Half-year Report

RNS Number : 4468N
Aurora Investment Trust PLC
30 September 2021
 

AURORA INVESTMENT TRUST PLC

HALF YEARLY FINANCIAL REPORT

For the six months ended 30 June 2021

FINANCIAL AND PERFORMANCE HIGHLIGHTS

PERFORMANCE




At 
30 June 2021 
(unaudited) 

At 
30 June 2020 
(unaudited) 

At 
31 December 2020 
(audited) 

Net Asset Value ('NAV') per Ordinary Share1

230.90p 

161.61p 

213.39p 

Ordinary Share price

232.00p 

168.00p 

207.00p 

Premium/(discount)1

0.5% 

3.95% 

(4.58)% 

FTSE All-Share Index ('Benchmark')

7,852.35 

6,465.24 

7,068.59 

Gearing (net)

Nil 

Nil 

Nil 


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THE TOTAL RETURNS IN STERLING FOR THE PERIOD/YEAR WERE AS FOLLOWS:





Six months to 
30 June 2021 
(unaudited) 

Six months to 
30 June 2020 
(unaudited) 

Year to 
31 December 2020 
(audited) 

NAV total return per Ordinary Share1,2

+6.69 

(28.27)

(5.30)

Ordinary Share price total return1, 2

+12.30 

(26.97)

(10.00)

FTSE All-Share Index ('Benchmark')

+11.07 

(17.43)

(9.80)


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1  Definitions of these Alternative Performance Measures ("APMs") together with how these have been calculated can be found below.

2  Including dividend reinvested.

OBJECTIVE AND INVESTMENT POLICY

INVESTMENT OBJECTIVE
Aurora Investment Trust plc's (the "Company") objective is to provide Shareholders with long-term returns through capital and income growth.

NEW INVESTMENT POLICY
Proposed changes to the Investment Policy
At a General Meeting held on 28 September 2021 the following new investment policy was approved:

The Company seeks to achieve its investment objective by investing predominantly in a portfolio of UK listed companies. The Company may from time to time also invest in companies listed outside the UK and unlisted securities. The investment policy is subject to the following restrictions, all of which are at the time of investment:

·   The maximum permitted investment in companies listed outside the UK at cost price is 20% of the Company's gross assets.

·   The maximum permitted investment in unlisted securities at cost price is 10% of the Company's gross assets.

·   There are no pre-defined maximum or minimum sector exposure levels but these sector exposures are reported to and monitored by the Board in order to ensure that adequate diversification is achieved.

·   The Company's policy is not to invest more than 15% of its gross assets in any one underlying issuer (measured at the time of investment) including in respect of any indirect exposure through Castelnau Group Limited.

·   The Company may from time to time invest in other UK listed investment companies, but the Company will not invest more than 10% in aggregate of the gross assets of the Company in other listed closed-ended investment funds.

·   Save for Castelnau Group Limited, the Company will not invest in any other fund managed by the Investment Manager.

While there is a comparable index for the purposes of measuring performance over material periods, no attention is paid to the composition of this index when constructing the portfolio and the composition of the portfolio is likely to vary substantially from that of the index. The portfolio will be relatively concentrated. The exact number of individual holdings will vary over time but typically the portfolio will consist of holdings in 15 to 20 companies. The Company may use derivatives and similar instruments for the purposes of capital preservation.

The Company does not currently intend to use gearing. However, if the Board did decide to utilise gearing the aggregate borrowings of the company would be restricted to 30% of the aggregate of the paid up nominal capital plus the capital and revenue reserves.

Any material change to the investment policy of the Company will only be made with the approval of Shareholders at a general meeting. In the event of a breach of the Company's investment policy, the Directors will announce through a Regulatory Information Service the actions which will be taken to rectify the breach.

INVESTMENT MANAGER'S REVIEW

Performance

The NAV total return for the half year was 8.5% and the share price (incl. dividends) 12.3%. At the end of June, the share price was trading at a 0.5% premium to NAV. The FTSE All Share Index rose by 11.1% over the same period.

 

As at 27 September 2021, performance remained stable. The NAV total return for 2021 was 9.3% versus 13.7% for FTSE All Share. However, the share price weakened and moved to a discount to NAV.

 

In June 2021, it was pleasing that the Company issued new equity for the first time since June 2020, and we remain keen to grow the Company through both investment performance and new issuance.

 

Significant share price moves of note in the half year include Dignity up 35%, Frasers up 33% and Lloyds up 30%. Frasers and Lloyds have recently reported results, which highlight their recovery from COVID-19 pandemic-related disruption and being well placed to prosper going forward.

