Final Results

Electra Private Equity PLC 05 December 2006 TUESDAY 5 December 2006 ELECTRA PRIVATE EQUITY PLC Preliminary Results for Year ended 30 September 2006 • Continued growth in net asset value - up 29% over the year to 1,545p per share at 30 September 2006 - Unaudited net asset value per share at 30 November 2006 of 1,551p • Share price outperformance relative to FTSE All-Share Index - Electra rose by 23.2% versus an Index increase of 11.1% over the year • Busy year of investment activity - £257 million realised and £131 million invested plus outstanding commitments to invest of £133 million at 30 September 2006 • Special dividend of 17p per share reflecting high level of distributable revenue • New investment strategy to return to full investment of capital resources in private equity approved in October 2006. Commenting on the Results, Sir Brian Williamson, Chairman, said: 'The year has been one of great achievement for Electra with excellent results, the completion of a major business review and shareholders' approval for a strategy which returns Electra to full investment of its capital resources in private equity.' For further information: Sir Brian Williamson, Chairman, Electra Private Equity PLC 020 7306 3883 Hugh Mumford, Managing Partner, Electra Partners LLP 020 7214 4200 Nick Miles, M: Communications Limited 020 7153 1535 Net Asset Value Per Share 30 September 30 September 30 November 2006 2005 2006 Net asset value per share 1,545p *1,197p 1,551p Increase since 30 September 2005 29.0% Increase in FTSE All-Share Index 11.1% since 30 September 2005 * As restated for IFRS as explained in the Basis of Accounting The unaudited net asset value per share at 30 November 2006 was calculated on the basis of the net asset value at 30 September 2006 adjusted to reflect the purchases and sales of investments, currency movements and market values on that day in respect of listed investments and unlisted investments where these are valued by reference to quoted prices. A copy of the Chairman's Statement, Manager's Review and the Preliminary Announcement are attached. The figures and financial information for the year ended 30 September 2006 do not constitute the statutory financial statements for that year. Those financial statements have not yet been delivered to the Registrar, nor have the Auditors yet reported on them. The figures and financial information for the year ended 30 September 2005 which have been restated under IFRS do not constitute the statutory financial statements for that year. The financial statements in respect of the year ended 30 September 2005 have been delivered to the Registrar and included the Auditors' Report which was unqualified and did not contain a statement under either section 237(2) or section 237(3) of the Companies Act 1985. The Report and Accounts will be sent to shareholders in January 2007 and will thereafter be available from the Company's registered office at Paternoster House, 65 St Paul's Churchyard, London EC4M 8AB. The Annual General Meeting will be held on Thursday 8 February 2007 at the Barber-Surgeons' Hall, Monkwell Square, London EC2 at 12 Noon. CHAIRMAN'S STATEMENT Overview of Year Electra has once again had a successful year with strong net asset value growth, share price performance and a busy period of investment activity. Towards the end of the financial year the Board undertook a review of Electra's market, its investment management and its investment strategy. Subsequently, shareholders approved the Board's proposals to adopt a new investment strategy whereby Electra returned to full investment of its capital resources in private equity, complemented by ongoing share buybacks and the active management of its capital position. Results The net asset value per share increased over the year by 29% from 1,197p per share to 1,545p per share. Inclusive of the special dividend of 20p per share paid in March 2006, Electra achieved a total return to shareholders of 31% for the year to 30 September 2006. Over the same period the FTSE All-Share Index increased by 11.1% and Electra's share price rose by 23.2%. Investment Activity Realisations continued at a significant level with aggregate proceeds of £257 million over the year. £131 million was invested and there were outstanding commitments to invest in new portfolio investments and private equity funds of £133 million at 30 September 2006. New portfolio investments during the year included SAV Credit, Bizspace and Vent-Axia. In addition, Electra invested in the secondary buy-out of Amtico following the successful sale of its original holding and in the refinancing and restructuring of Capital Safety Group I. Full details of the investment activity are included in the