Half Yearly Report

RNS Number : 0366K
Herald Investment Trust PLC
24 July 2013
 

RNS Announcement: Preliminary Results

 

Herald Investment Trust plc

 

Results for the six months ended 30 June 2013

The following is the unaudited Half-Yearly Financial Report for the six months to 30 June 2013.

 

Responsibility Statement

 

We confirm that to the best of our knowledge:

a)  the condensed set of financial statements has been prepared in accordance with the Accounting Standards Board's statement 'Half-Yearly Financial Reports';

b)  the Chairman's Review includes a fair review of the information required by Disclosure and Transparency Rules 4.2.7R (indication of important events during the first six months, and their impact on the financial statements and a description of principal risks and uncertainties for the remaining six months of the year); and

c)  the Half-Yearly Financial Report includes a fair review of the information required by Disclosure and Transparency Rules 4.2.8R (disclosure of related party transactions and changes therein - see note 3).

 

By order of the Board

 

Julian Cazalet

Chairman

23 July 2013



 

Chairman's Review

 

 

Overall the Company's net assets per share have grown 8.6% in the first half of 2013, but this masks a somewhat mixed performance. The results season was generally sound for December and March year end companies. However, as anticipated, profits growth is proving more challenging in 2013 and forecasts for this year have in aggregate fallen. Indeed, in the UK little overall profits growth is now anticipated for 2013. Following the financial crisis, management teams battened down the hatches and controlled costs aggressively, and with quantitative easing globally the environment was actually quite benign for corporate profits. Hence we have enjoyed five years of strong profits growth. The Herald portfolio was not alone in seeing aggregate profits growth ahead of inflation. However, in a low-growth environment companies have to invest to grow sales and, in a world of inflation and skill shortages, employees cannot tolerate negligible pay rises indefinitely, hence the current pressures. This is the bear story. More positively, companies remain solidly profitable on valuations that are attractive relative to cash and bonds, and which continue to attract predators, both corporate and private equity. Completed takeovers in this half have yielded £29.6m in cash. The small companies targeted in this portfolio continue to have opportunities to innovate and outperform the wider market.

The Trust's UK portfolio has delivered strong performance from inception in 1994 (Compound Annual Growth Rate (CAGR) 14.7%), and over the last five years has significantly outperformed the assets of the Company overall. Unusually, the UK portfolio has in this six month period been the underperformer within the portfolio with a capital return of less than 1% versus a Numis small companies index delivering a capital return of 7.5%. The laggards have been the large holdings which have performed so well in the past such as SDL (-£6.7m), Imagination Technologies   (-£4.9m) and IDOX (-£4.0m), all reflecting harsh investor treatment on downgrades. In the case of Imagination it is worth drawing attention to the fact that gross profit grew by £24m to £130.6m (+22.7%), but R&D expenses grew 40.8% to £84m, which was 55.4% of sales. This growth combined with a £5.6m increase in sales and administration costs led to a slight decline in profits. It is Herald's philosophy to support management in investing for long term growth. Theoretically, the short term share price should reflect the long term potential, and there is a risk that the returns on R&D will be less fruitful than hoped. At times it can be frustrating that the market does not share our confidence in the long term potential, but on balance we have to recognise that it has often been these pricing anomalies that have enabled us to generate superior long term returns. In Imagination's case we are fully supportive of management's ambitions. Offsetting the laggards, Telecom Plus, M&C Saatchi and Wandisco have performed particularly well. It is pleasing to see that the last is a young company which we supported in its initial public offering. Ffastfill and Tikit were the only UK takeovers from European buyers. Historically buyers have generally been from the US and they are conspicuously fearful of Europe currently. Sterling weakness does not provide instant gratification for valuations, but longer term many holdings benefit from £ costs and $ revenues.

