Final Results

22 November 2005 PRELIMINARY ANNOUNCEMENT OF UNAUDITED RESULTS OF THE MAJEDIE INVESTMENTS PLC GROUP for the year ended 30 September 2005 Highlights - Total shareholder return for the year: 38.2%; - Net asset value total return for the year: 31.2%; - Dividend up 3.4%: above inflation increase for 16th consecutive year; - Majedie Asset Management's assets under management reach £2.3 billion within three years of launch of business. Summary Year ended 30 Year ended 30 % change September 2005 September 2004 Share price total return +38.2% +19.3% Net asset value total +31.2% +11.6% return Benchmark* +24.4% +13.3% Total dividend per share 9.05p 8.75p +3.4 * The benchmark is 70% FTSE All-Share Index + 30% FTSE World ex UK Index and is calculated by The WM Company. Chairman's Statement I am delighted to report that over the last twelve months the consolidated net revenue before taxation amounted to £5.5m - increasing from the previous year's figure of £2.6m. Furthermore the total return to shareholders was 38.2% exceeding our benchmark return of 24.4% by 13.8%. The underlying net asset value total return was 31.2%: an outperformance of 6.8%. Our policy of actively using the gearing of our long term debentures throughout the year has materially assisted these results. During the financial year the Company achieved a capital return on investments of £47.9m. After adding income and deducting costs, interest, tax and dividends there is an overall surplus in the combined revenue and capital account of £43.2m which has been transferred to reserves. This year the consolidated revenue account has been boosted by Majedie Asset Management's net profit for the year of £2.1m - helping to almost eliminate the revenue account deficit which was present last year. I refer later to the progress of this business in greater detail. We are continuing with our policy of seeking to maximise the total return for shareholders including a progressive dividend policy. A final dividend of 5.85 pence per share is proposed. This gives a total for the year of 9.05 pence per share representing an above inflation increase of 3.4% on last year. This is the sixteenth consecutive year in which the dividend has increased by more than the rate of inflation. At the beginning of the year the portfolio started with an overweighting in the global resources sector including mining and oil & gas. Gill Leates increased this further during the year. This strategy is based on the long term demands from the expanding Chinese and Indian economies within a global economy which is likely to grow more slowly. The world economy has never before witnessed the scale of structural change taking place in China. It is resulting in enormous demands for commodities to supply major infrastructure and industrial projects including the creation of new cities for a population of 1.3 billion. The investment team has therefore continued to invest in companies which are likely to benefit from these significant trends over the coming months and years. The portfolio balance is maintained with higher yielding companies in the banks, utilities and other industrial sectors. The Board has considered in some depth the appropriate level of risk to be borne in the portfolio with regard to the level of potential investment returns. The Board sets reasonable risk limits for the portfolio while allowing the investment management team sufficient scope and flexibility to generate superior performance. In order to maximise total investment return the executives pay attention to both short term and longer term considerations. At the outset of a specific investment decision Gill Leates and her colleagues identify the potential for the share price of an individual stock to increase by more than the rest of the market over time. It will take some stocks longer than others for this special additional value to be reflected and realised. One of the many challenges of investment management is to plan ahead so that the portfolio holds investments which are likely to reach maturity at different times. It is also important that we are not distracted by short term volatility in stock markets from our objective of maximising investment return over the long term. Our business development strategy has been evolving over several years. Majedie Asset Management Limited is the first implemented stage of that strategy and the business, specialising in UK equity fund management, is continuing to grow profitably as referred to in further detail below. We are looking at ways of developing a new equity fund management business in another area of specialisation. Much has been learned from our experience and success with the Majedie Asset Management business and we believe that there is a valuable opportunity to build a new fund management operation over the next few years. As a self-managed investment trust Majedie is different from other investment trusts. The development of a specialist boutique fund management business and the establishment of a separate new operation further distinguishes us from our peers. This differentiated strategy is already contributing positively to the revenue account and share price. Over the coming years we believe it will yield significant further benefits for shareholders. The Majedie Asset Management business has had another strong