 30 September 2012 2011 2011 £000 £000 £000 Deemed cost of investment 1,197 1,207 1,207 Holding gains 37,493 28,793 37,793 Fair value at period end 38,690 30,000 39,000 During the period, the Company disposed of a small part of its equity holding to the MAM Employee Benefit Trust as disclosed in note 13. The carrying value of MAM in the 31 March 2012 Condensed Consolidated Financial Statements is its fair value as assessed at 31 March 2012. The Board regularly monitors the investment in MAM to ensure that the carrying value remains appropriate. 10. Net Asset Value The net asset value per share has been calculated based on equity Shareholders funds and on 52,044,613 (31 March 2011: 52,028,211; 30 September 2011: 52,044,613) ordinary shares, being the shares in issue at the period end having deducted the number of shares held by the Employee Incentive Trust. 11. Reconciliation of Operating Profit to Operating Cash Flow Half year ended Half year ended Year ended 31 March 31 March 30 September 2012 2011 2011 £000 £000 £000 Consolidated net return before 7,355 5,614 59 taxation Adjustments for: Gains on investments (7,794) (6,470) (2,233) Exchange Movements (499) (613) (109) Dividends reinvested (5) (5) Share based remuneration 15 30 116 Depreciation 81 122 208 Purchase of investments* (221,250) (609,010) (1,300,122) Sales of investments* 210,672 628,877 1,319,735 Adjustment to non-current asset 20,000 investments on consolidation Proceeds from derivative 322 483 contracts Movement in non-controlling 87 248 interest (11,098) 18,632 38,380 Finance costs 1,415 1,448 2,886 Operating cash flows before (9,683) 20,080 41,266 movements in working capital (Decrease)/increase in trade (592) (213) 139 and other payables (Decrease)/Increase in trade 316 (685) (758) and other receivables Net cash (outflow)/inflow from (9,959) 19,182 40,647 operating activities before tax Tax recovered 11 28 29 Tax on unfranked income (62) (91) (245) Net cash (outflow)/inflow from (10,010) 19,119 40,431 operating activities * Reflects the high turnover investment strategy in the QIF in line with its investment approach and industry peers. Values have reduced in the current period due to the increased use of derivative instruments. 12. Reconciliation of Net Cash Flow to Movement in Net Debt Half year ended Half year ended Year ended 31 March 31 March 30 September 2012 2011 2011 £000 £000 £000 (Decrease)/increase in cash (14,695) 14,319 32,015 Non cash items (11) (9) (20) Change in net (debt)/funds (14,706) 14,310 31,995 Net funds/(debt) beginning of 3,752 (28,243) (28,243) period Net (debt)/funds at end of (10,954) (13,933) 3,752 period 13. Related Party Transactions Javelin Capital Javelin Capital LLP (Javelin Capital) is the Investment Manager and general administrator to the Company and is also the parent entity of Javelin Capital Fund Management Limited (JCFM) and Javelin Capital Services Limited (JCS) all of which are consolidated in the Group accounts. Javelin Capital Strategies plc is an Irish Stock Exchange listed Qualifying Investment Fund (QIF). It currently has one sub-fund called the Javelin Capital Global Equity Strategies Fund, which due to the relative size of the Company's investment in the sub-fund is also consolidated into the group accounts. Javelin Capital and JCFM act as investment manager and manager for the QIF respectively and are entitled to receive management and performance fees, including from the Company. The Javelin Capital Emerging Markets Alpha Fund (UCITS) is a sub-fund of the SICAV platform in Luxembourg established by Goldman Sachs International and Javelin Capital receives management and performance fees from the fund in accordance with the relevant agreements, again including from the Company. In addition to any fees received from the QIF, Javelin Capital is also entitled to receive management, performance and administration fees as from the Company itself in accordance with the relevant agreements. These agreements take account of any fees charged at the fund level so that no double charging occurs. JCS provides administrative services to the group. In performing these services it incurs expenses which are recovered by way of recharges and management fees. The Company allows Javelin Capital group entities use of various assets to perform their respective functions for which it receives a lease fee. However this can be waived by the Company at its discretion. The Company has a £20m investment in the Javelin Capital Global Equity Strategies Fund. This investment is subject to management and performance fees in accordance with the fund's prospectus and supplement. The Company also has a £15m investment in the Javelin Capital Emerging Markets