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Avi Global Trust PLC

Annual Report Jun 5, 2024

4592_ir_2024-06-05_0fbe6d90-014f-448c-9023-cfb4b40054bb.pdf

Annual Report

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Offering a unique perspective

Half Year Report 2024

Established in 1889, the Company's investment objective is to achieve capital growth through a focused portfolio of investments, particularly in companies whose shares stand at a discount to estimated underlying net asset value.

TOTAL ASSETS† £1.1 billion*

ANNUALISED NAV TOTAL RETURN†

11.8%**

EXPENSE RATIO†

0.88%

  • * As at 31 March 2024.
  • ** Source: Morningstar, performance period 30 June 1985 to 31 March 2024, total return net of fees, GBP. The current approach to investment was adopted in 1985.
  • † For definitions, see Glossary on pages 23 and 24.

CONTENTS

  • 01 Financial Highlights
  • 01 Performance Summary
  • 02 Chairman's Statement
  • 03 Investment Manager's Report
  • 10 Investment Portfolio
  • 12 Statement of Comprehensive Income
  • 13 Statement of Changes in Equity
  • 14 Balance Sheet
  • 15 Statement of Cash Flows
  • 16 Notes to the Financial Statements
  • 22 Principal Risks and Uncertainties
  • 22 Directors' Responsibility Statement

@AVIGlobalTrust AVIGlobalTrust

  • 23 Glossary
  • 25 Shareholder Information
  • 25 Company Information

Retail Investors Advised by IFAs

AVI Global Trust Plc ('AVI Global Trust' or 'the Company') currently conducts its affairs so that its shares can be recommended by Independent Financial Advisers ('IFAs') in the UK to ordinary retail investors in accordance with the Financial Conduct Authority rules in relation to non-mainstream investment products and intends to continue to do so. The shares are excluded from the Financial Conduct Authority's restrictions which apply to non-mainstream investment products because they are shares in an authorised investment trust.

The Company is an Alternative Investment Fund ('AIF') under the European Union's Alternative Investment Fund Managers' Directive ('AIFMD'). Its Alternative Investment Fund Manager ('AIFM') is Asset Value Investors Limited ('the Investment Manager'). Further disclosures required under the AIFMD can be found on the Company's website: www.aviglobal.co.uk.

ISA Status

The Company's shares are eligible for Stocks & Shares ISAs.

We maintain a corporate website containing a wide range of information of interest to investors and stakeholders: www.aviglobal.co.uk

FINANCIAL HIGHLIGHTS

  • Net asset value ('NAV') total return per share increased +13.9%
  • Share price total return +16.0%
  • Benchmark index† increased on a total return basis +16.1%
  • Interim dividend maintained at 1.2p

PERFORMANCE SUMMARY

Six months to
31 March 2024
Six months to
31 March 2023
Net asset value per share (total return)1* +13.9% +5.3%
Share price total return* +16.0% +5.5%
31 March
2024
31 March
2023
Discount* (difference between share prices and net asset value)2 9.4% 10.4%
Six months to
31 March 2024
Six months to
31 March 2023
Earnings and Dividends
Investment income £9.99m £9.40m
Revenue earnings per share 1.38p 1.28p
Capital earnings per share 30.28p 9.42p
Total earnings per share 31.66p 10.70p
Ordinary dividends per share 1.20p 1.20p
Expense Ratio (annualised)*
Management, marketing and other expenses as a percentage of average shareholders' funds 0.88% 0.84%
High Low
Period Highs/Lows
Net asset value per share 252.88p 207.84p
Net asset value per share (debt at fair value) 255.40p 211.81p
Share price (mid market) 231.50p 187.80p

1 As per guidelines issued by the Association of Investment Companies ('AIC'), performance is calculated using net asset values per share inclusive of accrued income and debt marked to fair value.

2 As per guidelines issued by the AIC, the discount is calculated using the net asset value per share inclusive of accrued income and with the debt marked to fair value.

Buybacks

During the six months ended 31 March 2024 the Company purchased 11,596,895 Ordinary Shares for cancellation for an aggregate consideration of £24,245,000 adding +0.2% to AGT's NAV.

*Alternative Performance Measures

For all Alternative Performance Measures included in this Report, please see definitions in the Glossary on pages 23 and 24.

† MSCI All Country World Index, please refer to the Glossary on page 23 for further information.

Chairman's Statement

Having traded in a range of approximately 180p-200p since the beginning of 2022, the share price increased steadily following a dip in October 2023 and ended the period at over 230p. Over the six months from 30 September 2023 to 31 March 2024, the share price total return1 was +16.0%, while the NAV total return1 was +13.9%, a commendable return which was driven by some notable successes which are described in more detail in the Investment Manager's Report.

Over the six months under review, stock markets reacted positively to macroeconomic news, which was better than had previously been expected, with fears of recession and inflation abating. Market returns were driven both by this news and by continued excitement around the prospects for Artificial Intelligence ('AI'), which drove up the share prices of a small number of very large companies which form a high proportion of our benchmark index. The return on our comparator benchmark, the MSCI AC World Index, was +16.1% over the six-month period. Our Investment Manager has a broad-based approach and focuses on investing in companies which, in general, combine growth prospects with attractive share price valuations and, while not focusing on the fashionable parts of the market, was able to deliver strong returns for shareholders.

Revenue and dividend

Revenue earnings for the period were 1.38p per share. The Board has elected to pay an interim dividend of 1.2p per share, which is the same as last year. The Board recognises that a dividend which is steady and able to rise over time is attractive to many shareholders and, while we do aim to grow the dividend over time, I would like to repeat my previous statement that the portfolio is managed primarily for capital growth.

Share price rating and marketing

AGT has a substantial marketing budget and the Board works closely with AVI as it seeks to generate demand for the shares. Each month AVI produces an informative fact sheet which is available on our website and I encourage you to register on the site to receive these when they are published. AVI is also active in the media – both traditional and increasingly social media – as we seek to promote our investment proposition to a growing investor base. The Board is pleased to note that our marketing efforts have resulted in a substantial increase over time in the number of shares owned via retail investment platforms, and indeed these platforms make up four of our top five shareholders.

In common with many investment trusts, our shares continued to trade at a frustratingly persistent discount. We use share buybacks when the discount is unnaturally wide and when the Board believes that buying back shares is in the best interests of shareholders. This is also an approach that our Investment Manager encourages for many of our investee companies. There are periods when we buy back shares on most working days and, during the six months under review, 11.6 million shares were bought back, representing 2.3% of the shares in issue as at the start of the period. As well as benefiting shareholders by limiting the discount at which they could sell shares if they so wish, buying back shares at a discount also produced an uplift in value to the benefit of continuing shareholders, of approximately 0.2%.

In April we announced that Panmure Gordon had been appointed as the Company's corporate broker. We look forward to working with the team at Panmure Gordon, particularly in seeking to find new shareholders. I would also like to thank our previous corporate brokers, Jefferies, for their help and support over the last several years.

In the 2023 Annual Report I raised the issue of the unintended consequences on the investment trust industry of recent regulatory pronouncements relating to Consumer Duty in respect of cost disclosures. In particular, the inclusion of costs embedded in our underlying investee funds in the overall cost figures disclosed in relation to your Company is misleading. The apparent lack of understanding associated with this disclosure and the consequent misinterpretation puts us at an unreasonable disadvantage when it comes to assessing the value of investing in the Company. This could lead to a reduced demand for our shares. For example, the Board is aware that both the potential for new investment in the Company and the reinvestment of dividends issued by the Company have been blocked for investors using the fidelity.co.uk platform. We have requested the management of the Fidelity platform to explain the reasons that have caused them to suspend investment in your Company's shares on their platform. Rest assured we have taken this extremely seriously and have raised the issue and in particular the lack of transparency with the Financial Conduct Authority and our trade body the AIC. More broadly, efforts also continue to find a solution to correct the misleading approach to cost disclosure by putting pressure on government and regulators. We remain hopeful that the result will be a fair and logical outcome although recognise that the UK General Election may cause delays in any decisions to change the disclosure regime.