In contrast the overseas total return has been 23.9%. The North American portfolio has been a drag on the performance of the Trust in the long term, reflecting the poor returns from the sector in the US, but has delivered a sparkling return in the first half of 2013. The capital return for the portfolio was 25.9% in £ (17.5% in $ versus the Russell 2000 Technology Index +15.5%). There have been a number of takeover bids of US portfolio companies which has frustrated our efforts to increase the US weighting. These include MIPS, Retalix, Websense, Keynote and Exacttarget with an aggregate value of c£14.6m and £3.5m yet to complete.

Europe is different again. The long term compound return has been good (c14% CAGR), and the return in the first half has been excellent at 33.3% in £ in capital terms, but the scale is modest. The Norwegian return has been 41.7% in NOK.

In spite of the excitement about the rise in the Far East it has not been a profitable region for Herald in the long term, but the local currency capital return has been 10.0% in Asia in the period under review. The total £ return was 13.1% in this period. Almost half the world's quoted technology companies are in the region so it has to be an area of focus, but we remain underweight reflecting concerns about the Chinese economy, and the difficulty in finding attractive investment opportunities. In time this weighting is expected to grow as the Koreans, Taiwanese and Chinese move up the value chain, and develop respect for outside shareholders. The fund has no exposure to Japan. There have been positive returns this year in Japan but we remain fundamentally sceptical about Japan's competitive position. The Abenomics rally is in stark contrast to difficulties of many large companies in the Japanese technology sector.

Whilst we are apprehensive about the forthcoming results season, and the prospective 2013 p/e of the profitable stocks in the portfolio is a little higher than it has been for some years at 15.1x, so cash balances are currently a little higher than usual, with some takeovers yet to close. Nevertheless we are confident about the longer term prospects for profits growth, and the relative attractions of our chosen sector.

I am delighted to welcome Tom Black, who joined the Board in May.  Tom is experienced both as chief executive and chairman of successful, fast growing listed technology companies.  His knowledge of the sector will be invaluable to the Board and to the Manager.  We very much look forward to working with him.

 

The principal risks and uncertainties facing the Company are set out above.

 

Julian Cazalet

Chairman

23 July 2013

 



 

Summary of Performance

 

 


At inception 

16 February 1994

At

31 December 2012

At

30 June

2013

Performance

 since

31 December

2012

Performance since

inception

NAV per share (including current year income)

98.7p

632.8p

686.0p

8.4%

595.0%

NAV per share (excluding current year income)

98.7p

631.8p

685.9p

8.6%

594.9%

Share price

90.9p

513.0p

546.0p

6.4%

500.7%

NSCI plus AIM (capital gains ex. investment companies)

1,750.0

3,704.0

3,983.4

7.5%

127.6%

Russell 2000 (small cap) Technology Index

(in sterling terms)††

688.7*

917.6

1,135.7

23.8%

64.9%

 

* At 9 April 1996 being the date funds were first available for international investment.

†† The Russell 2000 (small cap) Technology Index was rebased during 2009 following some minor adjustments to its constituents. The rebased index has been used from 31 December 2008 onwards.

 

The portfolio comparative index against which performance is measured is 2/3 Numis Smaller Companies Index (previously Hoare Govett Smaller Companies Index) plus AIM (capital gains ex. investment companies) and 1/3 Russell 2000 (small cap) Technology Index (in sterling terms).

 

 

Past performance is not a guide to future performance.

 

 

 

For further information please contact:

 

Ms Katie Potts, Manager

Herald Investment Trust plc                         0207 553 6300

 

Baillie Gifford & Co

Secretaries                                                  0131 275 2000

 

 

 



 

Income Statement (unaudited)

 

 


For the six months ended

30 June 2013

For the six months ended

30 June 2012

For the year ended

31 December 2012


Revenue

£'000

Capital

£'000

Total

£'000

Revenue

£'000

Capital

£'000

Total

£'000

Revenue

£'000

Capital

£'000

Total

£'000

Gains on sales of investments

26,124

26,124 

2,573 

2,573 

10,991 

10,991 

Movements in investment holding gains

9,524

9,524 

32,493 

32,493 

43,622 

43,622 

Fair value movement on interest rate swap

4,869

4,869 

312 

312 

60 

60 

Currency gains/(losses)