Manager's Report. Update of Investment Strategy and Terms of Appointment of Electra Partners Since the change of investment strategy in April 1999, Electra has created significant value for shareholders. In the period from 1 April 1999 to 30 September 2006, Electra sold investments realising a total of £2.2 billion, made further investments of £0.7 billion and returned a total of £1.2 billion in cash to shareholders through tender offers and on-market share buybacks. Over the same period, Electra's cash position moved from borrowings of £600 million to a net liquid assets position of £238 million. During this period Electra's net asset value increased by 96.5%, which compares with a rise in the FTSE All-Share Index of 2.4% over the same period. In order to build on this strong track record of value creation, the Board undertook a review of Electra's market, its Investment Manager and its investment strategy. Following this review, the Board considered that Electra had strong potential to continue to create significant value for shareholders. In order to best achieve this the Board proposed that shareholders approve a new investment strategy, whereby Electra returns to full investment of its capital resources in private equity, complemented by ongoing share buybacks and the active management of its capital position. The Board also proposed that Electra Partners LLP, a new limited liability partnership formed by the existing senior management team, be appointed as Electra's Manager. Contractual and compensation arrangements were negotiated with Electra Partners to reflect the new long term investment strategy for Electra and to ensure that arrangements were in line with current market practice. The Board was assisted in this process by Lazard and MM&K (an independent firm of strategic remuneration consultants) and approval was given by shareholders to these proposals at the Extraordinary General Meeting held on 12 October 2006. Electra's Objectives Following approval of these proposals Electra will target a rate of return on equity of between 10% and 15% per annum over the long-term. Electra will aim to achieve this target rate of return by: • exploiting a track record of successful private equity investment; • utilising Electra's inherent competitive advantages as an investor; • exploiting the proven skills of Electra Partners' senior management team with its strong record of dealflow generation and long-term presence in the private equity market; • investing in a number of value creating transactions with a balanced risk profile across a broad range of investment sectors through a variety of financial instruments; • effecting ongoing on-market share buybacks to generate shareholder value; • actively managing its capital position and gearing in light of prevailing market conditions. Further Authority to Buy Back Shares During the year ended 30 September 2006 Electra made on-market purchases at a cost of £64.3 million and cancelled 4.78 million shares. Authority was given at the Extraordinary General Meeting to buy back and cancel up to a further 5.8 million shares (representing 14.99% of the shares in issue). This authority will cease at the Annual General Meeting which has been convened for 8 February 2007. Directors will seek to renew this general authority at the forthcoming Annual General Meeting. Special Dividend In the year ended 30 September 2006, Electra again received distributable revenue at a level which requires it as an investment trust to pay a dividend. Accordingly the Board is proposing a special dividend of 17p per share which will be paid on 9 March 2007 to shareholders on the Register of Members at the close of business on 9 February 2007 subject to approval by shareholders at the forthcoming Annual General Meeting. This is the second year in which a dividend has been proposed for this reason. However, this is not a variation in the policy of maximising capital growth and the Board would not expect dividend payments to continue on a regular basis once a substantial proportion of Electra's capital resources are once again invested in private equity transactions. Board of Directors With the review of the investment strategy and management arrangements completed, it is now appropriate to refresh the membership of the Board. I indicated in my interim statement that this process was in hand and, since then, the Nomination Committee has interviewed a number of candidates. The Board hopes to make an announcement on Board composition in the near future. All current Directors with the exception of Professor Sir George Bain will retire and offer themselves for re-election at the forthcoming Annual General Meeting. Financial Statements Electra's financial statements for