Final Results

ADVANCE FOCUS FUND LIMITED (formerly Progressive European Alternative Portfolio Limited) Preliminary announcement of results for the year ended 30 September 2005 CHAIRMAN'S STATEMENT The year to 30 September 2005 was one of transition for our Company. Proposals to amend the investment objective, change the management arrangements, change the name of the Company and raise fresh capital were approved by shareholders on 21 April 2005. The hedge fund portfolio was sold and the proceeds progressively invested into a focused portfolio of listed UK companies. The UK equity market moved ahead strongly in the period immediately following the change of remit and the fund underperformed while the portfolio was being established from cash. The net asset value increased by 8.5% over the year to reach 111.97 pence. At the time of the change of the Company's investment objective the net asset value per share was 110.67 pence and at the year end the net asset value had risen by 1.2% from this initial level. The share price finished September 2005 at 112 pence (mid-market), 13.1% up on the year, 1.8% higher than the share price at the time of the implementation of the proposals detailed above and marginally higher than the placing price of the new shares issued at that time. The last reported net asset value was 116.97p as at 9 December 2005 showing encouraging progress. We have entered the Company's new financial year with a very different investment strategy from previously, having moved from being a fund of hedge funds to being a fund invested in special equity situations. The Manager's report describes the new portfolio in some detail. We stated at the time of the reconstruction that we intended to establish a sustainable dividend policy. Income generated over the second half of the year was insufficient to eliminate completely the brought forward revenue losses and therefore there will be no dividend this year. It should be possible to pay a dividend in the forthcoming year. For future financial years, accounting standards will require the Company to value its portfolio investments at bid price rather than the present basis of mid market. This will result in a drop in the reported net asset value. The Company will calculate and publish its net asset values on a bid price basis with effect from 31 December 2005. The Board remains committed to keeping the discount under control and since the end of the financial year 1,718,042 shares, representing 6.4% of the shares then in issue, have been repurchased at a 3% discount. These shares have been cancelled. The Board is seeking shareholder approval to renew the authority to repurchase shares and we recommend that you vote in favour. We are hoping to be able to expand the fund on the back of improved performance. I regret to inform you that due to other commitments Julie Dent has given notice of her intention to stand down as a director of the Company at the forthcoming Annual General Meeting. Your Board would like to thank Julie for her valuable contribution to the Company since its launch. The Annual General Meeting of the Company will be held on 24 January 2006 at 10:00 am at 1 Le Marchant Street, St. Peter Port, Guernsey. Christopher Clark 15 December 2005 MANAGER'S REPORT The UK market hit a low on 28 April, the day after we started to manage the fund, and then rose almost in a straight line until the end of the period and the timing of the establishment of the portfolio meant that the fund underperformed for several months. We have a portfolio of stocks that we believe will deliver outperformance of the FTSE All-Share Total Return Index over the medium term but very little to show for our efforts so far. Once we have acquired a position in a stock we want our shareholders to understand why we have bought it. All major changes to the portfolio will be disclosed in our monthly newsletters. What follows is a list of our holdings and the rationale for their presence in the portfolio. London Merchant Securities The attraction of London Merchant Securities is the potential it has within its portfolio of development properties and the latent value within its venture capital portfolio. In particular, we think its largest venture capital holding, Energy Cranes International, should be benefiting from the strength of the oil industry and we see considerable value in LMS's planned development of land in Greenwich. UK Coal UK Coal's mining business is in decline but our potential upside lies in the value of its considerable land bank (and to a lesser extent the possibility that it will get planning permission to extract coal from some of its open-cast sites). There was a flurry of excitement in the stock when it announced it was in talks with Alchemy Partners and others. These discussions have been terminated since our year end. We had not anticipated a bid for the company emerging that quickly but think this is our likely exit route. Brewin Dolphin Brewin Dolphin is one of the UK's largest private