Annual general meeting

All resolutions at the Company's AGM on 20 December 2023 were passed by a large majority and I would like to thank shareholders for their continuing support. It was good to meet a number of shareholders at the meeting. We welcome the opportunity to engage with shareholders and if you have any questions or points that you would like to raise with the Board, please send an email to aviglobal\[email protected] or write to: The Company Secretary, AVI Global Trust PLC, 65 Gresham Street, London EC2V 7NQ.

Outlook

Stock market returns over the six months under review were very strong but I would caution that economies and markets are not immune from further headwinds. While better than expected economic news helped to propel markets, there is a risk of setbacks and the geopolitical background remains unstable, both of which could cause markets to fall.

Against this background our Investment Manager describes a number of opportunities for growth in the investment portfolio. Their focus on acquiring stakes in companies at attractive valuations has proven resilient and their persistence in pursuing value was demonstrated, for example, by the takeover bids for Hipgnosis Songs Fund in April. As ever, there will be unexpected events along the way but we are optimistic that the portfolio and investment process are well set to continue delivering attractive returns.

Graham Kitchen Chairman

4 June 2024

Investment Manager's Report

PERFORMANCE REVIEW

Your Company's NAV is some +23% higher than when we wrote to you this time last year. At the time sentiment was dour; investors were fretting as to the potential fallout from the collapse of Silicon Valley Bank; inflation remained stubbornly high; and the deeply inverted yield curve was flashing red that the most anticipated recession in recent history was about to bite.

A year on and there has been no real contagion from the regional banking crisis, with the actions of the United States Federal Reserve having ensured financial stability. The picture on inflation has certainly improved, but we are not off the mountain just yet. And a recession remains the watched pot that hasn't boiled, with the economy proving much stronger than many had anticipated.

These better-than-expected developments, combined with strong share price performance of a narrow-band of US technology companies, that are thought to be beneficiaries of AI, has propelled markets to new all-time highs.

For the interim period since September, AGT has produced a NAV total return of +13.9%. This was slightly behind the performance of our comparator benchmark, the MSCI AC World Index (£), which returned +16.1%.

From the very wide levels observed in October 2023 – when the portfolio weighted average discount hit 37.0% – discounts have started to narrow, such that the weighted average discount at period end stands at 31.5%. We have taken advantage of this, fully exiting positions in Pershing Square Holdings and Godrej Industries, and reducing positions in strong performers, Schibsted, FEMSA, KKR and Apollo.

KKR was the standout performer adding +253bps to returns. Having initiated a position in the company in 2020, we have held a decidedly different view to the market on the durability of the company's earnings power and growth prospects. The market has been coming round to our way of thinking, with the shares up by +319% over that time, and we have been reducing the position.

We continue to believe this is a stock picker's market, and a market where a focus on events, catalysts, and activism to crystallise value is important. Illustrative of this is Schibsted, which has undergone significant structural simplification (detail below) and was one of the strongest performers over the period.

Over the six-month period we have been adding to News Corp, D'Ieteren, Bollore and Entain, all of which have attractive underlying fundamentals and NAV growth prospects combined with potential catalysts.

Despite Hipgnosis Songs Fund being a detractor over the interim period and requiring a lot of work and intensive engagement from our investment team, a takeover battle subsequent to the period end has resulted in an excellent outcome for shareholders. We expand on this on page 9 of this report.

Contributors and Detractors for the six months ending 31 March 2024

Contribution†
Contributors
KKR and Co 2.53%
Schibsted 'B' 1.77%
D'Ieteren Group 1.21%
Godrej Industries 1.08%
News Corp 1.07%

Detractors

-0.82%
-0.52%
-0.46%
-0.39%
-0.12%

More generally, over the last 18 months our exposure to closed-end funds has increased. There is a structural lack of interest in such companies, almost entirely for non-fundamental reasons, and we believe this to be an attractive opportunity set with discounts at wide levels where we can add value through activism.

The opportunity for engagement in Japan also remains compelling. Longterm readers of our reports will know that we have spent a significant amount of focus on Japanese small-cap equities since 2016/17, when it became clear to us that the winds of change had begun to blow, and that the corporate governance reform agenda had gained critical momentum.

2023 was something of a (re) coming out party for Japanese equities – which are becoming increasingly relevant again to international equity investors, who have grown to appreciate the very clear agenda of the Tokyo Stock Exchange ('TSE') and other authorities in unlocking corporate value. As is to be expected, flows have concentrated on larger cap companies, which have outperformed smaller caps. For unhedged international investors (such as ourselves) the continued depreciation of the Yen has proved a headwind. We do not expect this to persist indefinitely.

Far from the madding crowd of increasingly concentrated equity markets, it remains an exciting and fruitful time for our approach to investing. Discounts have started to narrow but remain relatively wide by historical standards and we are finding a high number of attractive opportunities from all parts of our universe. Reflective of this, net gearing (debt at fair value) has continued to increase and stands at 9.6% as of the period end.

As we look ahead, we remain humble in the unpredictability of financial markets and macro events. Our conviction, however, is built from the bottom up. We have assembled a concentrated-yet-diverse collection of companies that should compound NAV at attractive rates; discounts are generally wide and across the portfolio there are numerous potential corporate catalysts to unlock value. We believe this to be an attractive medley.

† Contribution is the percentage amount that a position has added to the Company's net asset value over the six-month period.

CONTRIBUTORS

KKR & Co

(Discount: 5.4%/Contribution: +2.53%)

KKR was the largest contributor to AGT's returns over the six-month period, adding 2.53% to NAV as its share price soared +64%. Since the position entered the portfolio in 2020, it has been a very strong source of returns for AGT. Our thesis back then was that the listed alternative asset management sector was systematically undervalued, and that KKR (and Apollo, which we also own) was itself undervalued relative to peers.

While the market seems to have since come closer to our way of thinking, the level of share price volatility suggests alternative asset managers are still perceived as high beta plays on risk assets. While we concede that both KKR and Apollo have more on-balance sheet risk than peers, our contention is that the market underestimates the defensive characteristics of scale-advantaged managers that earn fees on long-dated committed capital, and the powerful tailwinds for structural growth across the industry. This volatility has inured to the benefit of AGT shareholders as we have opportunistically added to our shareholding in periods of weakness.

During the period, KKR announced it was to acquire the 37% of life insurer Global Atlantic that it did not already own. This was taken well by the market, as was the accompanying announcement of a further shareholderfriendly change to the company's compensation structure.

In the words of KKR co-CEO Scott Nuttall, Global Atlantic – in which KKR acquired a majority stake in 2020 – has been a 'home-run investment'. With Global Atlantic's assets more than doubling from the point of acquisition to today, it is hard to argue otherwise, with KKR's ownership also helping scale its real estate credit and asset-based finance businesses whose assets sit well on insurance company balance sheets.

The remaining stake in Global Atlantic was purchased at book value, the same multiple as the original acquisition and a low valuation for a midteens ROE business. Crucially, the \$2.7bn acquisition price was funded entirely in cash. There had been some fears, given the right the minority shareholders had to force KKR to either list the business or acquire it from them, that KKR would issue shares to pay for it. This is where KKR's remarkably strong balance sheet came into play, with the company having \$3.8bn in cash and with long-term fixed rate debt in place (at a weighted average interest rate of 3.9% and maturity of 2041).

We attended KKR's Investor Day in New York City in April, at which management laid out a clear path to more than tripling net income per share within ten years or less with multiple routes to achieving this forecast. In particular, Asia, Infrastructure, and Private Investment Grade Credit were identified as key market/asset classes given their capacity and where demand is spiking higher.

Blackstone's success in raising capital from private wealth channels has materially raised the total addressable market for the alternative asset managers. While KKR's presence in this space is still relatively nascent, they have invested heavily in distribution and expect 30-50% of new KKR capital to be sourced from private wealth channels over the next several years. The size of the market is so vast that even a small up-tick in allocations to alternatives could have seismic results, with an expected increase from 2% in 2022 to 6% in 2025 translating to an additional \$11trn of inflows. We expect there to be only a few winners in this space, consisting of the largest managers with the most recognised brands. Given this, it was highly encouraging to learn at the Investor Day that 2024 YTD inflows to 1 April had already reached \$2.8bn, a very sizeable increase on Q4-23's \$1.4bn.