319

319 

(45)

(45)

(39)

(39)

Income from investments and interest receivable

4,717 

-

4,717 

4,413 

4,413 

9,164 

9,164 

Investment management fee (note 3)

(2,696)

-

(2,696)

(2,464)

(2,464)

(4,950)

(4,950)

Other administrative expenses

(171)

-

(171)

(165)

(165)

(329)

(329)

Net return before finance costs and taxation

1,850 

40,836

42,686 

1,784 

35,333 

37,117 

3,885 

54,634 

58,519 

Finance costs of borrowings

(1,611)

-

(1,611)

(1,511)

(1,511)

(2,998)

(2,998)

Net return on ordinary activities before taxation

239 

40,836

41,075 

273 

35,333 

35,606 

887 

54,634 

55,521 

Tax on ordinary activities

(105)

-

(105)

(67)

(67)

(137)

(137)

Net return on ordinary activities after taxation

134 

40,836

40,970 

206 

35,333 

35,539 

750 

54,634 

55,384 

Net return per ordinary share (note 4)

0.17p

51.83p

52.00p

0.26p

44.42p

44.68p

0.94p

68.78p

69.72p

Weighted average number of ordinary shares in issue during each period

78,787,517

79,551,992

79,437,013

The total column of this statement is the profit and loss account of the Company.

All revenue and capital items in this statement derive from continuing operations. No operations were acquired or discontinued during the period.

A Statement of Total Recognised Gains and Losses is not required as all gains and losses of the Company have been reflected in the above statement.



 

Balance Sheet (unaudited)

 

 


At 30 June 2013

£'000

At 30 June 2012

£'000

At 31 December 2012

£'000

Fixed assets




Investments held at fair value through profit or loss

545,556 

532,936 

543,142 

Current assets




Debtors

6,170 

2,276 

1,985 

Cash and short term deposits

49,369 

18,032 

28,950 


55,539 

20,308 

30,935 

Creditors:




Amounts falling due within one year (note 6)

(51,831)

(51,098)

(51,834)

Derivative financial instruments (note 6)

(15,428)

(20,045)

(20,297)


(67,259)

(71,143)

(72,131)

Net current liabilities

(11,720)

(50,835)

(41,196)

Total net assets

533,836 

482,101 

501,946 

Capital and reserves




Called up share capital

19,453 

19,830 

19,830 

Share premium

73,738 

73,738 

73,738 

Capital redemption reserve

2,499 

2,122 

2,122 

Capital reserve

435,959 

384,114 

403,415 

Revenue reserve

2,187 

2,297 

2,841 

Shareholders' funds

533,836 

482,101 

501,946 

Net asset value per ordinary share

(including current period income) 

686.04p

607.77p

632.78p

Net asset value per ordinary share

(excluding current period income)

685.87p

607.51p

631.84p

Ordinary shares in issue (note 7)

77,814,546 

79,323,283 

79,323,283 

 



 

Reconciliation of Movements in Shareholders' Funds (unaudited)

 

 

For the six months ended 30 June 2013


Called up share
capital

£'000

Share
premium

£'000

Capital redemption reserve

£'000

Capital

reserve*

£'000

Revenue reserve

£'000

Shareholders'
funds

£'000

Shareholders' funds at 1 January 2013

19,830 

73,738

2,122

403,415 

2,841 

501,946 

Net return on ordinary activities after taxation

-

-

40,836 

134 

40,970 

Shares bought back (note 7)

(377)

-

377

(8,292)

(8,292)

Dividends paid during the year (note 5)

-

-

(788)

(788)

Shareholders' funds at 30 June 2013

19,453 

73,738

2,499

435,959 

2,187 

533,836 

 