 

Dignity's share price rise came largely after their AGM in late June 2021 at which Gary Channon presented Phoenix's strategic vision for the business. Later in this report we refer to the AGM presentation and encourage you to read it.

 

The only significant faller of note was Hornby, which fell 25%. In their full year results the Company reported an increase in sales and a return to profitability.

 

From a contribution perspective, Frasers contributed 50% of the NAV rise in the first half year with Lloyds and Dignity also significant contributors.

 

Portfolio Review

The first six months of the year have not seen significant investment activity as we remain comfortable with the portfolio and its prospects as the world returns to some normality.

 

One change of note in the first quarter was the sale of the entire holding in Redrow. It is a business in transition following the retirement of its Founder. It has made some mis-steps and has a land bank with several sites which take a long time to build. We expect continued environmental and building changes, which will increase the cost of building. This will affect the existing housebuilder land banks. We prefer the short and faster turning land banks of Barratt Developments and Bellway, which are less exposed to those risks.

 

On page 20 of the 2020 Annual Report, we reported on a plan to put in place a hedge against potential negative equity market movements in response to higher interest rates as result of increasing inflation The report is below:

 

"In late 2020 and into the New Year we became concerned about the potential for higher inflation and the possibility of unexpected interest rate rises if higher inflation was not managed carefully by central banks. It is our belief that an unexpected series of interest rate rises could have a significant negative effect on equity values. Due to the ongoing COVID-19 pandemic, equity index protection remains expensive, therefore, we have investigated the use of options on short sterling futures as a means of effectively hedging at a reasonable cost. At the time of writing the hedge is not yet in place as the price moved during the time it took to determine the regulatory leverage treatment, but it is our intention to spend, at an appropriate price, no more than 1% of NAV, which would pay out circa one-third of the value of the portfolio if interest rates were 2% in September 2022. We would be buying protection, therefore the value at risk would be the money spent on the option and no more. Regulatory leverage calculations require us to report on the underlying nominal value when calculating leverage which can be much higher, but it bears no relationship to the actual risk of loss".

 

In July we began to execute the hedge at the price we wanted to pay, and the hedge is now in place.

 

In the half year we were successful in a General Meeting Vote we requisitioned at Dignity to replace the existing Executive Chairman with Gary Channon. The potential at the company is significant At the Dignity AGM in June, Gary set out the analysis and strategy that we believe will lead to that potential being realised, and, rather than summarising it here, we would encourage you to look at the slides available on Dignity's corporate website. If you have the time, we would also encourage you to watch the replay of the presentation that accompanies it.

 

In early September, easyJet announced a rights issue in which we have participated. Whilst we did model the need for an equity fundraise, we believe the size of the raise was unnecessarily large.

 

Outlook

In the Company's June 2021 monthly factsheet, Gary Channon reported on the outlook for the portfolio and the sentiments expressed remain true today. It is outlined below:

 

Unlocking has been slowed by the latest variants of the virus, but the effectiveness of the vaccines means that this is gratification postponed, not cancelled. Economic activity is surging back to life, and we expect our portfolio of companies to be beneficiaries. We expect a bumper period ahead.

 

As support packages unwind, we expect there to be some capital needs that may throw up interesting opportunities for us to act.  Currently we find the most valuable activity we can do with the portfolio is the most undervalued and underrated of all, which is to do nothing.  We would have done a lot better over the past 23 years if we had been better at doing nothing.

 

Upside to intrinsic value is our key metric when we consider valuation. At the time of writing in late-September it stands at 80%, which highlights the potential in the portfolio.

 

Castelnau Group

In the same June 2021 factsheet, we announced that the Castelnau Group vehicle would be listed in the near future, and it was our intention, with the Board's agreement, that Aurora participate. The Board agreed but the participation required a shareholder vote because the Company is presently unable to hold a fund which Phoenix manages. The General Meeting was held on 28 September 2021 at which shareholders approved all resolutions proposed, including an amendment to the Company's Investment Policy and authorising the Company to participate.

 

The Castelnau Group Prospectus was published on 23 September 2021 and trading will begin on 18 October 2021. As outlined in previous communication, the Company will exchange shares in Dignity PLC, Hornby and Phoenix Stanley Gibbons for shares in Castelnau Group. The initial weight of Castelnau Group in the Company's portfolio will be 15%.