Given the material re-rating in the shares, our investment in KKR is closer to its end than other still-heavily discounted names in our portfolio. That said, 2023 saw Blackstone become the first alternative asset manager to enter the S&P 500, and we believe it is a matter of time before KKR and Apollo are also selected for inclusion. This could lead to as much as 20% of their free float being bought by index-tracker and 'index-aware' investment vehicles.

Schibsted ASA

(Discount: 8.0%/Contribution: +1.77%)

Schibsted was the second largest contributor, adding +177bps to AGT's NAV.

It has been a busy period for the company which has undergone significant change and taken considerable steps to unlock value.

In the most recent Annual Report (page 41) we explained that Permira and Blackstone had entered negotiations to take Adevinta private. In November 2023, this came to fruition with a 115 NOK per share offer. The transaction – which is due to complete in Q2 of 2024 – will see Schibsted sell 60% of their 28% stake for 24bn NOK, which accounted for 48% of the preannouncement market cap (based on the B share price). Schibsted will retain an 11.1% stake in Adevinta post-transaction, which, at the 115 NOK per share value, equates to 16bn NOK (31% of Schibsted's preannouncement market cap).

Shortly thereafter, in early December 2023, Schibsted positively surprised both us and the market with the announcement that the Tinius Trust, the controlling shareholder, intends to acquire Schibsted's legacy News Media division and Schibsted's stake in Polaris Media for a combined value of 6.3bn NOK. This is a significant positive development that removes a terminally challenged, capital consuming problem child from the group structure. This will lead to an improvement in the consolidated financials, boost margins, reduce capex, increase returns on capital employed and improve cash conversion.

The combination of these two transactions has realised gross proceeds approaching 30bn NOK. 20bn NOK will be returned to shareholders, as special dividend, with a further 4bn NOK in buybacks and 5bn NOK used to extinguish net debt.

These steps have reduced structural complexity and shone a light on Schibsted's Nordic Marketplace assets – which have hitherto been overlooked. These businesses have dominant market positions, are under-monetised versus international peers, and have significant room for margin expansion, with EBITDA expected to grow at close to +20% p.a. over the coming years.

Reflective of the significant re-rating in the shares our position has been reduced by approximately 50% from its peak, such that Schibsted was a 5.1% stake as at the end of March 2024.

To date the investment – which was initiated slightly under two years ago – has delivered an IRR of +50% (in NOK).

D'Ieteren

(Discount: 32.6%/Contribution: +1.21%)

D'Ieteren was a meaningful contributor to returns during the interim period, adding +121bps to performance. Over the interim period the shares rose +29%, which was a function of +14% NAV growth and narrowing of the discount to 33% from 40%.

As readers may remember the bulk of the value (61% of NAV) lies in Belron, the global no.1 operator in the Vehicle Glass Repair and Replacement ('VGRR') industry which readers might be more familiar with as Autoglass (UK), Safelite (US) or Carglass (EU).

Belron is many multiples larger than competitors with more than 40% US market share, resulting in significant scale advantages in terms of purchasing economies of scale and cost leadership, as well as relationships with insurance partners who are industry gatekeepers and account for c.70% of jobs. Moreover, scale has allowed for technological investment, which has become increasingly relevant as advanced driverassistance system ('ADAS') recalibrations – which require more expensive capital equipment – have grown to become a larger proportion of replacement jobs. 'Mom and pop' operators are increasingly ill-suited to meet the increased technical complexity required for new vehicles.

As such, we expect Belron to continue taking share and driving growth. For FY23 Belron grew sales by +9% organically with a further boost of +2% from M&A. A positive mix effect and price increases saw operating margins increase +226bps to 20.5%, which led operating profits to increase +22% year on year. For the year ahead, management are forecasting sales to grow at mid-to-high-single digits and margins to continue towards what for some time now has appeared a relatively modest 2025 margin target of 23%. We expect Belron to provide updated targets at next year's Capital Markets Day – which will be the first since Carlos Brito became CEO.

In 2021 a consortium of private equity investors (led by Hellman & Friedman) became minority shareholders in Belron at a €21bn enterprise value. We estimate that the enterprise value is closer to €24.5bn today (17x our 2024 estimated EBIT), and D'Ieteren's 50% equity interest accounts for 61% of D'Ieteren's NAV.

In due course we expect a liquidity event for these investors to help highlight Belron's significant value, and like to invest in situations such as this where we are aligned with highly incentivised PE co-owners and management teams. As such we see scope for a further narrowing of D'Ieteren's 33% discount, as well as NAV growth underpinned by strong earnings growth prospects. We added to the position by some +25% over the last six months.

CONTRIBUTORS CONTINUED

Godrej Industries

(Discount: 59.7%/Contribution: +1.08%)

Godrej Industries – the Indian holding company – added +108bps to returns during the interim period as the discount narrowed meaningfully. We took the opportunity to exit the investment.

Since 2019 AGT generated an ROI/IRR of +41%/+9%, in Sterling, having suffered from a -17% FX headwind and -10% return on account of a widening discount. The return was broadly in line with the MSCI ACWI (£) over the same period (+43%), however underperforming the MSCI India (+60%), with the discount widening having been an impediment to returns.

Whilst Godrej Industries owns a fundamentally attractive collection of underlying assets, and the controlling family have shown themselves to be good long-term stewards of capital, we took advantage of relatively fleeting liquidity in the shares. This has allowed for capital to be recycled into investments, such as those described in these pages, with clearer catalysts for discount narrowing.

News Corp

(Discount: 38.7%/Contribution: +1.07%)

In 2023 we initiated a position in News Corp, the Murdoch familycontrolled holding company. The shares have performed strongly, adding +107bps to returns over the period. Today News Corp is your Company's largest position (8.3% weight) and embodies what we look for in an investment: attractive quality assets, trading at a discounted valuation, with prospective catalysts to unlock value.

Whilst the current structure was established in 2013, the relevant history dates back to 1952, when a 21-year-old Rupert Murdoch returned to Australia from Oxford to take over what was left of his father's newspaper business, which had been much diminished by death duties and taxes. From this he built one of the most dominant media empires of the 20th – and indeed 21st – century, amassing vast wealth and notoriety in the process.

Today we believe that News Corp is one of the most misvalued and misunderstood companies in our investment universe, trading at a 38.1% discount to our estimated NAV. The NAV is principally comprised of the following assets: a 62% listed stake in REA Group (41% of NAV), the Australian real estate classified marketplace, and unlisted assets Dow Jones, HarperCollins and Move accounting for 37%, 10%, and 7%, respectively.

In particular, Dow Jones is a crown jewel asset that has successfully evolved the Wall Street Journal into a thriving digital consumer business, whilst both organically and inorganically building a highquality Professional Information business that warrants a premium multiple, reflective of its sticky and growing revenues, high margins, and minimal capex requirements. The 2021 acquisition of OPIS for \$1.1bn marks a step-change in the importance and materiality of Dow Jones' Professional Information business. The value and quality of this business is misunderstood by the sell side and ignored by the market.

Adjusting for the stake in REA, the stub trades at an implied value of \$5.4bn, or approximately 4.7x next year's EBITDA. We estimate that Dow Jones alone is worth ~1.6x the implied stub value and note that the New York Times trades at 15x and Info Services peers trade between 19-29x. Management have become increasingly vocal about the undervaluation.

As CEO Robert Thomson described on the last earnings call, the company is engaged in "serious introspection about structure…and how to fully monetize a precious, prestigious portfolio that has an obvious growth trajectory. That is indeed not an evolution, but a revolution".

At current prices, the market is seemingly ascribing a low probability to 'a revolution', with significant upside if management do indeed take concrete and tangible steps to unlock value. Combined with strong operating and earnings momentum, prospective returns appear attractive.

DETRACTORS

Symphony International Holdings

(Discount: 49.8%/Contribution: -0.82%)

Symphony International ('SIHL') was our largest detractor over the period with a -24% decline in its (US Dollar denominated) share price exacerbated by a Sterling rally from the lows reached during the brief Liz Truss-led government. The share price decrease was almost entirely due to a widening discount which expanded from 36% to 50%.