year with assets under management increasing from £884 million at the start of the year to £2.3 billion by the end. As already reported, during the year the business generated a net profit of £2.1m - this compares with a loss of £0.6m in 2004. Majedie Asset Management now has 15 employees and this August moved into new offices at One Carey Lane. As profitability has increased so your Company's shareholding has reduced in line with pre-agreed targets - this year from 65% to 55%. The Board has assessed the value of the Company's investment as at 30 September 2005 as £10.1m and this is included in the Company Balance Sheet. However, as Majedie Asset Management Limited is a consolidated subsidiary, this value is not reflected in the Group Balance Sheet. Group administrative expenses for the year were £6.2m compared with £3.9m in 2004. These figures include respectively £4.3m and £2.1m for the costs of Majedie Asset Management Limited - the increase reflecting the growth in that business and related staff remuneration. The results for the 2005 financial year, to which I have referred, are very encouraging. However it is particularly pleasing that total shareholder return over three years is well ahead of the benchmark. During the year the Remuneration Committee commissioned an independent review of executive directors' remuneration. As a result of that review and the subsequent consultation with institutional shareholders and shareholder representative groups, a new Long Term Incentive Plan and bonus structure is being tabled for approval at the Annual General Meeting. It includes share awards with five year performance conditions and an element of the annual bonus to be awarded in shares which will be deferred for three years. Further details of the new arrangements will be provided in a special circular to be sent to shareholders with the annual report on 8 December 2005. Careful consideration has been given to the structure. The objective is to provide financial incentives which will encourage the executive directors to manage the portfolio effectively and to grow the business for the benefit of all shareholders over the coming years - building on the progress which has recently been made. Over the coming year we will be implementing new compulsory changes to disclosures in the annual report. This time they take the form of conversion to International Financial Reporting Standards as a result of a directive from the European Commission. Although in theory there may be benefits associated with international standardisation and more disclosure, I question whether our accounts will be more comprehensible to the non-professional than they were 25 or 30 years ago. I believe the professional bodies concerned would do well to consider this. In last year's annual report I paid tribute to the contributions of Sir John Barlow and David Ritchie who retired during the current year at the Annual General Meeting in January 2005. I would like to reiterate to each of them our best wishes for the future. Much has been achieved this year including strong investment performance in the portfolio. I would like to thank all employees for their hard work and for their contributions to these achievements. I am also very grateful to my fellow directors for their diligence and dedication in carrying out their duties over the course of a busy year. Henry S Barlow Chairman 21 November 2005 For further information please contact Robert Clarke, Chief Executive on 020 7645 8711; e-mail: rec@majedie.co.uk CONSOLIDATED STATEMENT OF TOTAL RETURN for the year ended 30 September 2005 Notes Year ended 30 September Year ended 30 September 2005 2004 Revenue Capital Total Revenue Capital Total £000 £000 £000 £000 £000 £000 Net realised gains on 13,315 13,315 7,479 7,479 sales Increase in unrealised 27,607 27,607 9,238 9,238 appreciation Total capital return on 40,922 40,922 16,717 16,717 investments Dividends and interest 4,669 4,669 4,783 4,783 Other income 6,554 6,554 1,574 1,574 Gross revenue and capital 11,223 40,922 52,145 6,357 16,717 23,074 return Administrative expenses (5,000) (1,205) (6,205) (2,874) (1,069) (3,943) Return on ordinary 6,223 39,717 45,940 3,483 15,648 19,131 activities before finance costs and taxation Finance costs (700) (2,101) (2,801) (836) (2,507) (3,343) Premium on debenture (992) (992) stock repurchased for cancellation Return on ordinary 5,523 37,616 43,139 2,647 12,149 14,796 activities before taxation Taxation on ordinary (43) (43) (93) (93) activities Return on ordinary 5,480 37,616 43,096 2,554 12,149 14,703 activities after taxation Minority interest 1 (808) (808) 184 184 Return attributable to 4,672 37,616 42,288 2,738 12,149 14,887 equity shareholders Dividends 2 (4,708) (4,708) (4,562) (4,562) Transfer (from)/to (36) 37,616 37,580 (1,824) 12,149 10,325 reserves Basic and diluted 3 8.97p 72.24p 81.21p 5.25p 23.28p 28.53p return per ordinary share The revenue column of this statement is the consolidated profit and loss account of the Group. All revenue and capital items in the above statement derive from continuing operations. No operations were acquired or discontinued in the year. COMPANY STATEMENT OF TOTAL RETURN for the year ended 30 September 2005 Notes Year ended 30 September Year ended 30 September 2005 2004 Revenue Capital Total Revenue Capital Total £000 £000 £000 £000 £000 £000 Net realised gains on 13,413 13,413 7,451 7,451 sales Increase in unrealised 27,607 27,607 9,238 9,238 appreciation Revaluation of 1 6,842 6,842 investment in subsidiary undertaking Total capital return on 47,862 47,862 16,689 16,689 investments Dividends and interest 4,664 4,664 4,762 4,762 Other income 85 85 74 74 Gross revenue and capital 4,749 47,862 52,611 4,836 16,689 21,525 return Administrative expenses (672) (1,205) (1,877) (745) (1,069) (1,814) Return on ordinary 4,077 46,657 50,734 4,091 15,620 19,711 activities before finance costs and taxation Finance costs (700) (2,101) (2,801) (836) (2,507) (3,343) Premium on debenture (992) (992) stock repurchased for cancellation Return on ordinary 3,377 44,556 47,933 3,255 12,121 15,376 activities before taxation Taxation on ordinary (43) (43) (93) (93) activities Return attributable to 3,334 44,556 47,890 3,162 12,121 15,283 equity shareholders Dividends 2 (4,708) (4,708) (4,562) (4,562) Transfer (from)/to (1,374) 44,556 43,182 (1,400) 12,121 10,721 reserves Basic and diluted 3 6.40p 85.57p 91.97p 6.06p 23.22p 29.28p return per ordinary share The revenue column of this statement is the profit and loss account of the Company. All revenue and capital items in the above statement derive from continuing operations. No operations were acquired or discontinued in the year. CONSOLIDATED BALANCE SHEET Notes 30 September 30 September 2005 2004 £000 £000 Fixed assets: Intangible assets 360 425 Tangible assets 613 435 Investments 4 207,236 167,386 208,209 168,246 Current assets: Debtors 4,946 5,159 Cash at bank and on deposit 4,421 13,537 9,367 18,696 Creditors: Amounts falling due within one 7,217 14,798 year Net current assets 2,150 3,898 Total assets less current liabilities 210,359 172,144 Creditors: Amounts falling due after more 33,755 33,687 than one year Net assets 176,604 138,457 Capital and reserves Called up share capital 5,253 5,253 Share premium account 785 785 Capital redemption reserve 56 56 Capital reserve - realised 89,507 79,498 Capital reserve - unrealised 58,303 30,696 Revenue reserve 23,717 23,753 Own shares reserve (1,422) (1,148) Equity shareholders' funds 176,199 138,893 Minority interest 1 405 (436) 176,604 138,457 Net asset value per share 5 338.7p 266.5p COMPANY BALANCE SHEET Notes 30 September 30 September 2005 2004 £000 £000 Fixed assets: Investments 4 207,236 167,386 Investment in subsidiaries 1 10,294 3,452 217,530 170,838 Current assets: Debtors 2,201 4,395 Cash at bank and on deposit 2,202 12,982 4,403 17,377 Creditors: Amounts falling due within one 4,891 14,094 year Net current (liabilities)/assets (488) 3,283 Total assets less current liabilities 217,042 174,121 Creditors: Amounts falling due after more 33,700 33,687 than one year Net assets 183,342 140,434 Capital and reserves Called up share capital 5,253 5,253 Share premium account 785 785 Capital redemption reserve 56 56 Capital reserve - realised 89,574 79,467 Capital reserve - unrealised 64,339 29,890 Revenue reserve 24,757 26,131 Own shares reserve (1,422) (1,148) Equity shareholders' funds 183,342 140,434 Net asset value per share 5 352.4p 269.5p CONSOLIDATED CASH FLOW STATEMENT for the year ended 30 September 2005 30 30 September September 2005 2004 £000 £000 Operating activities Cash received from investments 3,403 3,839 Cash received from fee income 5,296 718 Interest received 319 534 Cash payments (4,385) (2,769) Net cash inflow from operating activities 4,633 2,322 Servicing of finance Interest paid (2,788) (3,238) Premium on debenture stock repurchased for - (992) cancellation Net cash outflow from servicing of finance (2,788) (4,230) Taxation Tax recovered 4 16 Capital expenditure and financial investment Purchases of investments (119,611) (139,895) Sales of investments 113,861 148,546 Purchases of tangible assets (384) (140) Net cash (outflow)/inflow from capital expenditure (6,134) 8,511 and financial investment Equity dividends paid (4,557) (4,412) Cash (outflow)/inflow before financing (8,842) 2,207 Financing Purchases of own shares (274) (242) Debenture stock repurchased - (5,800) Net cash outflow from financing (274) (6,042) Decrease in cash in the year (9,116) (3,835) NOTES 1 Majedie Asset Management Limited At the start of the year the Company had a 65% equity shareholding in Majedie Asset Management Limited. On 31 July 2005 the holding reduced to 55% as a result of the business reaching pre-agreed profitability targets. The remaining 45% of the equity is held by the management team. The results of that company for the year ended 30 September 2005 amount to a profit of £2,145,000, and are included within 'Return on ordinary activities before finance costs and taxation' in the Consolidated Statement of Total Return (2004: loss of £610,000). The minority interest disclosed on the Consolidated Statement of Total Return represents 35% of Majedie Asset Management Limited's profit (2004:loss) from ordinary activities after taxation for the first ten months of the year to 30 September 2005 and 45% of the profit for the last two months (2004:30% of the loss for the first six months of the year to 30 September 2004 and 35% of the loss for the latter six months). The minority interest figure disclosed on the Consolidated Balance Sheet relates to 45% of the net surplus (2004: 35% of the net deficit) attributable