 

Steve Tatters

Phoenix Asset Management Partners Ltd

29 September 2021

Top holdings As at 30 June 2021



Company



Sector 


Holding in 
Company 


Amount 
£'000 

Percentage 
of net assets 

Frasers Group Plc

Retail 

5,114,011 

30,812 

17.4 

EasyJet Plc

Leisure 

1,928,363 

17,255 

9.8 

Barratt Developments Plc

Construction 

2,474,612 

17,204 

9.7 

Ryanair Holdings Plc

Leisure 

928,600 

12,652 

7.2 

Dignity Plc

Retail 

1,980,558 

17,013 

9.6 

Hornby Plc

Leisure 

23,624,991 

10,866 

6.1 

Bellway Plc

Construction 

336,040 

10,884 

6.2 

Randall & Quilter Investment

Insurance 

6,220,225 

9,952 

5.6 

Lloyds Banking Group

Financial 

19,618,000 

9,159 

5.2 

Phoenix SG Ltd*

Financial 

3,277 

8,259 

4.7 

GlaxoSmithKline Plc

Pharmaceuticals 

499,427 

7,089 

4.0 

Vesuvius Plc

Industrials 

1,236,834 

6,524 

3.7 

Other holdings (less than 3%)

n/a 

n/a 

8,445 

5.0 




------------ 

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Total holdings



166,114 

93.9 

Other current assets and liabilities



10,571 

6.1 




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Net assets



176,685 

100.0 




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*  Comprises the assets which make up the investment in Stanley Gibbons plc.

Sector Breakdown As at 30 June 2021



SECTOR

Percentage of 
net assets 

Leisure

23.1 

Retail

27.0 

Construction

15.9 

Financial

13.1 

Insurance

5.6 

Industrials

3.8 

Pharmaceuticals

4.0 

Food & Beverage

1.4 

Other current assets and liabilities

6.1 


---------- 

Total

100.0 


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INTERIM MANAGEMENT REPORT

The Directors are required to provide an Interim Management Report in accordance with the Financial Conduct Authority's ("FCA") Disclosure Guidance and Transparency Rules ("DTR"). The Directors consider that the Investment Manager's Review shown above provide details of the important events which have occurred during the period and their impact on the financial statements. The following statement on the Principal Risks and Uncertainties, the Related Party Transactions, the Statement of Directors' Responsibilities and the Investment Manager's Review together constitute the Interim Management Report of the Company for the six months ended 30 June 2020. The outlook for the Company for the remaining six months of the year ending 31 December 2020 is discussed in the Investment Manager's Review.

Details of the investments held at the period end and the structure of the portfolio at the period end are provided above.

PRINCIPAL RISKS AND UNCERTAINTIES
The principal risks and uncertainties of the Company are detailed on pages 27 to 29 of the Company's most recent Annual Report for the year ended 31 December 2020 which can be found on the Company's website at www.aurorainvestmenttrust.com. The principal risks and uncertainties facing the Company remain unchanged from those disclosed in the Annual Report for the year ended 31 December 2020 and the Board are of the opinion that they will continue to remain unchanged for the forthcoming six month period.

The principal risks and uncertainties facing the Company are as follows:

·   Brexit;

·   Portfolio Risk: including poor stock selection, poor use of gearing, illiquid stock and a concentrated portfolio;

·   The COVID-19 pandemic which continues to impact the Company;

·   Operational Risks; and

·   Corporate governance and regulatory risks.

RELATED PARTY TRANSACTIONS
The Company's Investment Manager is Phoenix Asset Management Partners Limited, ('Phoenix' or the 'Investment Manager'). Phoenix is considered a related party in accordance with the Listing Rules. Phoenix does not earn an ongoing annual management fee. It will be paid an annual performance fee equal to one third of the outperformance of the Company's net asset value total return (including dividends and adjusted for the impact of share buybacks and the issue of new shares) over the FTSE All-Share Index total return for each financial year. Details of the investment management arrangements are shown in note 5 below.

The Board are also considered related parties. Further details of the Board's remuneration and shareholdings can be found on page 54 of the Company's Annual Report.

At a General Meeting held on 28 September 2021 shareholders approved the transfer of certain of the Company's assets to Castelnau Group ('Castelnau'), a company managed by Phoenix, in exchange for shares in Castelnau. As a result of managing Castelnau, the Investment Manager may be paid a performance fee by Castelnau. As explained above, Phoenix is a related party of the Company and will benefit from the Company's transaction with Castelnau through the establishment of the new fund. Therefore, the transfer of assets by the Company to Castelnau in exchange for shares in Castelnau constitutes a related party transaction under LR11.1.7R.

