Final Results

RNS Number : 1124A

Schroder UK Mid Cap Fund PLC

17 December 2014

 

17 December 2014

ANNUAL REPORT AND ACCOUNTS

Schroder UK Mid Cap Fund plc (the "Company") hereby submits its annual financial report for the year ended 30 September 2014 as required by the UK Listing Authority's Disclosure and Transparency Rule 4.1. 

The Company's Annual Report and Accounts for the year ended 30 September 2014 are also being published in hard copy format and an electronic copy will shortly be available to download from the following website: http://www.schroderukmidcapfund.com.  Please click on the following link to view the document:

The Company has submitted its Annual Report and Accounts to the National Storage Mechanism and it will shortly be available for inspection at www.hemscott.com/nsm.do.

Enquiries:

Louise Richard

Schroder Investment Management Limited                Tel: [phone]

Chairman's Statement

I am pleased to present my first Chairman's Statement having succeeded Peter Timms as Chairman on 1 July 2014.

Performance

During the year under review, the Company's net asset value produced a total return of 8.9% comparing favourably to a total return of 5.3% for the Company's benchmark, the FTSE 250 (ex-Investment Companies) Index. The Company's share price performed similarly, producing a total return of 8.8% during the year. After enjoying excellent returns at the interim stage, market conditions in the second half of the Company's financial year proved to be much more challenging. Consequently, some of the gain reported at that time was eroded in the second half. Nonetheless, the outcome for the year as a whole is very satisfactory.

The Board considers the Company to be a compelling investment opportunity. It has had a decade of outperformance, invests in the mid cap market which offers good growth opportunities and has a Manager with proven stock-picking skills. The performance strengths can be illustrated by reference to the chart on page 4 of the 2014 Annual Report.

The Company's long term performance remains strong, with the net asset value total return continuing its record of outperforming the benchmark, this being the 10th year of outperformance out of the 11 years since Schroders took responsibility for investment management.

The Manager's Review on page 7 of the 2014 Annual Report provides greater detail on performance, market background and investment outlook for the Company.

Revenue Return and Dividends

Revenue return per share increased over the previous year by 13.2% from 8.57 pence per Ordinary share to 9.70 pence per share, driven by a number of special dividends, partially offset by the Company having de-geared during the year.

The Directors recommend the payment of a final dividend of 6.00 pence per Ordinary share for the year ended 30 September 2014, which, together with the interim dividend of 2.50 pence per share paid during the year, brings total dividends for the year to 8.50 pence per share and represents an increase of 10.4% over dividends declared in respect of the previous financial year.

A resolution approving the payment of the final dividend for the year ended 30 September 2014 will be proposed at the forthcoming Annual General Meeting. If passed, the dividend will be paid on 4 February 2015 to shareholders on the register on 30 December 2014.

Alternative Investment Fund Managers ("AIFM") Directive

In accordance with the AIFM Directive, the Company has, with effect from 17 July 2014, become an Alternative Investment Fund and has appointed Schroder Unit Trusts Limited ("SUTL"), a wholly owned subsidiary of Schroders plc which has AIFM regulatory permissions, as the Alternative Investment Fund Manager (the "Manager") to provide portfolio management, risk management, accounting and company secretarial services to the Company in accordance with an Alternative Investment Fund Manager Agreement. SUTL has delegated investment management, accounting and company secretarial services to another wholly owned subsidiary of Schroders plc, Schroder Investment Management Limited.

In addition, also in accordance with the AIFM Directive, the Company has appointed HSBC Bank plc as Depositary with effect from 17 July 2014. An additional fee of 0.01% of net assets will be payable for depositary services.

In complying with its new regulatory obligations, the Board takes this opportunity to reassure shareholders that it continues to act independently of the Manager and that the management and performance fees payable to the Manager remain unchanged.

Further details of both the AIFM Agreement and the Depositary Agreement may be found in the Report of the Directors.