to Majedie Asset Management Limited's equity shareholders having taken into account the rights attaching to preference shares and other creditors. The directors have carried out a review of the fair value of the investment in Majedie Asset Management Limited. As at 30 September 2005 the investment is valued in the Company Balance Sheet at £10,100,000 (2004: £3,258,000) consisting of £2,100,000 for preference shares and £8,000,000 for equity shares (2004: £2,100,000 for preference shares and £1,158,000 for equity shares). As a result of this review the directors' valuation of the investment has increased by £6,842,000 compared with last year. 2 Discretionary share option scheme Following the granting of further share options to directors and employees on 21 December 2004 under the Discretionary Share Option Scheme, 96,632 shares costing £274,000 were purchased by the Majedie Investments PLC Employee Incentive Trust during the year ended 30 September 2005. The total number of options granted by the Company is now 714,156 and the total shareholding of the Majedie Investments PLC Incentive Trust is 505,963 ordinary shares. The shares will be held by the trust until the relevant options are exercised or until they lapse and are accounted for in accordance with UITF Abstract 38: 'Accounting for ESOP Trusts'. This requires that the consideration paid for own shares be presented as a deduction from shareholders' funds and not recognised as an asset. The Employee Incentive Trust has waived its rights to receive dividends from the Company and therefore the total dividend included in the Statement of Total Return has been reduced accordingly. 3 Calculation of returns per ordinary share (Consolidated and Company) Basic returns per ordinary share are based on 52,069,819 (2004:52,188,484) ordinary shares, being the weighted average number of shares in issue having adjusted for the shares held by the employee incentive trust referred to above. Basic returns per ordinary share are based on the return on ordinary activities after taxation attributable to equity shareholders. There is no dilution to the basic return per ordinary share shown for the years ended 30 September 2004 and 2005 since the share options referred to above would, if exercised, be satisfied by the shares already held by the employee incentive trust. 4 Fixed asset investments Listed investments are valued at closing mid-market value. Unlisted investments are stated at the Board's estimate of their fair value. 5 Net Asset Value per ordinary share The consolidated net asset value per share has been calculated based on the Group equity shareholders' funds of £176,199,000 (2004: £138,893,000) and on 52,022,037 (2004: 52,118,669) ordinary shares, being the shares in issue at the year end having deducted the number of shares held by the employee incentive trust. The Company net asset value per share has been calculated based on equity shareholders' funds of £183,342,000 (2004: £140,434,000) and on the same number of shares as used for the calculation of the consolidated net asset value per share. 6 Financial information for the years ended 30 September 2005 and 2004 The preliminary unaudited figures for the year ended 30 September 2005 are an extract from the Company's latest accounts, prepared under the same accounting standards and policies, consistently applied, as the audited financial statements for the year ended 30 September 2004. The financial information set out above does not constitute the Company's statutory accounts for the years ended 30 September 2005 or 2004. The financial information for the year ended 30 September 2004 is derived from the statutory accounts for that year which have been delivered to the Registrar of Companies. The auditors have reported on those accounts; their report was unqualified and did not contain statements under Section 237(2) or Section 237(3) of the Companies Act 1985. The statutory accounts for the year ended 30 September 2005 will be finalised on the basis of the financial information presented by the directors in this preliminary announcement and will be delivered to the Registrar of Companies following the Company's Annual General Meeting. ANNUAL REPORT The annual report and accounts will be sent to shareholders on 8 December 2005 from which time copies will be available to the public at the Company's registered office: 1 Minster Court, Mincing Lane, London EC3R 7ZZ. ANNUAL GENERAL MEETING The Annual General Meeting will be held at 12.15pm on Wednesday 18 January 2006 at the London Underwriting Centre, 3 Minster Court, Mincing Lane, London EC3R 7DD. DIVIDEND The proposed final dividend of 5.85p per share will be paid on 25 January 2006 to shareholders on the register at the close of business on 6 January 2006. NOTES FOR EDITORS Majedie Investments PLC is a self managed investment trust with total portfolio assets under management of over £210 million. Our specialist fund management subsidiary, Majedie Asset Management Limited, has client assets of £2.3 billion. The Company's objective is to maximise total shareholder return over the long term whilst increasing dividends by more than the rate of inflation. The Company's benchmark is 70% FTSE All-Share Index and 30% FTSE World ex UK Index (Sterling) on a total return basis.
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