client investment managers. We believe this is a long-term growth area. There is some ongoing consolidation within the industry and we think there is a chance that Brewin will participate in this. Umbro Umbro is a football focused, branded clothing and footwear business. It holds the licence for replica England kit and should do well next year now that England has qualified for the World Cup (though we were worried for a while). It did have the contract for replica kit for Chelsea FC but this contract was terminated in January this year. Umbro got a substantial compensation payment which will eliminate the company's debts. The real attraction though is in the growing value of the Umbro brand. The company is working with leading designers, is expanding in the US and has interesting businesses in some emerging markets. It has just acquired a stake in its Chinese licensee. Hiscox Hiscox is one of two Lloyds underwriters that we hold. It seems to have weathered the US hurricane season relatively well. The disasters will lead to substantially higher rates next year. Hiscox is using its surplus capital to buy-out the minorities in its Lloyds syndicate which will give it more flexibility in the way it manages this operation. It is also growing its non-Lloyds business. Since the year end it has announced that it will raise fresh capital via a rights issue to fund the development of a Bermudan reinsurance operation. This has been well received by the market. Bradford & Bingley Bradford & Bingley has transformed itself from an also-ran building society into a specialist lender to the buy-to-let and non-standard mortgage market. We acknowledge the downward trend in house prices but believe the buy-to-let market will be more resilient than many fear. B&B make the point that relative to first time buyers (the focus for mortgage lending by most of their competitors) their customers are more affluent, more financially astute and they are long-term savers. B&B lends them a lower proportion of the purchase price at premium interest rates and insists on rental income covering the mortgage interest by at least 1.3x. The introduction of Basle II (new capital adequacy rules for banks based on a risk-weighting system) will make mortgages attractive assets for banks and may result in a bid for the company. Liontrust Asset Management After a spell of poor performance, Liontrust has been suffering as investors, chiefly institutions such as pension funds, have taken money away from the group. The company is sitting on a large cash pile and last year it was rumoured that this would be used to help finance an MBO of the company. We have talked to the management and believe that it may be used instead to attract new investment management talent to the company, diversifying the revenue stream and thereby improving the quality of its earnings. Others have also commented that the company is a potential bid target. Nestor Healthcare This has been one of our more disappointing investments since we started to build our holding. The company has suffered from the constantly moving goalposts in the National Health Service. It wasted a lot of money building two national call centres that it intended would handle out-of-hours provision of GP services in the event the contracts to manage this service were awarded on a regional basis. Another part of its business was in the provision of staff - doctors and nurses - to the NHS. The government established an NHS run competitor which inevitably took away most of the business despite offering a poorer service. We think that the management ought to be able to stabilise and grow revenues and profits and then the company will be re-rated. Kensington Kensington, like Bradford & Bingley, lends to non-standard borrowers at higher margin than the High Street banks. It then aims to sell on every loan it makes, mitigating its risk and lowering its funding cost. Its customers fail the banks' automated credit scoring programmes as they have county court judgements (CCJs), are self-employed or have been bankrupt. They control their risk by insisting customers put down sizeable deposits on the houses they buy. The business is growing fast this year as they have started selling through other credit brokers (borrowers who are better suited to re-mortgaging their home rather than taking out a second or third charge on it are referred to Kensington). Unsurprisingly, arrears are rising and they have provided against some mortgage business written in late 2003 at the bottom of the interest rate cycle. We think the company will be re-rated if it can demonstrate that its business model is resilient in a housing market downturn; it may then also be a bid target. Compass This is a company that falls squarely into our "unloved" category of potential investments. The attraction of Compass for us is that it trades at a substantial discount to its peer group and it operates in a growing and fragmented market. Gearing is relatively high but the disposal of its