the year ended 30 September 2006 have been prepared for the first time under the International Financial Reporting Standards ('IFRS'). The major impact of IFRS for Electra in this year related to the accounting treatment of the special dividend which was paid in March 2006 and to the format of the financial statements. Private Equity Investment Trusts ('PEIT') Private equity is an increasingly attractive and dynamic asset class. In its recent discussion paper, the Financial Services Authority acknowledges that many investors have difficulty in accessing private equity, although one of the ways to do so is through PEITs. Electra is a substantial PEIT which offers this opportunity. Outlook The year has been one of great achievement for Electra with excellent results, the completion of a major business review and shareholders' approval for a strategy which returns Electra to full investment of its capital resources in private equity. The Board believes that Electra Partners, with its strong track record and investment capability, has the best team to maximise returns on the existing portfolio and to implement the new strategy. Electra, with its differentiated investment approach, has a good market position and provides shareholders with simple and liquid access to private equity. Sir Brian Williamson Investment Portfolio Analysis Excluding Investments in Floating Rate Notes Summary of Changes to Investment Portfolio Year ended 30 September 2006 2005 2004 £'000 £'000 £'000 Opening valuation 353,274 413,088 679,611 Investments 130,669 82,365 48,361 Realisations (257,084) (250,030) (392,405) Net capital increase 153,300 107,851 77,521 Closing valuation* 380,159 353,274 413,088 * The valuations at 30 September exclude accrued income (2006: £5,874,000; 2005: £17,024,000; 2004: £15,773,000). In the year to 30 September 2006, Electra's net asset value increased from 1,197p to 1,545p per share, an increase of 29%. This compares to an increase of 31% and 20% in the previous two years. Over the last three years the net asset value per share has risen by 103%. The performance continues to be driven by buoyant market conditions for realisations, which have enabled Electra to successfully realise investments for cash proceeds exceeding £900 million in the three year period, generating profits of over £300 million. Partly as a result of the exceptional level of cash receipts in the past three years, Electra has become increasingly liquid and at 30 September 2006 held net liquid assets primarily in the form of floating rate notes of £238 million. The total portfolio at 30 September 2006 thus comprised £380 million of investments, excluding accrued income, and £238 million of net liquid assets. The restrictions on new investments which have been in force since 2001 have also contributed to the position of relatively high liquidity. Over the year, investments were completed to a value of £131 million, compared to £82 million in the previous year. At 30 September 2006 there were outstanding commitments to invest of £133 million. Realisations from the portfolio amounted to £257 million, generating proceeds equivalent to 73% of the opening value of the portfolio. On average, realisations were achieved at prices which exceeded book value by 95%. For the first time in seven years, the total value of the investment portfolio increased as a result of new investment and value increases exceeding realisations. At 30 September 2006, the portfolio comprised direct investments in 55 companies with a value of £313 million together with investments in 34 private equity funds with a value of £67 million. Of the direct investments, those with an aggregate value of £63 million were quoted on a recognised stock exchange but subject to restrictions on sale. Geographically, 78% of the portfolio was situated in the UK and Europe, 13% in the USA, 7% in Asia and 2% in South America. Current Operations and Outlook The year has seen significant changes in the composition of Electra's portfolio. Although the level of investment continues to increase, cash generated from realisations gave rise to an increase of £53 million in short term liquidity after funding investment of £131 million and returns to shareholders of £73 million in the form of a special dividend and on-market share buybacks. With the removal of restrictions on new investment, it is anticipated that the rate of investment will increase further in contrast to the level of realisations, which will fall as a result of the change in age profile of the portfolio. This will lead to a reversal in Electra's current liquid position as the investment portfolio increases. Electra is currently receiving attractive investment opportunities despite conditions in the