To recap, SIHL is a London-listed investment company with a focus on predominantly unlisted (85% of current NAV) Asian consumer and real estate businesses. The investment, initiated in 2012, has been weak in absolute and relative terms with an IRR of just over 5% over our holding period. As the largest independent shareholder, we have worked to improve corporate governance at the company and unlock value trapped in the persistently wide discount at which the shares have traded. This culminated in a 2021 public campaign to Save Symphony. In September 2023, the company announced it would pursue an orderly realisation of its investments.

As such, our ultimate returns from SIHL will depend on the prices at which it realises its investments and the timeframe over which these realisations take place, rather than its share price on the screen at any particular point in time. SIHL's shares trade at a sizable bid-offer spread (10% at 31 March 2024), are tightly-held and thinly traded, and are heavily impacted in both directions by relatively small order sizes. Indeed, since the half year-end, the shares are up +13% as at 30 April 2024.

That SIHL's shares trade at such a wide discount despite the company having adopted a managed wind-up strategy reflects, in our view, scepticism around a management team that has historically prioritised its own interests over those of shareholders; uncertainty over the timeframe over which realisations will take place; and – as is often the case with investment companies with unlisted assets – wariness over whether the carrying values of assets are an accurate reflection of realisable values.

We understand these concerns. However, we contend that while the management team continues to add to their already substantial shareholdings, they have little incentive to maintain or increase reported valuations to artificially high levels and that an incentive may in fact exist in the opposite direction. That said, they also have little incentive to expedite asset sales and returns of capital while they still believe there is stock available to purchase to add to the over one-third of the company held by management and the board. Noting the pace of management purchases has slowed recently in the face of low volumes, we may not be far from the point where their attention turns to unlocking the value in their shareholdings trapped by the huge discount to NAV. Based on secondary market transactions, it is plausible that a sale of SIHL's minority stake in Vietnamese logistics player Indo-Trans Logistics could generate proceeds covering well over half of the company's current market cap.

Aker ASA

(Discount: 23.5%/Contribution: -0.52%)

Aker was a detractor over the interim period. The shares declined by -3% on a total return basis, as a -4% decline in the NAV was ever so slightly cushioned by a small narrowing of the discount to 24%. AGT suffered from a -490bps weakening of the NOK versus Sterling.

Sluggish NAV performance is largely attributable to Aker BP (60% of NAV), which has underperformed peers and rising oil prices – particularly in calendar year 2024, during which period the shares declined by -6% whilst oil prices have risen by +13%.

Production guidance for 2024 was slightly softer than the market had anticipated, with increased uncertainty regarding the eventual plateau of the Johan Sverdrup oilfield and whether this would occur in late 2024 or during 2025. With Johan Sverdrup having consistently outperformed expectations since production started in 2019 this has been digested poorly by the market, with Aker BP shares now trading on a 9.4% dividend yield – a level rarely observed in the company's history. This appears good value to us for a low-cost-low-emission producer operating in a stable and attractive fiscal regime. We believe that operators such as Aker BP, with a long-dated production schedule, are likely to prosper in a world where oil will play an important and elongated role in the energy mix, and there is limited supply.

Accessing this on a 24% discount with a strong alignment of interest and a controlling shareholder with a track record of significant value creation is highly attractive.

DETRACTORS CONTINUED

Entain
(Discount: 33.7%/Contribution: -0.46%)

During the interim period, we started to build a position in Entain, the London-listed sports betting and gambling company. The shares continued to fall throughout the period as we averaged down, detracting 46bps from returns.

We came across Entain through our long-standing investment in IAC (3% of AGT NAV), which has a stake in MGM Resorts International; in turn, Entain and MGM are joint venture partners in BetMGM, one of the leading online sports betting and iGaming brands in the nascent US market. We believe this to be a highly desirable asset in a rapidly growing market that, we believe, will coalesce around a handful of operators.

Today, Entain has three principal assets at different stages of maturity, with the true value being masked by the current structure of the company. These are the online operations (68% of portfolio), retail operations (11%) and the 50% equity accounted stake in BetMGM (21%).

Entain's online operations have undergone a significant period of regulatory change across multiple key markets, with the UK being the most notable. In the short-run regulation can be hugely disruptive for gambling companies, but in the long-run it acts as a barrier to entry and entrenches the position of incumbents, such as Entain.

That said, Entain's handling of these UK changes has been subpar, taking a more tailored approach to the regulation than rivals which has added complexity and confusion, particularly for customers. The broader implementation of these regulatory changes has not been universal, with Entain (and other tier-one operators) ceding market share to tier-two and tier-three rivals, who have yet to put these changes through. With the new rules likely to be enforced in September 2024, expectations are for some degree of reversal in market share losses. Management has set aside £40m in marketing spend in anticipation of this.

BetMGM has continued to see its estimated market share erode, with the gap to industry leaders widening over 2023. The key culprit for this erosion has been a product gap with peers. Given that Entain provides the technology for BetMGM, it was up to them to come up with solutions. Through organic investment and some small M&A, BetMGM's product has improved materially over 2023, closing the product gap. Management now has a degree of confidence in the product, indicating that 2024 will be a 'year of investment' focusing on marketing to try to claw back some market share.

Given the equity-accounted nature of BetMGM, we do not believe that its true value is currently being captured in Entain's valuation. Based on our carrying value, BetMGM makes up an estimated 52% and 29% of Entain's market cap and enterprise value, respectively. As a result, we estimate the stub trades at 9.1x NTM* EBIT versus a peer group average of 12.9x and Entain's longer-term average of 14.2x. This equates to an implied 9.3% FCF** yield.

Since December, there has been significant change at both the managerial and board levels. Jette Nygaard-Andersen stepped down as CEO, having successfully guided the company through an HMRC investigation but whose limited gambling experience started to show. She was replaced by Stella David, an independent board member, on an interim basis, with positive early impressions.

After the interim period ended, it was announced that the chairman of the board, Barry Gibson, is to step down with Stella replacing him. We view these changes positively, and another step in repairing some of the damage done over the last couple of years.

We believe that organic growth, earnings, sentiment, and valuation are at the lows. With a swarm of activists on the shareholder register – and indeed now on the board – we do not believe that the current valuation will persist indefinitely with numerous potential paths to unlock value, not least from BetMGM which is a highly strategic asset.

Hipgnosis Songs Fund

(Discount: 24.8%/Contribution: -0.39%)

While Hipgnosis Songs Fund ('SONG') may have been a detractor over the period covered by this report, events after the period end have resulted in substantial gains for AGT shareholders.

A bidding war was triggered in April 2024 when Concord – a music rights firm backed by Apollo – announced a binding offer for SONG at a price of \$1.16-\$1.18 per share. Blackstone, the majority owner of Hipgnosis Songs Management (the Manager of SONG), ultimately prevailed with a bid of \$1.30 per share. This represents a premium of +47% to the undisturbed share price.

This marks the end of a highly successful investment for AGT, in which we played a key role in fighting off the proposed related-party sale of a portion of SONG's catalogues and also making the case against the company continuing in its present form. Resolutions proposing each matter were heavily defeated at shareholder meetings. With two directors resigning on the eve of the AGM and the then-Chairman suffering a resounding vote against his re-election, we and other shareholders engaged with the remaining rump to push for the appointment of two new directors – Robert Naylor and Francis Keeling – who had just stepped down from SONG's peer company Round Hill Music Royalty Fund ('RHM') following its acquisition by Concord. Both were appointed with Robert immediately installed as Chairman.

We are delighted with an outcome that has not only generated a very strong return for AGT's shareholders but has demonstrated again both the value of shareholder activism and the critical importance of having the right people on Boards. The new directors joined the company at a time of crisis and engineered an excellent outcome for shareholders in a timeframe few would have felt possible at the time of their appointment. With no viable future as an ongoing listed vehicle, the key task facing the new appointees was how best to generate competitive tension in a situation where, under the terms of the Investment Management Agreement, the Manager had a call option allowing them to purchase the portfolio in the event of their termination. The investigatory work conducted by the Board and their advisors, some of the fruits of which were made public, led to an understandable perception that there existed more than sufficient grounds to terminate the Manager 'for cause', which would invalidate the option.