For the six months ended 30 June 2012


Called up share
capital

£'000

Share
premium

£'000

Capital redemption reserve

£'000

Capital

reserve*

£'000

Revenue reserve

£'000

Shareholders'
funds

£'000

Shareholders' funds at 1 January 2012

19,924 

73,738

2,028

350,721 

2,888 

449,299 

Net return on ordinary activities after taxation

-

-

35,333 

206 

35,539 

Shares bought back (note 7)

(94)

-

94

(1,940)

(1,940)

Dividends paid during the year (note 5)

-

-

(797)

(797)

Shareholders' funds at 30 June 2012

19,830 

73,738

2,122

384,114 

2,297 

482,101 

 

For the year ended 31 December 2012


Called up share
capital

£'000

Share
premium

£'000

Capital redemption reserve

£'000

Capital

reserve*

£'000

Revenue reserve

£'000

Shareholders'
funds

£'000

Shareholders' funds at 1 January 2012

19,924 

73,738

2,028

350,721 

2,888 

449,299 

Net return on ordinary activities after taxation

-

-

54,634 

750 

55,384 

Shares bought back (note 7)

(94)

-

94

(1,940)

(1,940)

Dividends paid during the year

-

-

(797)

(797)

Shareholders' funds at 31 December 2012

19,830 

73,738

2,122

403,415 

2,841 

501,946 

 

* The capital reserve as at 30 June 2013 includes investment holding gains of £125,371,000 (30 June 2012 - £104,718,000; 31 December 2012 - £115,847,000).



 

Condensed Cash Flow Statement (unaudited)

 

 


For six months ended 30 June 2013

£'000

For six months ended 30 June 2012

£'000

For year ended

31 December 2012

£'000

Net cash inflow from operating activities

2,707 

1,734 

3,526 

Net cash outflow from servicing of finance

(1,603)

(1,520)

(2,998)





Financial investment




Purchase of investments

(40,016)

(31,586)

(63,903)

Sale of investments

68,411 

22,120 

65,041 

Net cash inflow/(outflow) from financial investment

28,395 

(9,466)

1,138 

Equity dividend paid (note 5)

(788)

(797)

(797)

Net cash inflow/(outflow) before financing

28,711 

(10,049)

869 

Financing




Shares repurchased (note 7)

(8,292)

(1,940)

(1,940)

Loans drawn down

50,000 

Loans repaid

(50,000)

Net cash outflow from financing

(8,292)

(1,940)

(1,940)

Increase/(decrease) in cash

20,419 

(11,989)

(1,071)





Reconciliation of net cash flow to movement in net debt




Increase/(decrease) in cash in period

20,419 

(11,989)

(1,071)

Movement in net funds/(debt) in period

20,419 

(11,989)

(1,071)

Net debt at 1 January

(21,050)

(19,979)

(19,979)

Net debt at 30 June/31 December

(631)

(31,968)

(21,050)





Reconciliation of net return before finance costs and taxation to net cash inflow from operating activities




Net return on ordinary activities before finance costs and taxation

42,686 

37,117 

58,519 

Gains on investments

(40,517)

(35,378)

(54,673)

Currency (gains)/losses

(319)

45 

39 

Changes in debtors and creditors

586 

23 

(292)

Amortisation of fixed income book cost

61 

43 

112 

Income tax suffered

(4)

(4)

(3)

Overseas tax suffered

(105)

(67)

(137)

Realised currency profit/(loss)

319 

(45)

(39)

Net cash inflow from operating activities

2,707 

1,734 

3,526 

 



 

Top Twenty Equity Holdings at 30 June 2013 (unaudited)

 

 

Company

Business

Value

£'000

% of total assets*

Imagination Technologies Group

Licenser of semiconductor intellectual property

14,221

2.4

Telecom Plus

Supplier of telecommunications services and other utilities

13,866

2.3

Diploma

Distributor

12,869

2.1

 

M&C Saatchi

Global marketing services business

11,490

1.9

 

Phoenix IT Group

IT support and business continuity services

11,050

1.8

 