private equity market which remain very competitive. Furthermore, the ability to adopt a flexible approach enables Electra to maximise the benefits from these investment opportunities. Electra is therefore in a good position to add new investments with potential to a portfolio which is already well positioned for further growth. Investment Portfolio Review Investments Electra invested £131 million in the year and at 30 September 2006 had outstanding commitments to invest of £133 million. Investments and commitments taken together represented a marked step up in investment activity and compared to investments and commitments of £82 million and £70 million made in the previous year. Since 2001 Electra's investment strategy has restricted the funds available for investment. Such restrictions have gradually decreased as the pre-2001 portfolio has been realised, with the result that the investment rate has increased in each of the last three years. Following approval at the Extraordinary General Meeting held on 12 October 2006, all restrictions on new investment have been removed. The investments made by Electra in the year of £131 million were made up of £104 million in direct investments and £27 million in private equity funds. Direct investments included £18 million in the refinancing of Capital Safety Group II and £23 million in the secondary buyout of Amtico. While these investments had previously been held by Electra, the refinancing and restructuring provided excellent opportunities to reinvest in a cost effective manner while continuing to benefit from the growth of these companies. Other direct investments included £16 million in the buyout of Vent-Axia, the UK market leader in the manufacture of residential and commercial ventilation fans, £15 million in SAV Credit, to finance the expansion of this company in the sub-prime credit market, and £13.7 million in Bizspace, which provides low cost, flexible workspace occupied on short term licences. Of the £27 million invested in private equity funds, £12.6 million was invested in the Electra European Fund II (now Cognetas Fund II) with the balance being invested primarily in three other funds. Electra's investment policy includes taking strategic positions in funds where the relationship is likely to give rise to significant co-investment and co-underwriting opportunities. Total undrawn commitments to funds at 30 September 2006 amounted to £95 million. Realisations Realisations from the portfolio during the year amounted to £257 million. The substantial level of realisations reflected the strength of the private equity market which continued throughout the year. Prices achieved on realisation were above expectations and, in overall terms, proceeds from realisations exceeded the book value at the beginning of the year by 95%. Largest Realisations Company Valuation at 30 September Proceeds from Disposal* 2005 £'m £'m Inchcape Shipping *38.9 102.0 Services Capital Safety Group I **55.6 ***59.0 Amtico 17.3 36.8 Tensar - ****17.0 111.8 214.8 * Includes accrued interest of £0.2 million ** Includes accrued interest of £15.0 million *** Proceeds include interest of £15.5 million **** Proceeds include interest of £2.9 million The most significant realisation related to the investment in Inchcape Shipping Services, which was sold in January 2006 providing net proceeds to Electra of £102 million, 162% higher than the carrying value at 30 September 2005 which demonstrates the value that can be achieved in the current marketplace in a well controlled and competitive auction. The proceeds of £102 million compare to a book value of the investment at 30 September 2005 of £38.7 million. The original cost of the investment in 1999 was £17 million and the subsequent further investment of £10 million was repaid by Inchcape Shipping Services prior to the final sale. The refinancing and restructuring of Capital Safety Group I resulted in proceeds to Electra of £59 million, which included interest payments of £15.5 million, accounted for through the revenue account. As well as the proceeds, Electra acquired a significant stake in the restructured company. In August, Electra sold its investment in Amtico to another financial investor resulting in proceeds to Electra of £36.8 million. The rate of return to Electra over the eleven years in which the investment was held was just over 14% per annum and the proceeds, together with previous loan repayments, provided a multiple of 3.5 times the original investment. The other significant sale was that of Tensar, where total proceeds amounted to £17 million. This investment had previously been provided against in full, in view of the company's potential exposure to a legal action. Performance The investment