travel related businesses will help to address this. The Chief Executive has announced he will go, having presided over a series of profit warnings this may be seen as a positive development. Other senior executives have been dismissed after allegations of improper conduct related to UN contracts. We are looking for an influx of new management to revitalise the company or a take-over approach from one of its competitors or a private equity fund. Alexon Retailers are unpopular at the moment as UK consumer spending is in decline. We are avoiding those with financial gearing. Alexon has cash on the balance sheet and was buying in its shares. Trading has been and probably will be lacklustre for a while but this is more than reflected in the rating. The company is routinely cited as a potential MBO candidate. Cattles Cattles, like Kensington, lends to the borrowers the banks won't touch. Like Kensington its lending policies and interest rates reflect the quality of the loan portfolio. Cattles has migrated its business away from its original door-to-door home collected credit business and therefore is little affected by the ongoing OFT investigation into this market. Its rating implies bad debts will soar. There has been little evidence that this will be the case so far. Woolworths Woolworths was bid for by Apax Partners at 58.2 pence per share earlier this year. Apax pulled out and the shares fell sharply, bottoming out close to 30p. Poor trading has undermined confidence in the stock but the group has some valuable businesses, namely its Entertainment UK media wholesaling business and a 40% stake in the 2entertain media publishing joint venture with the BBC. We think the management should be exploring ways of enhancing shareholder value in addition to their efforts to improve trading. Communisis Communisis is a UK and European printing business. It is trying to move away from high volume, low margin business and instead sign up long-term contracts with major customers. It handles all of Barclays printing requirements and has just won a similar contract with HSBC. In October it announced it was in talks with potential bidders but a sale of shares by a non-Board director spooked the market. Crest Nicholson All the house builders look cheap but with the housing market clearly slowing we thought there was little chance of them being re-rated in the short-term. We chose to make an investment in Crest as we see it as a bid target. Heron approached Crest earlier this year but pulled out in May after Crest refused to open its books. Heron could bid again but we think its sizeable stake would be much more valuable to another house builder who could extract greater synergy from a deal. Since the year end Persimmon has bid for Westbury. Games Workshop Games Workshop had a remarkable run on the back of the success of the Lord of the Rings films which stimulated interest in its products. Without the driver of the publicity surrounding the release of the films, sales have been falling back. The market is pricing Games Workshop as though this sales decline would eat into its core business. We think though that its core customer base will not desert the company and there are still good growth opportunities; they are expanding into Japan for the first time for instance. BRIT Insurance BRIT was hit harder than Hiscox by the hurricane season. Its balance sheet is robust however and under geared. A capital reconstruction in a few months time is likely. BRIT has also announced that it is committed to its dividend policy; it is one of the highest yielding stocks in the FTSE All-Share Index. As we highlighted with Hiscox, rates are likely to be strong next year and BRIT should benefit. Virgin Mobile Virgin Mobile does not own its network but rents spare capacity from T Mobile in the UK. It has a large customer base, attracted by the Virgin brand. It is moving into the monthly contract market; most of its customers are Pay-as-you-go. It recently announced that it would expand into France in conjunction with Carphone Warehouse and using Orange as the network provider. We think this is a growth stock and a bid target and we were not surprised to see a jump in its share price following the Telefonica bid for MMO2. The share price can be volatile as the free float is fairly small. On 5 December, NTL Inc. confirmed an approach to Virgin Mobile regarding a potential offer to combine the two companies. Stanley Leisure Stanley is the highest rated stock we own. The sale of its betting shop operation leaves a UK casino business with a very healthy balance sheet. The relaxation of gaming legislation gives them the opportunity to improve the profitability of their existing estate and expand into new areas. Genting of Malaysia already has a sizeable stake in the business and will support Stanley as it bids for new casino licences. Footfall has surprised on the upside since customers have been able to play in the casinos without applying for membership 24 hours beforehand. Tribune