Final Results

ABERFORTH SMALLER COMPANIES TRUST plc PRELIMINARY RESULTS For the Year to 31 December 2003 FEATURES Fully Diluted Net Asset Value Total Return +37.1% Benchmark Index Total Return +43.0% Increase in Dividends per Ordinary Share +6.3% Aberforth Smaller Companies Trust plc (ASCoT) invests only in small UK quoted companies and is managed by Aberforth Partners. CHAIRMAN'S STATEMENT TO SHAREHOLDERS REVIEW OF 2003 PERFORMANCE The year to December 2003 has seen most stockmarkets around the world generate positive returns, a welcome relief after the negative returns of the recent past. A fairly common characteristic was the outperformance by smaller over larger companies. The UK shared this characteristic with ASCoT's benchmark index - the Hoare Govett Smaller Companies Index (Excluding Investment Companies) - producing a total return of 43.0% while the FTSE All-Share Index (representative of "larger companies") produced a total return of 20.9%. ASCoT produced a total return of 37.1%, therefore underperforming its benchmark index. While disappointing, it is clearly still pleasing to report such good absolute returns and also to reflect on ASCoT's longer term relative performance. For example, over three years, ASCoT's total return is 33.6% compared to the benchmark index's total return of -4.6%, a significant outperformance. Your Board is pleased to recommend a final dividend of 6.6p, which produces total dividends for the year of 10.1p, an increase of 6.3% on the total dividends paid for the previous year. Subject to Shareholders' approval, the final dividend of 6.6p per share will be paid on 5 March 2004 to Shareholders on the register at the close of business on 6 February 2004. Your Board is also pleased to introduce a Dividend Re-investment Plan to allow shareholders to use their cash dividends to buy shares easily and at a low cost via the Company's registrars. ABERFORTH SPLIT LEVEL TRUST plc ("ASLeT") Shareholders voted in favour of offering ASCoT as a roll over option in connection with the reconstruction of ASLeT in late October. Your Board is delighted to welcome those ASLeT Shareholders who elected for ASCoT. Proceeds of £61.9 million were received and 13,991,054 new Ordinary Shares were issued on 10 November 2003. The proceeds were substantially represented by an investment portfolio virtually identical to ASCoT's and no costs were incurred by ASCoT. The net result was a highly efficient, cost effective enlargement of ASCoT that should enhance its attraction to both existing and potential Shareholders. WARRANTS There are no longer any Warrants in issue. The final exercise date was 31 March 2003 and, as a result, 963,311 new Ordinary Shares were issued. Earlier in the year, 40,000 Warrants were bought in for cancellation at a price that enhanced Shareholder value. SHARE BUY BACK AUTHORITY AND TREASURY SHARES At the Company's Annual General Meeting in February 2003 the authority to purchase up to 14.99% of the Company's Ordinary Shares (then in issue) was renewed. Your Board will be seeking a renewal of this authority on the enlarged number of issued Ordinary Shares at the Annual General Meeting to be held on 25 February 2004. Your Board has established and keeps under careful review the circumstances under which such authority will be utilised. Should these arise, the Company will seek to purchase Ordinary Shares. Any Ordinary Shares bought back by the Company would be cancelled. Your Board does not currently consider it appropriate to seek Shareholders' authority to hold such Ordinary Shares in treasury. We will, however, keep that policy under review and revert to Shareholders if and when deemed appropriate. CANCELLATION OF SHARE PREMIUM ACCOUNT At the Extraordinary General Meeting held on 29 October 2003 a special resolution was approved to cancel the entire share premium account of the Company, including that part arising on the issue of new ASCoT Ordinary Shares in respect of ASLeT's reconstruction. This cancellation also requires the approval of the Court and this is expected during the first quarter of 2004. The special reserve arising on the cancellation of the share premium account can be used by the Company for any purposes for which distributable profits are available under the Companies Act 1985. These include the funding of share buy-backs (subject to any restrictions which the Court may impose). BOARD STRUCTURE It is your Board's objective to be at the forefront of good corporate governance and it has adopted the revised Combined Code and The AITC's Code on Corporate Governance©. It is your Board's wish to go beyond the current minimum requirements of The Association of Investment Trust Companies and The Combined Code by having all Directors seek re-election each year, rather than every three years or after a specified term. Keith Miller will not seek re-election at the forthcoming Annual General Meeting having served Shareholders for thirteen years, since ASCoT's inception. Your Board wishes to record its sincere appreciation for Keith's valuable input over the years. Hamish Buchan was appointed a Director on 11 November 2003 having been a director of ASLeT. Your Board will doubtless benefit from Hamish's considerable experience of the investment trust industry. I have served Shareholders as Chairman since ASCoT's inception, which by the time of the Annual General Meeting in 2005 will be fourteen years. I will not seek re-election at that Annual General Meeting and it is anticipated that David Shaw will then assume the role of Chairman. During 2004 a further independent Director will be sought in order to ensure the Board comprises no less than five and no more than six members. OUTLOOK Small UK quoted companies have performed well in stockmarket terms during 2003, not only by achieving strong absolute gains but also by outperforming larger companies. However, they ended the year still valued at a price/earnings discount to larger companies that is close to the average since ASCoT's inception in 1990. In addition, dividend cover is materially