portfolio performed very strongly in the year to 30 September 2006, driven principally by the high level of realised gains. Over the year, changes in value to the portfolio gave rise to a net capital increase of £153 million, a percentage appreciation of 43.4%. Of these gains, £124 million represented realised profits on the sale of investments and a further £10 million resulted from share price movements of restricted listed securities held at the end of the financial year. The remaining £19 million represented the net increase in unrealised appreciation in respect of unlisted investments held at the end of the year. Total increases in unrealised appreciation amounted to £25 million offset by valuation decreases of £6 million. A significant portion of the realised gains was accounted for by the sale of Inchcape Shipping Services and Amtico, which provided gains of £63 million and £20 million respectively. Largest Valuation Changes Company £'m % Inchcape Shipping Services 63.1 162 Amtico 19.5 113 Tensar * 17.0 - Dinamia 6.3 58 Capital Safety Group II 5.8 31 Hemingway 5.3 118 * Includes income recognised on realisation Increases in unrealised appreciation were made in respect of ten investments, the largest relating to Electra's investments in Capital Safety Group II, Greenpark and Baxi. Increases of £5.8 million in Capital Safety Group II and £4.3 million in Baxi were made to reflect strong operating performance. The increase in value of Greenpark, a company engaged in the production of electricity from coal mine methane, reversed a provision previously made against the cost of the investment. Valuation reductions were made in the case of four investments for a total of £6 million of which £4.9 million related to Prize Foods which was fully provided against after a disappointing trading performance. Consolidated Income Statement For the year ended 30 2006 *Restated September 2005 Revenue Capital Total Revenue Capital Total £'000 £'000 £'000 £'000 £'000 £'000 Net gains on investments 33,484 143,579 177,063 49,443 96,906 146,349 Profits on revaluation of - 6,122 6,122 - (2,472) (2,472) foreign currencies 33,484 149,701 183,185 49,443 94,434 143,877 Other income 2,437 - 2,437 2,374 - 2,374 Priority profit share paid to (10,681) - (10,681) (8,964) - (8,964) general partners Other expenses (3,539) (645) (4,184) (2,603) 512 (2,091) Net Profit before Finance Costs and Taxation 21,701 149,056 170,757 40,250 135,196 4,946 Finance costs (8,799) - (8,799) (6,140) - (6,140) Profit on Ordinary Activities before 12,902 149,056 161,958 34,110 94,946 129,056 Taxation Taxation Expenses (4,286) (7,208) (11,494) (5,217) (480) (5,697) Profit after Taxation 8,616 141,848 150,464 28,893 94,466 123,359 Attributable to Equity 8,616 141,848 150,464 28,893 94,466 123,359 Shareholders Basic and Diluted Earnings per Ordinary Share 20.58p 338.80p 359.38p 64.09p 209.54p 273.63p The Total column of this statement represents the Group's Income Statement prepared in accordance with IFRS and the Companies Act. The supplementary Revenue and Capital columns are both prepared under guidance published by the Association of Investment Companies. The amounts dealt with in the Consolidated Income Statement are all derived from continuing activities. 2006 2005 Number of Ordinary Shares in issue at 30 September 38,722,687 43,507,687 * As restated for the adoption of IFRS, as explained within the Basis of Accounting. +----------------------------+--------+-------+--------+-------+-------+-------+ |Dividends Paid | | | 2006| | | 2005| | | | | | | | | |Total paid (£'000) | | | 8,592| | | -| | | | | 20p| | | -| |Per share | | | | | | | +----------------------------+--------+-------+--------+-------+-------+-------+ Consolidated Statement of Changes in Equity For the year ended 30 September 2006 2005 £'000 £'000 Total equity at 1 October * 520,883 426,723 Adoption of IAS 39 ** 1,239 - Profit after Taxation 150,464 123,359 Special dividend *** (8,592) - Exchange differences arising on (1,445) 478 consolidation Repurchase of own shares (64,257) (29,677) Total Equity Shareholders' Funds at 30 598,292 520,883 September * As restated for the adoption of IFRS, explained within the Basis of Accounting. ** Opening balance at 1 October 2005 has been restated for IAS 39 such that listed investments have been valued at bid rather than mid price and marketability discounts have not been applied. *** Special dividend paid of 20p per share after share buy-back of 550,000 ordinary shares on 6 February 2006. Consolidated Balance Sheet * Restated As at 30 Sept 2006 As at 30 Sept 2005 £'000 £'000 £'000 £'000 Non-Current Assets Investments held at fair value: Unlisted and listed 386,033 370,298 Floating rate notes 394,201 265,595 780,234 635,893 