IDOX

Supplier of software solutions and services primarily to the UK       public sector

10,757

1.8

Advent Software

Developer of investment management software

10,390

1.7

 

Euromoney Institutional Investor

Business-to-business media group focused on international       finance sector

10,230

1.7

 

Bango

Developer of mobile payment and customer analytics systems

9,891

1.7

 

ATMI

Develops process materials and technology for the       semiconductor industry

9,320

1.6

 

SDL

Internet software and website globalisation services

9,076

1.5

 

Opsec Security

Developer of anti-counterfeiting technologies, services and       software

8,752

1.5

 

Wilmington Group

Provider of information, compliance and education services

7,392

1.2

 

GB Group

Delivers intelligent identity software and services

7,218

1.2

 

Kofax

Supplier of data capture, process management and analytics       applications

7,124

1.2

 

Actuate

Developer of business intelligence software environment

6,968

1.2

 

Allocate Software

Provider of workforce optimisation and corporate governance       software

6,156

1.0

 

Digital Barriers

Provider of advanced surveillance technologies

6,072

1.0

 

StatPro Group

Global provider of portfolio analytics for the investment       community

6,046

1.0

 

SQS Software Quality Systems

Specialist in software quality and software testing

5,939

1.0

 



184,827

30.8

 

*      Total assets before deduction of bank loans and derivative financial instruments.

 

Distribution of Assets (unaudited)

 

 


At 30 June

2013

%

At 30 June

2012

%

At 31 December 2012

%

 

Equities:

 

 

 

United Kingdom

56.8

60.9

63.2

Continental Europe

2.8

1.9

2.2

USA

21.7

22.5

18.6

Asia Pacific

5.0

5.0

4.9

Emerging Markets

0.4

0.4

0.4

Total equities

86.7

90.7

89.3

Sterling denominated bonds

2.8

3.3

3.1

EUR denominated bonds

1.6

2.5

2.5

Net liquid assets

8.9

3.5

5.1

Total assets

(before deduction of bank loans and derivative financial instruments)

100.0

100.0

100.0

 



 

Notes to the Condensed Financial Statements (unaudited)

 

 

1.

 

The condensed financial statements comprise the statements for the six months to 30 June 2013. They have been prepared on the basis of the same accounting policies as set out in the Company's Annual Report and Financial Statements at 31 December 2012 and in accordance with the ASB's Statement 'Half-Yearly Financial Reports' and have not been audited or reviewed by the Auditors pursuant to the Auditing Practices Board Guidance on 'Review of Interim Financial Information'. The Company's assets, the majority of which are investments in quoted securities, exceed its liabilities significantly. All borrowings require the prior approval of the Board. Gearing levels and compliance with loan covenants are reviewed by the Board on a regular basis. In accordance with the Company's Articles of Association, Shareholders have the right to vote on the continuation of the Company every three years with the next vote being in April 2016. Accordingly, the Half-Yearly Financial Report has been prepared on the going concern basis as it is the Directors' opinion that the Company will continue in operational existence for the foreseeable future.

2.

The financial information contained within this Half-Yearly Financial Report does not constitute statutory accounts as defined in sections 434 to 436 of the Companies Act 2006. The financial information for the year ended 31 December 2012 has been extracted from the statutory accounts which have been filed with the Registrar of Companies. The Auditors' Report on those accounts was not qualified and did not contain statements under sections 498(2) or (3) of the Companies Act 2006.

3.

Related party transactions

Herald Investment Management Limited is appointed investment manager under a management agreement which is terminable on twelve months' notice. Its annual remuneration is 1.0% of the Company's net asset value based on middle market prices, calculated on a monthly basis payable in arrears. The management fee is levied on all assets except the holding in Herald Ventures II Limited Partnership managed by Herald Investment Management Limited.

4.