Gearing Facility and AIFM Directive Leverage Limit

During the year, the Company renewed its £15 million revolving credit facility with Scotiabank (Europe) PLC. At the beginning of the year, gearing stood at 2.0% and by the end of the year the Company held 4.4% net cash. While the Company remains ungeared at the date of this Statement, the Board considers that the flexibility to utilise gearing remains an important tool in allowing the Manager to pursue investment opportunities when appropriate. To this end, parameters for the use of gearing have been established and these are reviewed regularly by the Board. The Company's gearing continues to operate within pre-agreed limits so that it does not represent more than 25% of total assets.

The AIFM Directive has introduced a requirement for the Manager to set maximum levels of leverage using a wider definition than borrowing and includes the use of derivatives. Further details of this leverage limit may be found on the Manager's website at www.schroders.co.uk/its and in the Strategic Report.

Purchase of our Shares and Discount Management

The discount of the Company's share price to underlying net asset value finished the year under review at 6.4% having stood at 6.1% at the start of the year. During the course of the year, the average discount was 5.6% and it ranged between a discount of 9.7% and a premium of 0.8%.

At the Company's last Annual General Meeting held on 31 January 2014, the Company was granted authority to purchase up to 14.99% of its issued share capital for cancellation or for holding in Treasury. During the year ended 30 September 2014, the Company did not purchase any shares for cancellation or for holding in Treasury.

The decision as to whether to purchase the Company's shares is addressed regularly in Board discussions. Whilst share buy backs are one method of addressing discount levels, their effectiveness depends on the size and nature of the share register.

Your Board believes that the most sustainable way to close the share price discount is to increase demand for the Company's shares by effective promotion over the longer term, and a continuation of its strong performance track record. In the meantime, the Board will continue to consider on a regular basis whether share purchases should be made, alongside other means of discount control. To provide maximum flexibility for the future, it is proposed that the existing authority be renewed at the forthcoming Annual General Meeting.

Retirement of Chairman and Appointment of Non-Executive Director

As outlined in the Chairman's Statement to the 2014 Half Year Report, the refreshment of the Board continued during the year under review, with the retirement of the former Chairman, Peter Timms.

On behalf of the Board, I would like to thank Peter for his stewardship and invaluable contribution to the Board's deliberations and the success of the Company over his 14 year tenure as Chairman and 25 years serving as a Director.

An additional non-executive Director, Andrew Page, was appointed with effect from 1 October 2014 and his biographical details can be found on the inside front cover of this Report. In accordance with the Company's Articles of Association, a resolution to elect him as a Director of the Company will be proposed at the forthcoming Annual General Meeting.

Outlook

A year ago my predecessor wrote about the 10 year anniversary of Schroders as the Manager. It is pleasing to report continued outperformance since Schroders was appointed on 1 May 2003, with the share price total return over that period having increased to 680% at the year end.

Continued success cannot be guaranteed, particularly given the challenge highlighted in the Manager's Review of finding attractive new opportunities. However, whilst accepting that these are real challenges, not least as the oil price has recently collapsed and that next year has a UK General Election and a possible economic slowdown in Europe, your Board takes considerable comfort from the Manager's long term record. Your Board continues to believe in the longer term potential in UK mid caps and our Manager's ability to exploit it.

Annual General Meeting

The Company's Annual General Meeting will be held at 12.00 noon on Friday, 30 January 2015, and shareholders are encouraged to attend. The meeting will include a presentation by the Manager on the prospects for the UK market and the Company's investment strategy.

Eric Sanderson

Chairman

17 December 2014

Manager's Review

Performance

As noted in the Chairman's Statement, over the 12 months to 30 September 2014, the Company's net asset value on a total return basis rose by 8.9%. This compared with a 5.3% total return from the benchmark, the FTSE 250 (ex-Investment Companies) Index.

From 1 May 2003 (when Schroders took responsibility for the management of the portfolio) to 30 September 2013, the net asset value has produced a total return of 573% and the shares 680%, compared to 365% from the chain-linked benchmark over the same period.

As in previous years, the outperformance in the last year was stock-specific. The largest contributors to performance were two long term holdings that received takeover approaches - Kentz (construction project management) and CSR (wireless technology) - while there was also a strong contribution from Micro Focus (software) and Pace (set top boxes). The disappointments included Just Retirement (an annuity provider impacted by regulatory changes in the UK Budget), N. Brown (home shopping), and Pets At Home (a pet supply firm that was listed earlier in the year).