Current Assets Trade and other receivables 1,481 12,847 Cash and cash equivalents 9,875 62,610 11,356 75,457 Current Liabilities Trade and other payables 15,591 15,556 Net Current (Liabilities)/Assets (4,235) 59,901 Total Assets less Current Liabilities 775,999 695,794 Bank loans 165,823 157,248 610,176 538,546 Provision for liabilities and charges 11,884 17,663 Net Assets 598,292 520,883 Capital and Reserves Called-up share capital 9,681 10,877 Share premium 24,147 24,147 Capital redemption reserve 33,594 32,398 Translation reserve (453) 478 Realised capital profits 645,107 584,240 Unrealised capital losses (136,980) (154,430) Revenue reserves 23,196 23,173 588,611 510,006 Total Equity Shareholders' Funds 598,292 520,883 Net asset value per ordinary share 1,545.07p 1,197.22p * As restated for the adoption of IFRS, as explained within the Basis of Accounting. Consolidated Cash Flow Statement * Restated For the year ended 30 September 2006 2005 £'000 £'000 £'000 £'000 Operating Activities Purchases of investments (457,865) (307,484) Amounts paid under incentive (13,691) (2,346) schemes Sales of investments 460,114 365,797 Dividend received 14,560 2,817 Other investment income received 28,323 44,792 Interest received 2,139 2,066 Other received 297 307 Expenses paid (13,407) (11,222) Taxation paid (7,380) - Net Cash Inflow from Operating 13,090 94,727 Activities Financing Activities Bank loans drawn 71,680 47,424 Bank loans repaid (56,680) (52,424) Repurchase of own shares (64,257) (38,848) Loans received - 5,248 Finance costs (7,451) (5,337) Other finance costs (222) (803) Dividend paid (8,592) - Net Cash Outflow from Financing (65,522) (44,740) Activities Changes in cash and cash (52,432) 49,987 equivalents Cash and cash equivalents at 1 62,610 12,880 October Translation difference (303) (257) Cash and cash equivalents at 30 9,875 62,610 September * As restated for the adoption of IFRS, as explained within the Basis of Accounting. Basis of Accounting The Accounts have been prepared in accordance with the accounting policies set out in Electra's Interim Report for the six months ended 31 March 2006 which was posted to shareholders in June 2006 and which is available on the Company's website (www.electraequity.com). Electra has applied these policies for the first time in the Accounts for the year ended 30 September 2006 in accordance with the International Financial Reporting Standards, as adopted by the European Union ('IFRS'), and in accordance with those parts of the Companies Act 1985 applicable to companies reporting under IFRS. The Accounts have been prepared under the historical cost basis of accounting, modified to include the revaluation of certain assets. Change of Accounting Policy Prior to the adoption of IFRS the Accounts of the Group had been prepared in accordance with United Kingdom accounting standards (UK GAAP). UK GAAP differs in certain respects from IFRS and certain accounting and valuation methods have been amended when preparing these Accounts, to comply with IFRS. The comparative figures in respect of 2005 have been restated to reflect these amendments. The UK GAAP accounting policies in respect of financial instruments as applied at 30 September 2005 have continued to be used for the comparative financial information, as permitted under IFRS 1. A reconciliation and description of the effect of the transition from UK GAAP to IFRS on the Group reported financial position, financial performance and cash flows is set out below. Year to 30 September 2005 £'000 Transfer to Reserves for the period under UK GAAP 115,135 Transfer to Translation Reserve* (478) Special dividend ** 8,702 Profit After Taxation Under IFRS 123,359 30 September 2005 1 October 2004 £'000 £'000 Total equity shareholders' funds under UK 512,181 426,723 GAAP Special dividend ** 8,702 - Total equity shareholders' funds under 520,883 426,723 IFRS Year to 30 September 2005 £'000 Change in cash under UK GAAP (11,256) Short term deposits *** 61,243 Change in cash and cash equivalents under IFRS 49,987 * Foreign currency differences arising on retranslation of assets and liabilities of foreign operations are recognised directly in the Translation Reserve under IFRS. ** Under IFRS dividends declared after the Balance Sheet date are not recognised as a liability at the Balance Sheet date. *** For the purposes of the Cash Flow Statement, short term deposits are classified as cash equivalents under IAS 7, whilst they were included as liquid resources under UK GAAP. IFRS has not significantly changed any of the cash flows of the Group. ----- E N D ----- This information is provided by RNS The company news service from the London Stock Exchange
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