GOING CONCERN
The financial statements have been prepared on the going concern basis. The Directors have a reasonable expectation, after making enquiries, that the Company has adequate resources to continue in existence for at least 12 months from the date of approval of this document. In reaching this conclusion, the Directors have considered the liquidity of the Company's portfolio of investments as well as its cash position, income and expense flows. As at 30 June 2021, the Company held £10,605,000 (30 June 2020: £6,591,000) in cash, £152,787,000 (30 June 2020: £107,349,000) in quoted investments and £13,327,000 (30 June 2020: £7,601,000) in an unquoted investment. It is estimated that the majority of the portfolio could be realised in seven days under normal conditions. The total operating expenses for the six months to 30 June 2021 was £349,000 (30 June 2020: £299,000).

In light of the COVID-19 pandemic, the Directors have fully considered and assessed the Company's portfolio of investments. A prolonged and deep market decline could lead to falling values in the Company's investments or interruptions to cashflow. However, the Company currently has more than sufficient liquidity available to meet any future obligations.

The market and operational risks associated with the COVID-19 pandemic, and the ongoing economic impact of measures introduced to combat its spread are continually monitored by the Board. The Investment Manager, Administrator and other key service providers are providing regular updates on operational resilience, in light of the COVID-19 pandemic. The Board is satisfied that the key service providers have the ability to continue their operations efficiently in a remote or virtual working environment.

CHANGE TO THE BOARD'S COMMITTEES
Subsequent to the period end the Board agreed to change the names of two of their Committees. The Nomination Committee is now known as the Remuneration and Nomination Committee and the Remuneration and Management Engagement Committee is now known as the Management Engagement Committee.

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS
LORD FLIGHT
Chairman
29 September 2021

STATEMENT OF DIRECTORS' RESPONSIBILITies

The Directors confirm to the best of their knowledge that:

·   The condensed set of financial statements contained within the Half Yearly Financial Report have been prepared in accordance with International Accounting Standard 34 "Interim Financial Reporting", gives a true and fair view of the assets, liabilities, financial position and profit and loss of the Company; and

·   The Interim Man agement Report includes a fair review of the information required by 4.2.7R and 4.2.8R of the FCA's DTR Rules.

The Half Yearly Financial Report was approved by the Board on 29 September 2021 and the above responsibility statement was signed on its behalf by:

LORD FLIGHT
Chairman
29 September 2021

CONDENSED STATEMENT OF COMPREHENSIVE INCOME





Six months to 30 June 2021
(unaudited)

Six months to 30 June 2020
(unaudited)


Note



Revenue 
£'000 

Capital 
£'000 

Total 
£'000 

Revenue 
£'000 

Capital 
£'000 

Total 
£'000 


Gains/(losses) on investments

- 

13,314 

13,314 

- 

(43,590)

(43,590)


Losses on currency

- 

(1)

(1)

- 

(20)

(20)

4

Income

982 

- 

982 

803 

- 

803 



------------ 

------------ 

------------ 

------------ 

------------ 

------------ 


Total income

982 

13,313 

14,295 

803 

(43,610)

(42,807)

5

Investment management fees

- 

(332)

(332)

- 

- 

- 


Other expenses

(349)

- 

(349)

(299)

- 

(299)


Profit/(loss) before tax

633 

12,981 

13,614 

504 

(43,610)

(43,106)


Tax

(20)

- 

(20)

- 

- 

- 


Profit/(loss) and total comprehensive income for the period

613 

12,981 

13,594 

504 

(43,610)

(43,106)



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------------ 

------------ 

------------ 

------------ 

------------ 

8

Earnings/(loss) per share - Basic and diluted

0.81p 

17.08p 

17.89p 

0.72p 

(62.32p)

(61.60p)



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The revenue and capital columns, including the revenue and capital earnings per Ordinary Share data, are supplementary information prepared under guidance published by the AIC.

All revenue and capital items in the above statement derive from continuing operations. No operations were acquired or discontinued during the period. All revenue is attributable to the equity holders of the Company.