Market Background

Mid caps as a group continued to produce steady profits growth in the last year which, with capital spending remaining subdued, led to many increasing their dividend payments. Where the profits growth stood out, however, was in comparison to larger-sized UK companies. Aggregate profits of companies in the FTSE 100 index - where your Company does not invest - have been falling since 2011, in part because of the exposure to cyclical global industries like oil, mining and banking that have suffered from the challenging worldwide environment and sterling's strength. Mid caps have not been immune from either, but many have had enough pricing power and underlying volume growth to continue to grow.

The continued success of mid caps has also led to renewed corporate activity, both in terms of bid activity and of new companies being listed. We have been highly selective in investing in the latter, with only three having been added to the portfolio: Pets At Home and Just Retirement, which as mentioned above did not have a good start to their listed careers but where we remain positive, and SSP, a food retailer at railway stations and airports.

Portfolio Update

Apart from these IPOs, new purchases in the past year have included Northgate (van hire), Perform Group (digital media) and Alent (chemicals for PCBs and semiconductors). Disposals have included the holdings of Ashtead on its promotion to the FTSE 100 index, Derwent, and UBM.

Outlook

The optimism at the start of the year has been replaced with a range of concerns from the Middle East to the continuing slowdown in Europe. Close to home, the fluctuations in the political scene, from the Scottish referendum to voter fatigue with the three main parties, is creating a backdrop where the only certainty is uncertainty. Companies which have relied on cost cuts to grow profits are now finding that against an increasingly competitive market they are being forced to announce profit warnings and raise new equity to shore up balance sheets. The internet, which was overestimated in 2000 for what it was going to do, is now being underestimated for what it actually does to companies as it becomes an increasingly disruptive and deflationary force.

The recent precipitous fall in the oil price will put pressure on explorers, producers and their supply chain in 2015 as well as whole economies and many lenders. While $60 oil is not in our view sustainable, as it will drive major cutbacks in output, the process will prove painful.

Our strategy of buying companies with sound finances and some form of pricing power should stand us in good stead over the longer term. In addition, we remain vigilant on accounting, observing that many companies are reporting, and being remunerated, on adjusted earnings that bear little relation to statutory profits. Our vigilance, which enabled us to avoid two of the worst performers of last year, namely Serco and Balfour Beatty, remains a key focus.

Schroder Investment Management Limited

17 December 2014

Principal Risks and Uncertainties

The Board has adopted a matrix of key risks which affect its business and has put in place a robust framework of internal control which is designed to monitor those risks and to enable the Directors to mitigate them as far as possible. The matrix and the monitoring system, which have been in place throughout the year and which are reviewed annually by the Board, assist in determining the nature and extent of the risks the Board is willing to take in achieving its strategic objectives. The principal risks are considered to be as follows:

Investment Activity and Performance

An inappropriate investment strategy (for example in terms of asset allocation or the level of gearing) may result in underperformance against the market and the companies in the peer group. The Board monitors at each Board meeting the Manager's compliance with the Company's investment restrictions.

Financial Risk

The Company is exposed to the effect of market fluctuations due to the nature of its business. A significant fall in the UK stock markets would have an adverse impact on the market value of the Company's underlying investments. The Board considers the portfolio's risk profile at each Board meeting and discusses with the Manager appropriate strategies to mitigate any negative impact of substantial changes in the market.

The Company has in place a credit facility, currently in the amount of £15 million, which increases the funds available for investment through borrowing. Therefore, in falling markets, any reduction in the net asset value and, by implication the consequent share price movement, is amplified by the gearing. The Directors keep the Company's gearing under constant review and impose strict restrictions on borrowings to mitigate this risk. The Company's gearing continues to operate within pre-agreed limits so that gearing does not exceed 25%. As at 30 September 2014, the Company had net cash of 4.4% (2013: gearing of 2.0%). Details of the Company's credit facility are given in note 21 on page 38 of the 2014 Annual Report.

A full analysis of the financial risks facing the Company is set out in note 21 on pages 37 to 40 of the 2014 Annual Report.