We think it likely that this, alongside other measures introduced by the newly-reconstituted Board, gave Concord the confidence to make their initial bid and resulted in a higher price ultimately being achieved for the company than would otherwise have been the case. We applaud the new directors' fortitude and shrewd handling of a highly complex situation.

AVI's involvement with SONG began several years ago. Following research on French holding company Vivendi and its investment in UMG, we could see the attractions of the music rights asset class. As a pure play on catalogue, SONG had its attractions and we established a small position in late-2020 with part of our thesis being that SONG would likely be a takeout target once it had achieved scale. That element of the thesis broke down in October 2021 with the acquisition of a majority stake in the Manager by Blackstone. Given Blackstone's deep pockets, we felt the Manager's call option over the portfolio was much more likely to impede any competitive sales process in the future.

When combined with growing concerns over transparency, earnings quality, and governance, we took the decision to exit the position and sold over 60% of our shareholding in late-21/early-22 at modest profits on our purchase price before the share price began to decline rapidly along with other alternative income vehicles deemed to be interest-rate sensitive. We were left with a residual shareholding that equated to a 0.8% stake in the company.

Our full attention turned back to the company following Concord's bid for RHM in September 2023, just ahead of SONG's continuation vote and its proposal to sell a portion of its catalogues to Blackstone in a related party deal. We increased our stake almost ten-fold over the following six months and generated a return on our overall investment of almost double that of AGT's MSCI AC World benchmark. We sold out of our position in Hipgnosis late May 2024, and generated a +39% total return/+73% IRR on the position acquired in late 2023/early 2024 (vs +13%/+24% respectively for the benchmark.

Keisei Electric Railway

(Discount: 31.6%/Contribution: -0.12%)

Keisei Electric Railway was a small detractor over the period, shaving off -12bps from AGT's NAV as the shares have returned -2% since we initiated our position on 6 November.

We initiated a position in the Japanese railway operator due to its 21% stake in the listed theme park operator – Oriental Land ('OLC') – which accounts for 167% of Keisei Electric's market cap pre-tax.

OLC offers exposure to Japan's largest theme parks – Tokyo Disneyland and Tokyo DisneySea – which are also two of the most visited theme parks in the world (#2 and #4). OLC also owns six high-quality Disney-themed park hotels, a further three hotels through subsidiary Milial Resorts, and the facilities surrounding the park area – monorail, shopping mall, and theatre.

All of this is built upon a 2,000,000m2 bank of land owned by OLC (roughly the size of Monaco) which is located close to central Tokyo and within easy reach of approximately 30m high income households.

In the context of wider corporate governance reforms, we felt that Keisei Electric's stake in OLC could become a potential target for unwinding given the lack of synergies between the two companies and the outsized proportion of value that it represents to Keisei. Given the underlying business quality of both the railway operations and of OLC, we felt that we could be patient and await any unlocking of this value.

On 7 March, the company announced that it would be cutting its stake in OLC by 1 percentage point from 22.15% to 21.15%. This news disappointed the wider market, which had clearly been hoping for a more significant stake sale, sending the shares down by -9% on the day.

We consider this news to be a significant step-change, however, demonstrating that the company does not view OLC as a sacred asset, and that this could open the door for further stake sales in the future. Should we see any further unwinding of OLC, this will likely lead to outsized prospective returns from a significant unlocking of value.

Joe Bauernfreund Asset Value Investors Limited

4 June 2024

Company Portfolio classification % of
investee
company
IRR
(%, GBP)1
ROI
(%, GBP)2
Cost
£'0003
Equity
Exposure4
£'000
% of
net assets
News Corp Holding Company 1.0% 25.7% 18.0% 64,701 75,982 6.7%
Oakley Capital Investments Closed-ended Fund 8.9% 22.3% 117.9% 32,408 72,562 6.4%
D'Ieteren Group Holding Company 0.7% 31.1% 34.2% 49,618 65,852 5.8%
Princess Private Equity Closed-ended Fund 10.0% 16.4% 15.1% 58,183 63,764 5.6%
Hipgnosis Songs Fund Closed-ended Fund 7.5% -8.1% -6.1% 71,665 62,198 5.4%
Schibsted 'B' Holding Company 1.1% 36.3% 47.7% 34,838 58,174 5.1%
Bollore Holding Company 0.4% nm 5.3% 54,685 57,556 5.0%
Aker ASA Holding Company 1.6% 15.9% 70.2% 57,155 55,496 4.9%
FEMSA Holding Company 0.2% 28.1% 91.3% 28,970 54,782 4.8%
Pantheon International Closed-ended Fund 2.9% 21.4% 23.8% 34,648 43,243 3.8%
Top ten investments 486,871 609,609 53.5%
Christian Dior Holding Company 0.0% 25.9% 110.6% 21,120 41,442 3.6%
Apollo Global Management 'A' Holding Company 0.1% 34.1% 114.2% 19,240 41,441 3.6%
Chrysalis Investments Closed-ended Fund 7.7% nm 5.9% 36,118 38,263 3.4%
KKR and Co Holding Company 0.1% 40.2% 218.1% 9,686 35,145 3.1%
IAC/InterActive Corp Holding Company 1.0% -23.8% -33.8% 64,482 34,905 3.1%
Third Point Investors Closed-ended Fund 4.3% 7.4% 40.9% 23,728 31,251 2.7%
Entain Asset-backed Special Situation 0.6% nm -14.6% 33,872 28,920 2.5%
GCP Infrastructure Investments Closed-ended Fund 4.4% nm 7.9% 26,088 27,474 2.4%
Nihon Kohden Asset-backed Special Situation 1.5% 4.5% 5.5% 26,028 27,302 2.4%
Dai Nippon Printing Asset-backed Special Situation 0.4% 25.5% 15.7% 23,390 26,990 2.4%
Top twenty investments 770,623 942,742 82.7%
EXOR Holding Company 0.1% 11.7% 47.7% 13,574 24,780 2.2%
Kyoto Financial Group Asset-backed Special Situation 0.6% 42.7% 35.5% 18,288 24,471 2.2%
Symphony International Holdings Closed-ended Fund 15.7% 5.2% 31.2% 26,636 23,314 2.1%
Toyota Industries Asset-backed Special Situation 0.1% nm 20.2% 18,135 21,835 1.9%
Irish Residential Properties Asset-backed Special Situation 4.2% nm 1.2% 19,565 19,792 1.7%
Frasers Group Holding Company 0.5% nm -5.1% 20,811 19,753 1.7%
Hachijuni Bank Asset-backed Special Situation 0.5% 44.5% 51.6% 10,114 15,008 1.3%
Wacom Asset-backed Special Situation 2.8% -11.7% -25.0% 21,437 14,895 1.3%
Abrdn European Logistics Income Closed-ended Fund 5.8% nm 4.2% 14,007 14,592 1.3%
Shiga Bank Asset-backed Special Situation 1.1% 22.1% 25.1% 10,577 12,984 1.1%
Top thirty investments 943,767 1,134,166 99.5%