CONDENSED STATEMENT OF FINANCIAL POSITION





Note







At 
30 June 2021 
(unaudited) 
£'000 


At 
30 June 2020 
(unaudited) 
£'000 

At 
31 December 
2020 
(audited) 
£'000 


Non-current assets





Investments held at fair value through profit or loss

166,114 

114,950 

157,894 



----------------- 

----------------- 

----------------- 


Current assets





Trade and other receivables

219 

91 

258 


Cash and cash equivalents

10,605 

6,591 

5,055 



----------------- 

----------------- 

----------------- 



10,824 

6,682 

5,313 



========== 

========== 

========== 


Total assets

176,938 

121,632 

163,207 


Current liabilities:





Investment management fees payable

(174)

(171)

(171)


Other operating expenses payable

(79)

(86)

(115)



----------------- 

----------------- 

----------------- 



(253)

(257)

(286)



========== 

========== 

========== 


Net assets

176,685 

121,375 

162,921 


Equity:




7

Called up share capital

19,130 

18,776 

18,776 


Capital redemption reserve

179 

179 

179 


Share premium account

108,342 

108,454 

108,438 


Other reserve

997 

665 


Investment holding gains/(losses)

34,043 

(20,610)

20,621 


Other capital reserve

12,778 

13,648 

13,219 


Revenue reserve

1,216 

928 

1,023 



----------------- 

----------------- 

----------------- 


Total equity

176,685 

121,375 

162,921 



========== 

========== 

========== 

7

Ordinary Shares in issue

76,519,675 

75,103,743 

75,103,743 


NAV per Ordinary Share

230.90p 

161.61p 

216.93p 



========== 

========== 

========== 

The notes below form part of these accounts.

CONDENSED STATEMENT OF CHANGES IN EQUITY





Note





Six months to 30 June 2021 (unaudited)

Called- 
up 
share 
capital 
£'000 


Capital 
redemption 
reserve 
£'000 


Share 
premium 
account 
£'000 



Other 
reserve 
£'000 


Investment 
holding 
gains 
£'000 


Other 
capital 
reserve 
£'000 



Revenue 
reserve 
£'000 




Total 
£'000 


Opening equity

18,776 

179 

108,438 

665 

20,621 

13,219 

1,023 

162,921 


Profit/(loss) for the year

13,422 

(441)

613 

13,594 

5

Performance fee charge

(2,659)

332 

(2,327)

6

Dividends paid

(420)

(420)

7

Issue of new Ordinary Shares

354 

2,600 

2,954 


Ordinary Share issue costs

(37)

(37)



------------ 

------------ 

------------ 

------------ 

------------ 

------------ 

------------ 

------------ 


Closing equity

19,130 

179 

108,342 

997 

34,043 

12,778 

1,216 

176,685 



======= 

======= 

======= 

======= 

======= 

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The notes below form part of these accounts.

 





Note





Six months to 30 June 2020 (unaudited)

Called- 
up 
share 
capital 
£'000 

 
Capital 

redemption 
reserve 
£'000 


Share 

premium 
account 
£'000 

 
 
Other 

reserve 
£'000 

 
Investment 

holding 
gains 
£'000 

 
Other 

capital 
reserve 
£'000 

 
 
Revenue 

reserve 
£'000 

 
 
 
Total 
£'000 


Opening equity

16,628 

179 

97,186 

23,231 

13,417 

3,719 

154,360 


(Loss)/profit for the period

(43,841)

231 

504 

(43,106)

6

Dividends paid

(3,295)

(3,295)

7

Issue of new Ordinary Shares

2,148 

11,409 

13,557 


Ordinary Share issue costs

(141)

(141)



------------ 

------------ 

------------ 

------------ 

------------ 

------------ 

------------ 

------------ 


Closing equity

18,776 

179 

108,454 

(20,610)

13,648 

928 

121,375 



======= 

======= 

======= 

======= 

======= 

======= 

======= 

======= 

 

The notes below form part of these accounts.

 





Note





Year to 31 December 2020 (audited)

Called-  
up 
share 
capital 
£'000 


Capital
 
redemption 
reserve 
£'000 


Share
 
premium 
account 
£'000 



Other
 
reserve 
£'000 


Investment
 
holding 
gains 
£'000 


Other
 
capital 
reserve 
£'000 



Revenue
 
reserve 
£'000 




Total
 
£'000 


Opening equity

16,628 

179 

97,186 

23,231 

13,417 

3,719 

154,360 


(Loss)/profit for the year

(2,610)

(198)

599 

(2,209)

5

Performance fee transactions

665 


6

Dividends paid

(3,295)

(3,295)

7

Issue of new Ordinary Shares

2,148 

11,408 

13,556 


Ordinary Share issue costs

(156)

(156)



------------ 

------------ 

------------ 

------------ 

------------ 

------------ 

------------ 

------------ 


Closing equity

18,776 

179 

108,438 

665 

20,621 

13,219 

1,023 

162,921 



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======= 

======= 

======= 

======= 

======= 

======= 

======= 

 

The notes below form part of these accounts.