UK Index Advance UK, another company managed by us, targeted Baring Tribune in 1997 and suggested unitising the trust. Its Board responded by splitting it into a UK index tracking pool (Tribune UK Index) and a global generalist pool. This did not permanently narrow the discount and we built up a substantial holding in the trust with Advance Focus buying the index shares between a 7% and 8% discount. The Board have said they will separate the index pool and keep its discount below 4%. Since the year end the UK market has continued its relentless march upwards, driven by high levels of liquidity and bid speculation and we have outperformed the benchmark in that period. Commentators are divided as to the outlook for 2006. There is some indication that the housing market is picking up again, the oil price has been falling, inflation remains subdued and corporate balance sheets are strong. This ought to bode well for the UK market but our investment style is dedicated towards making money regardless of wider market moves. Progressive European Markets Limited 15 December 2005 STATEMENT OF TOTAL RETURN For the year ended 30 September 2005 2005 2004 Revenue Capital Total Revenue Capital Total £'000 £'000 £'000 £'000 £'000 £'000 Gains / (losses) on investments - realised - 3,078 3,078 - 64 64 - unrealised - (1,240) (1,240) - 804 804 Capital (losses)/gains on currency - (121) (121) - 157 157 movements Net gains - 1,717 1,717 - 1,025 1,025 Income 509 - 509 22 - 22 Investment management fee (128) (192) (320) - (209) (209) Other expenses (203) - (203) (200) - (200) Return on ordinary activities before 178 1,525 1,703 (178) 816 638 finance costs and taxation Interest payable and similar charges - - - (2) - (2) Return on ordinary activities before 178 1,525 1,703 (180) 816 636 taxation Taxation - - - - - - Return on ordinary activities after 178 1,525 1,703 (180) 816 636 taxation Dividends payable - - - - - - Transfer to/(from) reserves 178 1,525 1,703 (180) 816 636 Return per Redeemable Preference Share 0.85p 7.32p 8.17p (1.10)p 5.01p 3.91p BALANCE SHEET At 30 September 2005 2005 2004 £'000 £'000 FIXED ASSETS Investments 28,683 16,432 CURRENT ASSETS Sales for future settlements 202 - Amounts due from brokers - 589 Other debtors 139 13 Cash at bank and in hand 1,530 - 1,871 602 CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR Purchases for future settlement (429) - Accrued liabilities (54) (79) Bank overdraft - (132) (483) (211) NET CURRENT ASSETS 1,388 391 TOTAL NET ASSETS 30,071 16,823 CAPITAL AND RESERVES Share capital 269 163 Share premium account 19,052 7,614 Share purchase reserve 8,069 8,069 Realised capital reserve 2,569 (201) Unrealised capital reserve 262 1,506 Revenue reserve (150) (328) SHAREHOLDERS' FUNDS 30,071 16,823 Net assets per Redeemable Preference Share 111.97p 103.21p CASH FLOW STATEMENT For the year ended 30 September 2005 2005 2004 £'000 £'000 NET CASH OUTFLOW FROM OPERATING ACTIVITIES (18) (138) SERVICING OF FINANCE Interest paid on overdraft facility - (2) FINANCIAL INVESTMENT Payments to acquire fixed asset investments (53,172) (6,694) Receipts on disposal of fixed asset investments 43,307 6,450 NET CASH OUTFLOW FROM INVESTING ACTIVITIES (9,865) (244) NET CASH OUTFLOW BEFORE FINANCING (9,883) (384) FINANCING Issue of share capital (net of expenses) 11,545 - NET CASH FLOW FROM FINANCING 11,545 - INCREASE/(DECREASE) IN CASH 1,662 (384) NOTES The revenue column of the Statement of Total Return is the profit and loss account of the Company. The Company is a closed-ended investment company incorporated and resident in Guernsey. This report has been prepared in accordance with applicable United Kingdom accounting standards and with the Statement of Recommended Practice 'Financial Statements of Investment Trust Companies ("SORP"). The accounts have been prepared in accordance with the SORP as it is considered best practice. The Company is not an investment trust and as an overseas company does not meet all the criteria set out in the SORP. Revenue and capital returns per share are stated by reference to the weighted average of 20,840,309 (2004: 16,300,000) Redeemable Preference Shares in issue during the year. Net assets per share are stated by reference to 26,855,495 (2004: 16,300,000) Redeemable Preference Shares in issue as at the balance sheet date. These financial statements are not the Company's statutory accounts. The annual report will be sent to shareholders and copies will be made available to the public at the registered office of the Company and at the address of the UK Administration Agent. The Company was incorporated on 9 July 2002. Business operations commenced on 19 December 2002. SECRETARY, ADMINISTRATOR & REGISTERED OFFICE Legis Corporate Services Limited 1 Le Marchant Street St Peter Port Guernsey GY1 4HP UK ADMINISTRATION AGENT Cavendish Administration Limited Crusader House 145-157 St John Street London EC1V 4RU 15 December 2005 ---END OF MESSAGE---
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