Investment Portfolio continued

At 31 March 2024

Company Portfolio classification % of
investee
company
IRR
(%, GBP)1
ROI
(%, GBP)2
Cost
£'0003
Equity
Exposure4
£'000
% of
net assets
Keisei Electric Railway Asset-backed Special Situation 0.2% nm -9.0% 14,065 12,790 1.1%
Cordiant Digital Infrastructure Closed-ended Fund 2.6% nm -4.0% 13,328 12,760 1.1%
Balanced Commercial Property Trust Closed-ended Fund 2.2% nm 5.5% 12,046 12,617 1.1%
Kyocera Asset-backed Special Situation 0.1% nm -8.6% 13,430 12,322 1.1%
Konishi Asset-backed Special Situation 2.0% 9.8% 50.3% 8,107 11,709 1.0%
SK Kaken Asset-backed Special Situation 1.8% -9.0% -37.6% 19,056 11,257 1.0%
TSI Holdings Asset-backed Special Situation 3.0% 22.9% 15.5% 9,548 10,949 1.0%
Haw Par Corporation Holding Company 0.8% -3.6% -3.8% 11,360 10,543 0.9%
DTS Asset-backed Special Situation 0.9% 10.4% 30.2% 6,957 8,802 0.8%
LG Corp. Holding Company 0.1% nm -6.5% 8,845 8,085 0.7%
Top forty investments 1,060,509 1,246,000 109.3%
VEF Holding Company 2.3% -12.0% -14.9% 4,525 3,417 0.3%
Seraphim Space Investment Closed-ended Fund 2.9% 3.6% 4.6% 3,213 3,362 0.3%
JPEL Private Equity Closed-ended Fund 18.4% 19.8% 99.3% 1,219 2,865 0.3%
Shin Etsu Polymer Asset-backed Special Situation 0.3% 14.8% 20.6% 1,681 1,812 0.2%
Better Capital (2009) Closed-ended Fund 17.4% 22.0% 41.1% 1,962 903 0.1%
Third Point Investors
Private Investments
Closed-ended Fund 0.1% nm nm 582 545 0.0%
Ashmore Global Opportunities – GBP Closed-ended Fund 0.0% 4.8% 10.7% 31 185 0.0%
Equity investments at fair value 1,073,722 1,259,089 110.5%
Fair value and gross market exposure of investments4 Equity
exposure
£'000
Fair Value
£'000
% of net
assets
Total Return Swaps long positions
Brookfield Class A 39,903 4,470 0.4%
39,903 4,470 0.4%
Total Return Swaps short positions
Brookfield Infrastructure Partners Units (2,286) 279 0.0%
Brookfield Renewable Partners (2,567) 591 0.1%
Brookfield Asset Management Class A
(18,360)
(3,725) (0.3%)
(23,213) (2,855) (0.2%)
16,690 1,615 0.2%
Investments and total return swaps 1,090,412 1,260,704 110.7%
Other net current assets less current liabilities 39,925 3.5%
Non-current liabilities (161,230) (14.2%)
Net assets 1,139,399 100.0%

1 Internal Rate of Return. Calculated from inception of AVI Global Trust's investment. Refer to Glossary on page 24.

2 Return on Investment. Calculated from inception of AVI Global Trust's investment. Refer to Glossary on page 24.

3 Cost. Refer to Glossary on page 23.

4 Notional current equity value of investments and swaps. For a full description of the exposure to Brookfield, please see page 44 of the Annual Report for the year to 30 September 2023.

Statement of Comprehensive Income

For the six months ended 31 March 2024 (unaudited)

31 March 2024 For the six months to For the six months to
31 March 2023
For the year to
30 September 2023
Notes Revenue
return
£'000
Capital
return
£'000
Total
£'000
Revenue
return
£'000
Capital
return
£'000
Total
£'000
Revenue
return
£'000
Capital
return
£'000
Total
£'000
Income
Investment income
Gains on financial assets and
2 9,992 9,992 9,400 9,400 24,450 24,450
financial liabilities held at fair value
Exchange (losses)/gains on currency balances

141,762
(1,003)
141,762
(1,003)

49,585
(855)
49,585
(855)

112,909
3,138
112,909
3,138
9,992 140,759 150,751 9,400 48,730 58,130 24,450 116,047 140,497
Expenses
Investment management fee
Other expenses
(1,105)
(1,041)
(2,579)
(3,684)
(1,041)
(1,033)
(872)
(2,410)
(3,443)
(872)
(2,067)
(1,782)
(4,824)
(6,891)
(1,782)
Profit before finance costs and taxation
Finance costs
Exchange gains on revaluation of Loan Notes
7,846
(885)
138,180
(2,086)
3,887
146,026
(2,971)
3,887
7,495
(549)
46,320
(1,300)
777
53,815
(1,849)
777
20,601
(1,381)
111,223
(3,262)
6,135
131,824
(4,643)
6,135
Profit before taxation
Taxation
6,961
(684)
139,981
(2,236)
146,942
(2,920)
6,946
(747)
45,797
52,743
(747)
19,220
821
114,096
133,316
821
Profit for the period 6,277 137,745 144,022 6,199 45,797 51,996 20,041 114,096 134,137
Earnings per Ordinary Share 3 1.38p 30.28p 31.66p 1.28p 9.42p 10.70p 4.19p 23.83p 28.02p

The total column of this statement is the Income Statement of the Company prepared in accordance with UK-adopted international accounting standards in conformity with the requirements of UK IFRS. The supplementary revenue and capital columns are presented in accordance with the Statement of Recommended Practice issued by the Association of Investment Companies ('AIC SORP').

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

There is no other comprehensive income, and therefore the profit for the six months after tax is also the total comprehensive income.

The accompanying notes are an integral part of these financial statements.

Statement of Changes in Equity

For the six months ended 31 March 2024 (unaudited)

Ordinary
Share
capital
£'000
Capital
redemption
reserve
£'000
Share
premium
£'000
Capital
reserve
£'000
Merger
reserve
£'000
Revenue
reserve
£'000
Total
£'000
For the six months to 31 March 2024
Balance as at 30 September 2023 10,155 8,780 28,078 910,267 41,406 32,332 1,031,018
Ordinary Shares bought back for cancellation (232) 232 (24,245) (24,245)
Total comprehensive income for the period
Ordinary dividends paid (see note 6)



137,745

6,277
(11,396)
144,022
(11,396)
Balance as at 31 March 2024 9,923 9,012 28,078 1,023,767 41,406 27,213 1,139,399
For the six months to 31 March 2023
Balance as at 30 September 2022 10,741 8,194 28,078 852,839 41,406 28,250 969,508
Ordinary Shares bought back for cancellation (239) 239 (23,206) (23,206)
Total comprehensive income for the period 45,797 6,199 51,996
Ordinary dividends paid (see note 6) (10,258) (10,258)
Balance as at 31 March 2023 10,502 8,433 28,078 875,430 41,406 24,191 988,040
For the year ended 30 September 2023
Balance as at 30 September 2022 10,741 8,194 28,078 852,839 41,406 28,250 969,508
Ordinary Shares bought back for cancellation (586) 586 (56,668) (56,668)
Total comprehensive income for the year 114,096 20,041 134,137
Ordinary dividends paid (see note 6) (15,959) (15,959)
Balance as at 30 September 2023 10,155 8,780 28,078 910,267 41,406 32,332 1,031,018

The accompanying notes are an integral part of these financial statements.

Notes At
31 March
2024
£'000
At
31 March
2023
£'000
At
30 September
2023
£'000
Non-current assets
Investments held at fair value through profit or loss
8, 9
1,259,089 1,085,399 1,144,759
1,259,089 1,085,399 1,114,759
Current assets
Total return swap assets
9
5,340 2,174
Trade receivables, prepayments and other debtors 16,026 11,020 45,674
Cash and cash equivalents 39,688 88,983 4,231
61,054 100,003 52,079
Total assets 1,320,143 1,185,402 1,196,838
Current liabilities
Total Return Swap liabilities
8, 9
(3,725) (17,463) (20,873)
Revolving credit facility
7
(23,547) (48,613)
Trade payables and short term borrowings (15,790) (9,151) (3,398)
(43,062) (75,227) (24,271)
Total assets less current liabilities 1,277,081 1,110,175 1,172,567
Non-current liabilities
4.184% Series A Sterling Unsecured Loan 2036
8
3.249% Series B Euro Unsecured Loan 2036
8
(29,923)
(25,562)
(29,917)
(26,300)
(29,920)
(25,960)
2.93% Euro Unsecured Loan 2037
8
(16,986) (17,475) (17,250)
1.38% JPY Senior Unsecured Loan Note 2032
8
(41,710) (48,443) (43,761)
1.44% JPY Senior Unsecured Loan Notes 2033
8
(23,501) (24,658)
(137,682) (122,135) (141,549)
Net assets 1,139,399 988,040 1,031,018
Equity attributable to equity shareholders
Ordinary Share capital
5
9,923 10,502 10,155
Capital redemption reserve 9,012 8,433 8,780
Share premium
Capital reserve
28,078
1,023,767
28,078
875,430
28,078
910,267
Merger reserve 41,406 41,406 41,406
Revenue reserve 27,213 24,191 32,332
Total equity 1,139,399 988,040 1,031,018
Net asset value per Ordinary Share – basic and diluted
4
252.88p 206.05p 223.08p
Number of shares in issue excluding treasury
5
450,576,787 479,504,811 462,173,682

The accompanying notes are an integral part of these financial statements.