CASH FLOW STATEMENT






Six months to  
30 June 
2021 
(unaudited) 
£'000 

Six months to  
30 June 
2020 
(unaudited) 
£'000 


Year to
 
31 December 
2020
£'000 

Net operating activities cash flow




Cash inflow from investment income and interest

843 

1,132 

1,369 

Cash outflow for management expenses

(316)

(1,518)

(597)

Payments to acquire non-current asset investments

(996)

(35,223)

(33,756)

Receipts on disposal of non-current asset investments

6,199 

15,477 

12,316 

Cash outflow for withholding tax

(20)

(11)

Losses on currency

(1)

(20)

Capital distributions received

236 


------------ 

------------ 

------------ 

Net operating activities cash flow

5,709 

(20,132)

(20,463)


======= 

======= 

======= 

Financing activities cash flow




Proceeds from issues of new Ordinary Shares

298 

13,416 

12,367 

Ordinary Share issue costs

(37)

(156)

Dividends paid

(420)

(3,295)

(3,295)


------------ 

------------ 

------------ 

Financing activities cash flow

(159)

10,121 

8,916 


------------ 

------------ 

------------ 

Increase/(decrease) in cash and cash equivalents

5,550 

(10,011)

(11,547)


------------ 

------------ 

------------ 

Cash and cash equivalents at beginning of period/year

5,055 

16,602 

16,602 

Increase/(decrease) in cash and cash equivalents

5,550 

(10,011)

(11,547)


------------ 

------------ 

------------ 

Cash and cash equivalents at end of period/year

10,605 

6,591 

5,055 


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======= 

======= 

The notes below form part of these accounts.

NOTES TO THE FINANCIAL STATEMENTS

1. STATUS OF THE FINANCIAL STATEMENTS
The financial information contained in this Half Yearly Financial Report does not constitute statutory accounts as defined in section 435 of the Companies Act 2006. The financial information for the six months period ended 30 June 2021 and 30 June 2020 have not been reviewed or audited by the Company's Auditor. The unaudited Half Yearly Financial Report will be made available to the public at the registered office of the Company. The report will also be available in electronic format on the Company's website, https://www.aurorainvestmenttrust.com/.

The information for the year ended 31 December 2020 has been extracted from the last published Annual Report, unless otherwise stated. The audited financial statement has been delivered to the Registrar of Companies. The Auditors reported on those accounts and their report was unqualified, did not draw attention to any matters by way of emphasis and did not contain a statement under sections 498(2) or 498(3) of the Companies Act 2006.

The Half Yearly Financial Report was approved by the Board of Directors on 29 September 2021.

2. ACCOUNTING POLICIES
The half yearly financial information has been prepared in accordance with IAS34 Interim Financial Reporting. The accounting policies are unchanged from those used in the last published annual financial statements except where otherwise stated.

3. INVESTMENTS HELD AT FAIR VALUE THROUGH PROFIT OR LOSS ('FVTPL')







At 
30 June 2021 
(unaudited) 
£'000 


At 
30 June 2020 
(unaudited) 
£'000 

At 
31 December 
2021 
(unaudited) 
£'000 

UK listed securities

144,528 

98,102 

133,858 

Securities traded on AIM

13,327 

9,247 

15,970 

Unquoted securities

8,259 

7,601 

8,066 


------------ 

------------ 

------------ 

Total non-current investments held at 'FVTPL'

166,114 

114,950 

157,894 


======= 

======= 

======= 

Under IFRS13 investment companies are required to disclose the fair value hierarchy that classifies financial instruments measured at fair value at one of three levels according to the relative reliability of the inputs used to estimate the fair values.

Classification

Input

Level 1

Valued using quoted prices in active markets for identical assets

Level 2

Valued by reference to valuation techniques using observable inputs other than quoted prices included within Level 1

Level 3

Valued by reference to valuation techniques using inputs that are not based on observable market data

Categorisation within the hierarchy has been determined on the basis of the lowest level input that is significant to the fair value measurement of the relevant asset.




Classification


At 
30 June 2021 
£'000 


At 
30 June 2020 
£'000 

At 
31 December 
2020 
£'000 

Level 1

157,855 

107,349 

149,828 

Level 2

Level 3

8,259 

7,601 

8,066 


------------ 

------------ 

------------ 

Total non-current investments held at 'FVTPL'

166,114 

114,950 

157,894 


======= 

======= 

======= 

There were no transfers between levels during the period/year.