better for small companies compared to larger companies suggesting, other things being equal, the potential for superior dividend growth. ASCoT enjoyed good absolute returns in 2003 but underperformed its benchmark. Periods of underperformance are an inevitable result of the consistent application of your Managers' value investment style. These have occurred in other periods of ASCoT's life. Managers, in general, often lean on good longer term performance data when experiencing short term underperformance. Mindful of this your Board is, however, confident that ASCoT's portfolio is sound and that your Managers' efforts, consistently applied, will produce outperformance in the future. William Y Hughes Chairman 21 January 2004 The Statement of Total Return, summary Balance Sheet and summary Cash Flow Statement are set out below:- STATEMENT OF TOTAL RETURN (Incorporating the Revenue Account*) (unaudited) For the Year ended 31 December 2003 12 months to 12 months to 31 December 2003 31 December 2002 Revenue Capital Total Revenue Capital Total £ 000 £ 000 £ 000 £ 000 £ 000 £ 000 Realised gains on sales - 11,616 11,616 - 16,715 16,715 Unrealised gains/(losses) - 82,561 82,561 - (54,626) (54,626) ------ ------ ------ ------ ------ ------ Gains/(losses) on investments - 94,177 94,177 - (37,911) (37,911) Deemed cost of Warrants purchased for cancellation - (50) (50) - (651) (651) Dividend income 10,927 - 10,927 9,700 254 9,954 Interest income 484 - 484 495 - 495 Other income 19 - 19 52 - 52 Investment management fee (1,107) (1,844) (2,951) (1,124) (1,873) (2,997) Other expenses (297) - (297) (268) - (268) ------ ------ ------ ------ ------ ------ Return on ordinary activities before tax 10,026 92,283 102,309 8,855 (40,181) (31,326) Tax on ordinary activities - - - - - - ------ ------ ------ ------ ------ ------ Return attributable to equity shareholders 10,026 92,283 102,309 8,855 (40,181) (31,326) Dividends in respect of equity shares (9,490) - (9,490) (7,966) - (7,966) ------ ------ ------ ------ ------ ------ Transfer to/(from) reserves 536 92,283 92,819 889 (40,181) (39,292) ======= ======= ======= ======= ======= ======= Returns per Ordinary Share Basic 11.59p 106.65p 118.24p 10.57p (47.95p) (37.38p) Diluted 11.59p 106.65p 118.24p 10.44p (47.38p) (36.94p) Dividends per Ordinary Share 10.10p - 10.10p 9.50p - 9.50p NOTES The calculations of revenue return per Ordinary Share are based on net revenue of £10,026,000 (2002 - £8,855,000) and on Ordinary Shares numbering 86,531,269 (2002 - 83,798,842) in the case of basic returns and 86,531,269 (2002 - 84,808,012) in the case of diluted returns. The calculations of capital return per Ordinary Share are based on net capital gains of £92,283,000 (2002 - losses of £40,181,000) and on Ordinary Shares numbering 86,531,269 (2002 - 83,798,842) in the case of basic returns and 86,531,269 (2002 - 84,808,012) in the case of diluted returns. * 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 period. SUMMARY BALANCE SHEET As at 31 December 2003 (unaudited) 31 December 31 December 2003 2002 £ 000 £ 000 Securities officially listed on the London Stock Exchange 415,668 273,543 ---------- ---------- Debtors 1,048 1,024 Cash at bank 22,682 6,555 Creditors (7,872) (5,227) ---------- ---------- Net current assets 15,858 2,352 ---------- ---------- Total assets less liabilities 431,526 275,895 ========== ========== Capital and reserves: equity interests Called up share capital (Ordinary Shares) 988 839 Reserves: Share premium account 63,780 1,090 Special reserve 133,525 133,525 Capital reserve - realised 161,295 151,600 Capital reserve - unrealised 60,576 (21,985) Revenue reserve 11,362 10,826 ---------- ---------- 431,526 275,895 ========== ========== Net Asset Values per Ordinary Share Basic 436.7p 329.0p Fully diluted 436.7p 326.3p Diluted - FRS 14 436.7p 326.3p NOTES As at 31 December 2003, the Company had 98,809,788 Ordinary Shares (2002 - 83,855,423) and no Warrants (2002 - 1,003,311) in issue. During April 2003, as a result of remaining holders exercising the subscription rights of their Warrants, 963,311 Ordinary Shares were issued at 100p per share. During the year to 31 December 2003, the Company bought in 40,000 Warrants for cancellation at a total cost of £77,000. No Ordinary Shares were bought in during the year. SUMMARY CASH FLOW STATEMENT For the Year ended 31 December 2003 (unaudited) 12 months to 12 months to 31 December 2003 31 December 2002 £ 000 £ 000 £ 000 £ 000 Net cash inflow from operating activities 8,110 7,259 Returns on investment and servicing of finance Interest paid - - -------- -------- Net cash outflow from returns on investment and servicing of finance - - Capital expenditure and financial investment Payments to acquire investments (91,487) (120,503) Receipts from sales of investments 106,412 114,016 -------- -------- Net cash inflow/(outflow) from capitalexpenditure And financial investment 14,925 (6,487) -------- -------- 23,035 772 Equity dividends paid (8,168) (7,701) -------- -------- 14,867 (6,929) Financing Issue of Ordinary Shares 1,337 225 Warrants purchased for cancellation (77) (951) -------- -------- Net cash inflow/(outflow) from financing 1,260 (726) -------- -------- Increase/ (decrease) in cash 16,127 (7,655) ======== ======== NOTES 1. The foregoing do not comprise statutory accounts (as defined in section 240(5) of the Companies Act 1985) of the Company. The statutory accounts for the year to 31 December 2002, which contained an unqualified Report of the Auditors, have been lodged with the Registrar of Companies and did not contain a statement required under section 237(2) or (3) of the Companies Act 1985. 2. The Annual Report is expected to be posted to shareholders on 26 January 2004. Members of the public may obtain copies from Aberforth Partners, 14 Melville Street, Edinburgh EH3 7NS or from its website at www.aberforth.co.uk. CONTACT: John Evans - Aberforth Partners - 0131 220 0733 Aberforth Partners, Secretaries - 21 January 2004 ANNOUNCEMENT ENDS
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