Registered in England & Wales No. 28203

Statement of Cash Flows

For the six months ended 31 March 2024 (unaudited)

Six months to
31 March
2024
£'000
Six months to
31 March
2023
£'000
Year to
30 September
2023
£'000
Reconciliation of profit/(loss) before taxation to net cash (outflow)/inflow
from operating activities
Profit before taxation
Gains on investments held at fair value through profit or loss
Decrease/(increase) in other receivables
Increase in other payables
Taxation (paid)/received
Exchange gains on Loan Notes and revolving credit facility
Amortisation of loan issue expenses
146,942
(141,762)
29,140
125
(2,884)
(5,118)
22
52,743
(49,585)
(1,704)
157
(747)
(1,310)
21
133,316
(112,909)
(39,985)
1,004
671
(10,921)
39
Net cash inflow/(outflow) from operating activities 26,465 (425) (28,785)
Investing activities
Purchases of investments
Sales of investments
(371,272)
390,663
(330,097)
338,029
(516,837)
527,529
Net cash inflow from investing activities 19,391 7,932 10,692
Financing activities
Dividends paid
Payments for Ordinary Shares bought back
Drawdown of revolving credit facility
Repayment of revolving credit facility
Issue of loans net of costs
(11,396)
(23,800)
24,777

(10,258)
(24,885)
49,144

(15,959)
(58,722)
49,144
(44,359)
24,753
Cash (outflow)/inflow from financing activities (10,419) 14,001 (45,143)
Increase/(decrease) in cash and cash equivalents 35,437 21,508 (63,236)
Reconciliation of net cash flow movements in funds:
Cash and cash equivalents at beginning of year
Exchange rate movements
Increase/(decrease) in cash and cash equivalents
4,231
20
35,437
67,274
201
21,508
67,274
193
(63,236)
Increase/(decrease) in net cash 35,457 21,709 (63,043)
Cash and cash equivalents at end of year 39,688 88,983 4,231

The accompanying notes are an integral part of these financial statements.

Notes to the Financial Statements

For the six months ended 31 March 2024 (unaudited)

1. Significant accounting policies

The condensed financial statements of the Company have been prepared in accordance with UK-adopted international accounting standards and the AIC SORP.

In the current period, the Company has applied amendments to IFRS issued by the IASB adopted in conformity with UK IFRS. These include annual improvements to IFRS, changes in standards, legislative and regulatory amendments, changes in disclosure and presentation requirements. The adoption of these has not had any material impact on these financial statements and the accounting policies used by the Company followed in these half-year financial statements are consistent with the most recent Annual Report for the year ended 30 September 2023.

Going concern

The financial statements have been prepared on a going concern basis and on the basis that approval as an investment trust company will continue to be met.

The Directors have made an assessment of the Company's ability to continue as a going concern and are satisfied that the Company has adequate resources to continue in operational existence for a period of at least 12 months from the date when these financial statements were approved.

In making the assessment, the Directors of the Company have considered the likely impacts of international and economic uncertainties on the Company, operations and the investment portfolio. The Directors also regularly assess the resilience of key third-party service providers, most notably the Investment Manager and Company Administrator. In making their assessment, the Directors have considered the likely impacts of international and economic uncertainties on the Company, operations and the investment portfolio. These include, but are not limited to, geopolitical events, the war in Ukraine, the ongoing Israel/Palestine conflict, political and economic instability in the UK and inflationary pressures.

The Directors noted that the Company, with the current cash balance and holding a portfolio of liquid listed investments, is able to meet the obligations of the Company as they fall due. The current cash balance plus available additional borrowing, through the revolving credit facility, enables the Company to meet any funding requirements and finance future additional investments. The Company is a closed-end fund, where assets are not required to be liquidated to meet day-to-day redemptions.

The Directors have completed stress tests assessing the impact of changes in market value and income with associated cash flows. In making this assessment, they have considered severe but plausible downside scenarios and simulated a 50% reduction in NAV during July 2024, the impact on future cash flows as a result of this through to September 2028 and the expiry of the revolving credit facility on 26 August 2024. The conclusion was that in a severe but plausible downside scenario the Company could continue to meet its liabilities. Whilst the economic future is uncertain, and the Directors believe that it is possible the Company could experience further reductions in income and/or market value, and changes in expenses, the opinion of the Directors is that this should not be to a level which would threaten the Company's ability to continue as a going concern.

The Directors are not aware of any material uncertainties that may cast significant doubt on the Company's ability to continue as a going concern, having taken into account the liquidity of the Company's investment portfolio and the Company's financial position in respect of its cash flows, borrowing facilities and investment commitments (of which there are none of significance). Therefore, the financial statements have been prepared on the going concern basis.

Comparative information

The financial information contained in this Half Year Report does not constitute statutory accounts as defined in the Companies Act 2006. The financial information for the half-year period ended 31 March 2024 has not been audited or reviewed by the Company's Auditor.

The comparative figures for the financial year ended 30 September 2023 are not the Company's statutory accounts for that financial year. The statutory accounts for the year to 30 September 2023 were reported on by the Company's Auditor and delivered to the Registrar of Companies. The report of the Auditor was (i) unqualified, (ii) did not include a reference to any matters to which the Auditor drew attention by way of emphasis without qualifying their report, and (iii) did not contain a statement under section 498 (2) or (3) of the Companies Act 2006.

2. Income

Six months to
31 March
2024
£'000
Six months to
31 March
2023
£'000
Year to
30 September
2023
£'000
Income from investments
UK dividends 141 296
UK REIT dividends 175
Overseas dividends 8,574 8,219 21,544
Income from fixed interest securities 240 240
8,749 8,600 22,080
Other income
Deposit interest 1,744 1,194 3,005
Total Return Swap dividends* (437) (229) (416)
Total Return Swap interest* (60)
Exchange losses on receipt of income** (64) (105) (421)
Interest received on corporation tax refunds 202
Total income 9,992 9,400 24,450

* Net income (paid)/received on underlying holdings in Total Return Swaps.

** Exchange movements arise from ex-dividend date to payment date.

3. Earnings per Ordinary Share

Six months to 31 March 2024
Basic and diluted Revenue Capital Total
Net profit (£'000)
Weighted average number of Ordinary Shares
6,277 137,745 144,022
454,904,327
Earnings per Ordinary Share 1.38p 30.28p 31.66p
Six months to 31 March 2023
Basic and diluted Revenue Capital Total
Net profit (£'000)
Weighted average number of Ordinary Shares
6,199 45,797 51,996
486,120,276
Earnings per Ordinary Share 1.28p 9.42p 10.70p
Year to 30 September 2023
Basic and diluted Revenue Capital Total
Net profit (£'000)
Weighted average number of Ordinary Shares
20,041 114,096 134,137
478,739,622
Earnings per Ordinary Share 4.19p 23.83p 28.02p

There are no dilutive instruments issued by the Company. Both the basic and diluted earnings per share for the Company are represented above.

4. Net asset value

31 March 2024 31 March 2023 30 September 2023
NAV per
Ordinary
Share
Pence
Net asset
value
attributable
£'000
Ordinary Share
Pence
NAV per Net asset value
attributable
£'000
NAV per
Ordinary Share
Pence
Net asset value
attributable
£'000
Basic and diluted 252.88 1,139,399 206.05 988,040 223.08 1,031,018

Net asset value per Ordinary Share is based on net assets and on 450,576,787 Ordinary Shares (31 March 2023: 479,504,811, 30 September 2023: 462,173,682), being the number of Ordinary Shares in issue excluding treasury shares.

Notes to the Financial Statements continued For the six months ended 31 March 2024 (unaudited)

5. Share capital
Number of shares Nominal value
£'000
Allotted, called up and fully paid
Ordinary Shares of 2p each (2023: 2p)
Balance at beginning of the year 507,774,638 10,155
Ordinary Shares bought back and cancelled (11,596,895) (232)
Balance at end of the year 496,177,743 9,923
Treasury shares Number of shares
Balance at beginning of the year 45,600,956
Balance at end of the year 45,600,956
Total Ordinary Share capital excluding treasury shares 450,576,787

Ordinary Shares of 2p each

During the six months ended 31 March 2024, 11,596,895 Ordinary Shares of 2p were bought back and cancelled for an aggregate consideration of £24,245,000. No shares were bought back and placed in treasury.