Strategic Risk

Over time investment vehicles and asset classes can become out of favour with investors or may fail to meet their investment objectives. This may be reflected in a wide discount of the share price to underlying asset value. The Board considers the use of share buy backs on a regular basis and has adopted guidelines under which it is prepared to consider buying back the Company's shares. The Directors periodically review whether the Company's investment remit remains appropriate and continually monitor the success of the Company in meeting its stated objectives.

Accounting, Legal and Regulatory Risk

In order to continue to qualify as an investment trust, the Company must comply with the requirements of Section 1158 of the Corporation Tax Act 2010. Should the Company not comply with these requirements, it might lose investment trust status and capital gains within the Company's portfolio could, as a result, be subject to Capital Gains Tax.

Breaches of the UK Listing Rules, the Companies Act or other regulations with which the Company is required to comply, could lead to a number of detrimental outcomes and damage the Company's reputation. Breaches of controls by service providers, including the Manager, could also lead to reputational damage or loss.

The Board monitors at each Board meeting the Company's compliance with the UKLA Listing Rules, the Companies Act and other regulations with which the Company is required to comply.

Statement of Directors' Responsibilities

The Directors are responsible for preparing the Annual Report, the Strategic Report, the Report of the Directors, the Corporate Governance Statement, the Remuneration Report and the financial statements in accordance with applicable law and regulations.

Company law requires the Directors to prepare financial statements for each financial year. Under that law they have prepared the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period. In preparing these financial statements, the Directors are required to:

•        select suitable accounting policies and then apply them consistently;

•        make judgements and accounting estimates that are reasonable and prudent;

•        state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements respectively; and

•        prepare the financial statements on a going concern basis unless it is inappropriate to presume that the Company will continue in business.

The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that the financial statements and the Remuneration Report comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Each of the Directors, whose names and functions are set out in the inside front cover of this Report, confirms that, to the best of their knowledge:

•        the financial statements, which have been prepared in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), give a true and fair view of the assets, liabilities, financial position and net return of the Company;

•        the Strategic Report includes a fair review of the development and performance of the business and the position of the Company, together with a description of the principal risks and uncertainties that it faces; and

•        the Annual Report and Accounts, taken as a whole, are fair, balanced and understandable and provide the information necessary for shareholders to assess the Company's performance, business model and strategy.

Going Concern

The Directors believe that, having considered the Company's investment objective (see inside front cover of the 2014 Annual Report), risk management policies (see note 21 to the accounts on pages 37 to 40 of the 2014 Annual Report), capital management policies and procedures (see note 22 to the accounts on page 40 of the 2014 Annual Report), expenditure projections and the fact that the Company's investments comprise readily realisable securities which can be sold to meet funding requirements if necessary, that the Company has adequate resources, an appropriate financial structure and suitable management arrangements in place to continue in operational existence for the foreseeable future. For these reasons, they consider that there is reasonable evidence to continue to adopt the going concern basis in preparing the financial statements.

Income Statement    

for the year ended 30 September 2014

	2014			2013
	Revenue	Capital	Total	Revenue	Capital	Total
	£'000	£'000	£'000	£'000	£'000	£'000
Gains on investments held at fair value through profit or loss	-	12,323	12,323	-	44,409	44,409
Income from investments	4,353	-	4,353	3,619	132	3,751
Other interest receivable and similar income	15	-	15	154	-	154
Gross return	4,368	12,323	16,691	3,773	44,541	48,314
Investment management fee	(365)	(851)	(1,216)	(311)	(725)	(1,036)
VAT recoverable	-	-	-	106	69	175
Performance fee	-	(470)	(470)	-	(807)	(807)
Administrative expenses	(472)	-	(472)	(424)	-	(424)
Net return before finance costs and taxation	3,531	11,002	14,533	3,144	43,078	46,222
Finance costs	(19)	(46)	(65)	(43)	(99)	(142)
Net return on ordinary activities before taxation	3,512	10,956	14,468	3,101	42,979	46,080
Taxation on ordinary activities	(6)	-	(6)	(5)	-	(5)
Net return on ordinary activities after taxation	3,506	10,956	14,462	3,096	42,979	46,075
Return per share	9.70p	30.31p	40.01p	8.57p	118.91p	127.48p

The "Total" column of this statement is the profit and loss account of the Company. The "Revenue" and "Capital" columns represent supplementary information prepared under guidance issued by The Association of Investment Companies. The Company has no recognised gains and losses other than those included in the results above and therefore no separate statement of total recognised gains and losses has been presented.