The movement on the Level 3 unquoted investments during the period/year is shown below:






At 
30 June 2021 
£'000 


At
 
30 June 2020 
£'000 

At  
31 December 
2020 
£'000 

Opening balance

8,066 

8,487 

8,487 

Additions during the period/year

Unrealised gains at period/year end

193 

(886)

(421)


------------ 

------------ 

------------ 

Closing balance

8,259 

7,601 

8,066 


======= 

======= 

======= 

The Company's unquoted investment represents investment in Phoenix SG Limited (Phoenix SG). The fair value of the investment in Phoenix SG includes its shares in Stanley Gibbons Group Plc (Stanley Gibbons) and some other assets related to Stanley Gibbons.

4. INCOME




Six months to 
30 June 2021 
£'000 

Six months to 
30 June 2020 
£'000 

Income from investments:



Dividends from listed or quoted investments

909 

799 

Unfranked income from overseas dividends

73 

Other income:



Deposit interest


------------ 

------------ 

Total income

982 

803 


======= 

======= 

 

5. INVESTMENT MANAGEMENT FEES
The Company has an agreement with Phoenix. Under the terms of this agreement, the Investment Manager does not earn an ongoing annual management fee, but will be paid an annual performance fee equal to one third of any outperformance of the Company's NAV per Ordinary Share total return (including dividends and adjusted for the impact of share buybacks and the issue of new shares) over the FTSE All-Share Index total return for each financial year.

The total annual performance fee is capped at 4% per annum of the NAV of the Company at the end of the relevant financial year, in the event that the NAV per Ordinary Share has increased in absolute terms over the period, and 2% in the event that the NAV per Ordinary Share has decreased in absolute terms over the period. Any outperformance that exceeds these caps will be carried forward and only paid if the Company outperforms, and the annual cap is not exceeded, in subsequent years.

The performance fee is subject to a high-water mark so that no fee will be payable in any year until all underperformance of the Company's net asset value since the last performance fee was paid has been made up.

Performance fees are settled by issuance of the Company's Ordinary Shares. Such Ordinary Shares are issued at the NAV per Ordinary Share on the date of issue, so that the then current value of the Ordinary Shares equates in terms of NAV to the performance fees liability.

Any part of the performance fee that relates to the performance of Phoenix SG will be accrued but will not be paid until such time as the Company's investment in Phoenix SG has been realised or is capable of realisation. The position will be reviewed at that time by reference to the realised proceeds of sale or the fully realisable value of Phoenix SG as compared to the original cost of acquisition.

Any performance of Castlenau Group Limited will be excluded from the calculation of the performance fee payable by the Company to Phoenix.

All other performance fees are subject to a review and claw-back procedure if the Company has underperformed its benchmark during a period of three years following the end of the financial year in respect of which the relevant fee was paid. Ordinary Shares received by the Investment Manager under this arrangement must be retained by the Investment Manager throughout the three year period to which the claw-back procedure applies.

As a result of the above reviewed procedures all or any part of the performance fees might become recoverable, the Company reflects this in the charge recognised in subsequent accounting periods within the vesting period of the Investment Manager through the true-up mechanism in IFRS 2.

The proportion of performance fee for the period ended 30 June 2021 was £332,000 (30 June 2020: £Nil).

6. DIVIDENDS
In accordance with the stated policy of the Company, the Directors do not recommend an interim dividend.

The final dividend of 0.55p per Ordinary Share in respect of the year ended on 31 December 2020 went ex-dividend on 10 June 2021 and had a record date of 11 June 2021. The dividend was paid on 2 July 2021. This dividend was not reflected in the financial statements for the year ended 31 December 2020, but is reflected in the financial statements for the period to 30 June 2021.

7. SHARE CAPITAL







At 
30 June 
2021 

At 
30 June 
2020 

At 
31 December 
2020 

Allotted, called up and fully paid

Number

76,519,675 

75,103,743 

75,103,743 

Ordinary Shares of 25p

£'000

19,130 

18,776 

18,776 



---------------- 

---------------- 

---------------- 

The Company did not purchase any of its own shares during the period ended 30 June 2021 or the period ended 30 June 2020. No shares were cancelled during either year or period.

Share Issued under the Company's Block Listing Facility
During the period under review 125,000 Ordinary shares were issued from the Company's block listing facility on 8 June 2021 at a price of 238.35 pence per shares.