Alpha Fund. This investment is subject to management and performance fees in accordance with the fund's prospectus and supplement. Javelin Capital as Investment Manager is required to, or chooses to do so; under certain circumstances make payments to the QIF or UCITS in order reimburse the fund for expense rebates or compensation payments. The Company pays certain costs on behalf of Majedie Portfolio Management Limited (MPM) in connection with the Majedie Investments PLC Share Plan and additionally is charged a management fee by MPM. Any such costs paid by the Company are recharged to MPM net of any management fees due. The table below discloses the transactions and balances between those entities: Half year ended Half year ended Year ended 31 March 31 March 30 September 2012 2011 2011 £'000 £'000 £'000 QIF fee revenue due to JCFM 125 165 284 QIF fee revenue due to Javelin 104 134 206 Capital UCITS fee revenue due to the 39 investment manager Company management fee revenue 286 358 692 due to Javelin Capital Company administration fee 132 132 265 revenue due to Javelin Capital Company lease charge to JCS 23 JCS management fee income from 1,030 1,462 3,033 Javelin Capital Javelin Capital payments to 5 the QIF MPM costs recharged by the 18 16 34 Company MPM management fees charged to 17 16 33 the company Balances outstanding at the end of the period: Between JCS and the Company 369 322 348 Between JCS and Javelin 34 363 133 Capital Between JCS and JCFM 2 15 10 Between the Company and MPM 94 93 93 Between JCFM and Javelin 33 137 55 Capital Between the QIF and Javelin 5 Capital Between JCFM and the QIF 20 68 48 Transactions between group companies during the period were made on terms equivalent to those that occur in arm's length transactions. Majedie Asset Management (MAM) MAM is accounted for as an investment in both the Company and Group accounts and is valued at fair value through profit or loss. During the period the Company sold 1,021 shares to the MAM Employee Benefit Trust for consideration of £324,000 and a realised gain of £314,000 none of which was outstanding at the period end (no transactions in prior periods). Additionally the Company received dividends from MAM of £1,322,000 of which none was outstanding at year end (half year ended 31 March 2011: £1,164,000 and nil; year ended 30 September 2011: £1,914,000 and nil). The Company has no investments in any MAM funds. 14. Financial Information The financial information contained in this Half-Yearly Financial Report does not constitute full statutory accounts as defined in Section 434 of the Companies Act 2006. The financial information for the six months ended 31 March 2012 and 31 March 2011 have not been audited, but have been reviewed by the Company's auditors and their report is above. The information for the year ended 30 September 2011 has been extracted from the latest published audited accounts. Those accounts have been filed with the Registrar of Companies and included the report of the auditors which was unqualified and did not contain a statement under Section 498(2) or (3) of the Companies Act 2006. Those statutory accounts were prepared in accordance with International Financial Reporting Standards, as adopted by the European Union. Company Information Board of Directors Investment Manager A J Adcock, Chairman Javelin Capital LLP H V Reid, Deputy Chairman Tower 42 J W M Barlow 25 Old Broad Street P D Gadd London EC2N 1HQ R D C Henderson All Directors are non-executive except Telephone: 020 7382 8170 for J W M Barlow. Fax: 020 7382 4854 E-mail: info@javelincapital.com Registered Office Tower 42 Registrars 25 Old Broad Street Computershare Investor Services PLC London EC2N 1HQ The Pavilions Bridgwater Road Telephone: 020 7626 1243 Bristol BS99 6ZZ E-mail: majedie@majedie.co.uk Telephone: 0870 707 1159 Registered number: 109305 England Auditors Company Secretary Ernst & Young LLP Capita Sinclair Henderson Limited 1 More London Place (trading as Capita Financial Group - London SE1 2AF Specialist Fund Services) Beaufort House 51 New North Road Stockbrokers Exeter Cenkos Securities plc EX4 4EP 6.7.8 Tokenhouse Yard London EC2R 7AS Telephone: 01392 412122 Facsimile: 01392 253282 Website www.majedie.co.uk National Storage Mechanism A copy of the Half-Yearly Report will be submitted shortly to the National Storage Mechanism ("NSM") and will be available for inspection at the NSM, which is situated at: www.hemscott.com/nsm.do. Neither the contents of the Company's website nor the contents of any website accessible from hyperlinks on this announcement (or any other website) is incorporated into, or forms part of, this announcement. END
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