All revenue and capital items in the above statement derive from continuing operations. No operations were acquired or discontinued in the year.

Reconciliation of Movements in Shareholders' Funds

for the year ended 30 September 2014

	Called-up		Capital		Share
	share	Share	redemption	Merger	purchase	Capital	Revenue
	capital	premium	reserve	reserve	reserve	reserves	reserve	Total
	£'000	£'000	£'000	£'000	£'000	£'000	£'000	£'000
At 30 September 2012	9,036	13,971	220	2,184	15,477	73,912	4,142	118,942
Net return on ordinary activities	-	-	-	-	-	42,979	3,096	46,075
Dividends paid in the year	-	-	-	-	-	-	(3,278)	(3,278)
At 30 September 2013	9,036	13,971	220	2,184	15,477	116,891	3,960	161,739
Net return on ordinary activities	-	-	-	-	-	10,956	3,506	14,462
Dividends paid in the year	-	-	-	-	-	-	(2,874)	(2,874)
At 30 September 2014	9,036	13,971	220	2,184	15,477	127,847	4,592	173,327

Balance Sheet

at 30 September 2014

	2014	2013
	£'000	£'000
Fixed assets
Investments held at fair value through profit or loss	165,837	164,359
Current assets
Debtors	944	2,907
Cash and short term deposits	7,583	6,737
	8,527	9,644
Current liabilities
Creditors: amounts falling due within one year	(1,037)	(12,264)
Net current assets/(liabilities)	7,490	(2,620)
Net assets	173,327	161,739
Capital and reserves
Called-up share capital	9,036	9,036
Share premium	13,971	13,971
Capital redemption reserve	220	220
Merger reserve	2,184	2,184
Share purchase reserve	15,477	15,477
Capital reserves	127,847	116,891
Revenue reserve	4,592	3,960
Total equity shareholders' funds	173,327	161,739
Net asset value per share	479.55p	447.49p

These accounts were approved and authorised for issue by the Board of Directors on 17 December 2014 and signed on its behalf by:

Eric Sanderson

Chairman

Cash Flow Statement

for the year ended 30 September 2014

	2014	2013
	£'000	£'000
Net cash inflow from operating activities	1,192	2,923
Servicing of finance
Interest paid	(70)	(173)
Net cash outflow from servicing of finance	(70)	(173)
Taxation
Taxation paid	(6)	(5)
Investment activities
Purchases of investments	(62,760)	(55,742)
Sales of investments	75,364	57,244
Special dividend received allocated to capital	-	132
Net cash inflow from investment activities	12,604	1,634
Dividends paid	(2,874)	(3,278)
Net cash inflow before financing	10,846	1,101
Financing
Bank loan repaid	(10,000)	-
Net cash outflow from financing	(10,000)	-
Net cash inflow in the year	846	1,101

Notes to the Accounts

1.         Accounting policies

The accounts are prepared in accordance with the Companies Act 2006, United Kingdom Generally Accepted Accounting Practice ("UK GAAP") and with the Statement of Recommended Practice "Financial Statements of Investment Trust Companies and Venture Capital Trusts" (the "SORP") issued by the Association of Investment Companies in January 2009. All of the Company's operations are of a continuing nature.

Sterling is the Company's functional currency and the presentational currency of the accounts.

The policies applied in these accounts are consistent with those applied in the preceding year.

The accounts have been prepared on a going concern basis. The disclosures on going concern in the Report of the Directors on page 17 of the 2014 Annual Report form part of the financial statements. The principal accounting policies adopted are set out below.