Further Shares Issued to the Investment Manager
The Company issued 1,061,130 new Ordinary Shares at a price of 200.43 pence per share on 4 February 2021 to the Company's Investment Manager in relation to 80% of the performance fee which had been earned in respect of the Company's outperformance against its benchmark in respect of the year to 31 December 2020. On 17 June 2021, a further 229,802 new Ordinary shares were issued at a price of 230.07 pence per share to the Company's Investment Manager representing the 20% balance of the performance fee earned. These New Ordinary Shares were issued pursuant to the Investment Management Agreement dated 28 January 2016 and are subject to a 36-month lock-in following the date of issue of the new Ordinary Shares and will be subject to a fixed three year clawback period.

Total Voting Rights
At 30 June 2021, the Company had 76,519,675 (30 June 2020: 75,103,743) Ordinary Shares in issue. The number of voting shares at 30 June 2021 was 76,519,675 (30 June 2020: 75,103,743).

8. EARNINGS/(LOSS) PER SHARE
Earnings for the period to 30 June 2021 are stated by reference to the weighted average of 75,995,161 (30 June 2020: 69,978,967) Ordinary Shares in issue during the period, excluding shares held in Treasury.

 

9. RELATED PARTY TRANSACTIONS
The Board and Phoenix are considered related parties in accordance with the Listing Rules. Fees payable to the Investment Manager are detailed in the Statement of Comprehensive Income and note 5.

 

Fees payable to the Directors in respect of the period to 30 June 2021 were £69,000 (including NI Contribution or VAT as applicable) (30 June 2020: £69,000).

 

At a General Meeting held on 28 September 2021 shareholders approved the transfer of certain of the Company's assets to Castelnau Group ('Castelnau'), a company managed by Phoenix, in exchange for shares in Castelnau. As a result of managing Castelnau, the Investment Manager may be paid a performance fee by Castelnau. As explained above, Phoenix is a related party of the Company and will benefit from the Company's transaction with Castelnau through the establishment of the new fund. Therefore, the transfer of assets by the Company to Castelnau in exchange for shares in Castelnau constitutes a related party transaction under LR11.1.7R.

 

 

10. POST PERIOD END EVENTS
Since the period the Company held a General Meeting on 28 September 2021. All three Ordinary resolutions proposed at that meeting which related to the Catelnau Group were passed. The Ordinary resolutions proposed at the meeting  can be found in the circular dated 3 September 2021 which can be found on the Company's website at aurorainvestmenttrust.co.uk.

ALTERNATIVE PERFORMANCE MEASURES

GEARING
A way to magnify income and capital returns, but which can also magnify losses. A bank loan is a common method of gearing.







At  
30 June 2021 
(unaudited) 

Total assets

176,938 

Cash and cash equivalents

10,605 

Total assets less cash and cash equivalents

c=a-b 

166,333 

Loan


------------ 

------------ 

Gearing

d÷c 

Nil 


======= 

======= 

ONGOING CHARGES
A measure of the regular, recurring annual costs of running an investment company, expressed as a percentage of average net assets. The measure is calculated by expressing the regular expenses of the year as a percentage of the average net assets during the year.







As at 
30 June 2021 
(unaudited) 

Average NAV

168,920 

Annualised expenses

698 


------------ 

------------ 

Ongoing charges figure

b÷a 

0.41% 


======= 

======= 

PREMIUM
The amount, expressed as a percentage, by which the share price is more than the NAV per share.







At 
30 June 2021 
(unaudited)

NAV per Ordinary Share

230.90 

Share price

232.00 


------------ 

------------ 

Premium

(b÷a)-1 

0.48% 


======= 

======= 

TOTAL RETURN
A measure of performance that includes both income and capital returns. This takes into account capital gains and reinvestment of dividends paid out by the Company into its Ordinary Shares on the ex-dividend date.

Six months to 30 June 2021 (unaudited)


NAV  

Share price  

Opening at 1 January 2021

216.93 

207.00 

Closing at 30 June 2021

230.90 

232.00 

Price movement (b÷a)-1

6.5% 

12.1% 

Dividend reinvestment

0.2% 

0.2% 


------------ 

------------ 

------------ 

Total return

(c+d)

6.7% 

12.3% 


======= 

======= 

======= 

n/a = not applicable

 

The Company's LEI is: 2138007OUWIZFMAGO575

 

A copy of the Interim Financial Report will be submitted to the National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism and will also be available on the Company's website at www.aurorainvestmenttrust.com .

 

 

Enquires:

PraxisIFM Fund Services (UK) Limited  020 4513 9260

Company Secretary

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