Net return per ordinary share

Six months ended

30 June 2013

£'000

Six months ended

30 June 2012

£'000

Year ended

31 December 2012

£'000

 

Revenue return on ordinary activities after taxation

134

206

750

 

Capital return on ordinary activities after taxation

40,836

35,333

54,634

 

Total net return

40,970

35,539

55,384

 

 

 

 

 

 

Weighted average number of ordinary shares

78,787,517

79,551,992

79,437,013

 

Net return per ordinary share is based on the above totals of revenue and capital and the weighted average number of ordinary shares in issue during each period.

There are no dilutive or potentially dilutive shares in issue.

 



 

Notes to the Condensed Financial Statements (unaudited) (ctd)

 

 

5.

Dividends

Six months ended

30 June 2013

£'000

Six months ended

30 June 2012

£'000

Year ended

31 December 2012

£'000

 

Amounts recognised as distributions in the period:




 

Final dividend for the year ended 31 December 2012 - 1.00p (2011 - 1.00p)

788

797

797

 

No interim dividend will be declared.




6.

The Company has a £50 million multi-currency variable rate loan facility with The Royal Bank of Scotland plc, expiring 31 December 2014 (30 June 2012 - £50 million; 31 December 2012 - £50 million). This facility was drawn down on 6 February 2013 and replaced the £50 million multi-currency variable rate loan facility which was due to mature in May 2013. The arrangement fee on this replacement facility was £75,000 and has been written off through finance costs of borrowings. The interest on this facility has been fixed for the long term through a 30 year interest rate swap, expiring in 2038, but may vary on periodic renewals of the debt facility to the extent that the mark up over LIBOR charged by a lending bank varies. At 30 June 2013 there were outstanding drawings of £50 million (30 June 2012 - £50 million; 31 December 2012 - £50 million). The fair value of the interest rate swap contract at 30 June 2013 was an estimated liability of £15.4 million (30 June 2012 - £20.0 million; 31 December 2012 - £20.3 million) which was based on the swap provider's valuation.

7.

At the Annual General Meeting held on 23 April 2013 the Company's authority to buy back shares was renewed in respect of 11,814,300 ordinary shares (equivalent to 14.99% of its issued share capital at that date). In the six months to 30 June 2013 a total of 1,508,737 (30 June 2012 - 375,000; 31 December 2012 - 375,000) ordinary shares of 25p each were bought  back at a total cost of £8,292,000 (30 June 2012 - £1,940,000; 31 December 2012 - £1,940,000). At 30 June the Company had authority to buy back a further 10,814,300 ordinary shares.

8.

During the period transaction costs on purchases amounted to £136,000 (30 June 2012 - £172,000; 31 December 2012 - £310,000) and transaction costs on sales amounted to £250,000 (30 June 2012 - £85,000; 31 December 2012 - £218,000).

9.

Principal risks and uncertainties

The principal risks facing the Company relate to the Company's investment activities. These risks are market risk (comprising other price risk, interest rate risk and foreign currency risk), credit risk and liquidity risk. An explanation of these risks and how they are managed is contained in note 20 of the Company's Annual Report and Financial Statements for the year to 31 December 2012. The principal risks and uncertainties have not changed since the publication of the Annual Report which can be obtained free of charge from Herald Investment Management Limited and is available on the Managers' website: www.heralduk.com. Other risks facing the Company include the following: regulatory risk (that the loss of investment trust status or a breach of applicable legal and regulatory requirements could have adverse financial consequences and cause reputational damage), operational/financial risk (failure of service providers' accounting systems could lead to inaccurate reporting or financial loss), the risk that the discount can widen and gearing risk (the use of borrowings can magnify the impact of falling markets). Further information can be found on page 23 of the Annual Report and Financial Statements.

10.

The Half-Yearly Financial Report will be available on the Managers' website www.heralduk.com and will be posted to shareholders on or around 8 August 2013.

None of the views expressed in this document should be construed as advice to buy or sell a particular investment.

 

Neither the contents of the Company's website nor the contents of any website accessible from hyperlinks on the Company's website (or any other website) is incorporated into, or forms part of, this announcement.

 

- ends -


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