2.         Income

	2014	2013
	£'000	£'000
Revenue:
Income from investments:
UK dividends	4,329	3,565
UK property income distributions	24	54
Total income from investments	4,353	3,619
Other interest receivable and similar income:
Deposit interest	15	20
VAT reclaim interest	-	134
Total other interest receivable and similar income	15	154
	4,368	3,773
Capital:
Special dividends allocated to capital	-	132

3.         Management and performance fees

		2014			2013
	Revenue	Capital	Total	Revenue	Capital	Total
	£'000	£'000	£'000	£'000	£'000	£'000
Management fee1	365	851	1,216	311	725	1,036
VAT recoverable2	-	-	-	(106)	(69)	(175)
Performance fee1	-	470	470	-	807	807
	365	1,321	1,686	205	1,463	1,668

¹ The bases for calculating the management and performance fees are set out in the Report of the Directors on page 16 of the 2014 Annual Report.

² The VAT recoverable was in respect of the period 1 January 1990 to 4 December 1996.

4.         Dividends

(a)        Dividends paid and declared

	2014 £'000	2013 £'000
2013 final dividend paid of 5.45p (2012: 6.82p)	1,970	2,465
Interim dividend of 2.50p (2013: 2.25)	904	813
Total dividends paid in the year	2,874	3,278

	2014 £'000	2013 £'000
2014 final dividend declared of 6.00p (2013: 5.45p)	2,169	1,970

(b)        Dividends for the purposes of Section 1158 of the Corporation Tax Act 2010

The requirements of Section 1158 are considered on the basis of dividends declared in respect of the financial year as shown below. The revenue available for distribution by way of dividend for the year is £3,506,000 (2013: £3,096,000).

	2014 £'000	2013 £'000
Interim dividend of 2.50p (2013: 2.25p)	904	813
Final dividend of 6.00p (2013: 5.45p)	2,169	1,970
	3,073	2,783

5.         Return per share

	2014 £'000	2013 £'000
Revenue return	3,506	3,096
Capital return	10,956	42,979
Total return	14,462	46,075
Weighted average number of Ordinary shares in issue during the year	36,143,690	36,143,690
Revenue return per share	9.70p	8.57p
Capital return per share	30.31p	118.91p
Total return per share	40.01p	127.48p

6.         Net asset value per share

	2014	2013
Net assets attributable to the Ordinary shareholders (£'000)	173,327	161,739
Ordinary shares in issue at the year end	36,143,690	36,143,690
Net asset value per share	479.55p	447.49p

7.         Transactions with the Manager

The Company has appointed Schroder Unit Trusts Limited (the "Manager"), a wholly owned subsidiary of Schroders plc, to provide investment management, accounting and company secretarial services. If the Company invests in funds managed or advised by the Manager or any of its associated companies, those funds are excluded from the assets used for the purposes of the management fee calculation and therefore attract no fee. Under the terms of the AIFM Agreement, the Manager is also entitled to receive a secretarial fee and a performance fee. Details of these calculations are given in the Report of the Directors on page 16 of the 2014 Annual Report.

The management fee payable in respect of the year ended 30 September 2014 amounted to £1,216,000 (2013: £1,036,000) of which £300,000 (2013: £801,000) was outstanding at the year end. The secretarial fee payable for the year amounted to £117,000 (2013: £114,000) including VAT, of which £30,000 (2013: £85,000) was outstanding at the year end. A performance fee amounting to £470,000 (2013: £807,000) is payable for the year and the whole of this amount (2013: same) was outstanding at the year end.

No Director of the Company served as a director of any member of the Schroder Group, at any time during the year.

Status of announcement

2013 Financial Information

The figures and financial information for 2013 are extracted from the published Annual Report and Accounts for the year ended 30 September 2013 and do not constitute the statutory accounts for that year. The 2013 Annual Report and Accounts have been delivered to the Registrar of Companies and included the Report of the Independent Auditors which was unqualified and did not contain a statement under either section 498(2) or section 498(3) of the Companies Act 2006.

2014 Financial Information

The figures and financial information for 2014 are extracted from the Annual Report and Accounts for the year ended 30 September 2014 and do not constitute the statutory accounts for the year. The 2014 Annual Report and Accounts include the Report of the Independent Auditors which is unqualified and does not contain a statement under either section 498(2) or section 498(3) of the Companies Act 2006. The Annual Report and Accounts will be delivered to the Registrar of Companies in due course.

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.

 

END

 

 

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