The allotted, called up and fully paid shares at 31 March 2024 consisted of 496,177,743 Ordinary Shares of 2p each in issue, and 45,600,956 Ordinary Shares held in treasury. The total voting rights attaching to Ordinary Shares in issue and ranking for dividends were 450,576,787.

6. Dividends

During the period, the Company paid a final dividend of 2.30p per Ordinary Share and a special dividend of 0.20p per Ordinary Share for the year ended 30 September 2023 on 4 January 2024 to Ordinary shareholders on the register at 1 December 2023 (ex-dividend 30 November 2023).

An interim dividend of 1.2p per Ordinary Share for the period ended 31 March 2024 has been declared and will be paid on 19 July 2024 to Ordinary shareholders on the register at the close of business on 21 June 2024 (ex-dividend 20 June 2024).

7. Revolving credit facility

31 March 2024 31 March 2023 30 September 2023
¥'000 £'000 ¥'000 £'000 ¥'000 £'000
Opening balance
Proceeds from amounts drawn 4,500,000 24,777 8,000,000 49,144 8,000,000 49,144
Repayment (8,000,000) (44,359)
Exchange rate movement (1,230) (531) (4,785)
Total 4,500,000 23,547 8,000,000 48,613

The terms of the unsecured revolving credit facility ('the facility') are set out in the Annual Report. The facility available is JPY 12.0bn with drawings available in Japanese Yen, Pounds Sterling, US Dollars, and Euros. Repayments are at the discretion of the Company, within the terms of the agreement with Scotiabank Europe Plc which will mature on 26 August 2024.

Notes to the Financial Statements continued

For the six months ended 31 March 2024 (unaudited)

8. Values of financial assets and financial liabilities

Valuation of financial instruments

The Company measures fair values using the following hierarchy that reflects the significance of the inputs used in making the measurements.

The fair value is the amount for which the asset could be sold or the liability transferred in an orderly transaction between market participants, at the measurement date, other than a forced or liquidation sale.

Categorisation within the hierarchy has been determined on the basis of the lowest level input that is significant to the fair value measurement of the relevant assets as follows:

  • Level 1 valued using quoted prices, unadjusted in active markets for identical assets or liabilities.
  • Level 2 valued by reference to valuation techniques using observable inputs for the asset or liability other than quoted prices included in Level 1.
  • Level 3 valued by reference to valuation techniques using inputs that are not based on observable market data for the asset or liability.

Financial assets

The table below sets out fair value measurements of financial instruments as at the period end, by the level in the fair value hierarchy into which the fair value measurement is categorised.

Financial assets at fair value through profit or loss at 31 March 2024 Level 1 Level 2 Level 3 Total
£'000 £'000 £'000 £'000
Equity investments 1,257,457 1,632 1,259,089
Total return swaps 5,340 5,340
1,257,457 5,340 1,632 1,264,429
Financial assets at fair value through profit or loss at 31 March 2023 Level 1 Level 2 Level 3 Total
£'000 £'000 £'000 £'000
Equity investments 1,077,126 8,273 1,085,399
1,077,126 8,273 1,085,399
Financial assets at fair value through profit or loss at 30 September 2023 Level 1 Level 2 Level 3 Total
£'000 £'000 £'000 £'000
Equity investments 1,142,936 1,823 1,144,759
Total return swaps 2,174 2,174
1,142,936 2,174 1,823 1,146,933

Fair value of Level 3 investments

The following table summarises the Company's Level 3 investments that were accounted for at fair value:

31 March
2024
£'000
31 March
2023
£'000
30 September
2023
£'000
Opening fair value 1,823 25,431 25,431
Acquisition 583
Sales – proceeds (14,654) (21,715)
Realised losses on equity sales (943) (1,687)
Movement in investment holding losses (191) (1,561) (789)
Closing fair value 1,632 8,273 1,823

The fair values of the Level 3 investments are valued with reference to the net asset value.

Notes to the Financial Statements continued

For the six months ended 31 March 2024 (unaudited)

8. Values of financial assets and financial liabilities continued Financial liabilities

Valuation of Loan Notes

The Company's Loan Notes are measured at amortised cost, with the fair values set out below. Other financial assets and liabilities of the Company are carried in the Balance Sheet at an approximation to their fair value.

At 31 March 2024 At 31 March 2023 At 30 September 2023
Book value
£'000
Fair value
£'000
Book value
£'000
Fair value
£'000
Book value
£'000
Fair value
£'000
4.184% Series A Sterling Unsecured Loan Notes 2036 (29,923) (26,477) (29,917) (26,461) (29,920) (25,051)
3.249% Series B Euro Unsecured Loan Notes 2036 (25,562) (23,678) (26,300) (22,811) (25,960) (22,158)
2.93% Euro Senior Unsecured Loan Notes 2037 (16,986) (15,063) (17,475) (14,395) (17,250) (13,936)
1.38% JPY Senior Unsecured Loan Note 2032 (41,710) (39,147) (48,443) (47,366) (43,761) (40,584)
1.44% JPY Senior Unsecured Loan Notes 2033 (23,501) (21,963) (24,658) (22,758)
Total (137,682) (126,328) (122,135) (111,033) (141,549) (124,487)

There is no publicly available price for the Company's Loan Notes; their fair market value has been derived by calculating the relative premium (or discount) of the loan versus the publicly available market price of the reference market instrument and exchange rates. As this price is derived by a model, using observable inputs, it would be categorised as Level 2 under the fair value hierarchy.

The financial liabilities in the table below are shown at their fair value, being the amount at which the liability may be transferred in an orderly transaction between market participants. The costs of early redemption of the Loan Notes are set out in the Glossary on page 24.

Financial liabilities at 31 March 2024 Level 1
£'000
Level 2
£'000
Level 3
£'000
Total
£'000
Loan Notes
Total Return Swap liabilities

(126,328)
(3,725)

(126,328)
(3,725)
(130,053) (130,053)
Financial liabilities at 31 March 2023 Level 1
£'000
Level 2
£'000
Level 3
£'000
Total
£'000
Loan Notes
Total Return Swap liabilities

(111,033)
(17,463)

(111,033)
(17,463)
(128,496) (128,496)
Financial liabilities at 30 September 2023 Level 1
£'000
Level 2
£'000
Level 3
£'000
Total
£'000
Loan Notes
Total Return Swap liabilities

(124,487)
(20,873)

(124,487)
(20,873)
(145,360) (145,360)

The fair value of the Total Return Swaps is derived using the market price of the underlying instruments and exchange rates and therefore would be categorised as Level 2.

The Company's interests in investee companies are set out in the Investment Portfolio on pages 10 and 11.

Notes to the Financial Statements continued

For the six months ended 31 March 2024 (unaudited)

9. Derivatives

The Company may use a variety of derivative contracts including Total Return Swaps to enable the Company to gain long and short exposure to individual securities. Derivatives are valued by reference to the underlying market value of the corresponding security.

At 31 March
2024
£'000
2023
£'000
At 31 March At 30 September
2023
£'000
Total Return Swaps
Current assets
Current liabilities
5,340
(3,725)

(17,463)
2,174
(20,873)
Net value of derivatives 1,615 (17,463) (18,699)

The gross positive exposure on Total Return Swaps as at 31 March 2024 was £39,903,000 (31 March 2023: £48,698,000, 30 September 2023: £70,934,000) and the total negative exposure of Total Return Swaps was £23,213,000 (31 March 2023: £71,837,000, 30 September 2023: £46,986,000). The liabilities are secured against assets held with Jefferies International Limited (the 'prime broker'). The collateral held as at 31 March 2024 was £9,496,000 (31 March 2023: £37,203,000, 30 September 2023: £39,325,000) which is included in cash and cash equivalents in the Balance Sheet.

10. Related parties and transactions with the Investment Manager

The Company paid management fees to Asset Value Investors Limited during the period amounting to £3,056,000 (six months to 31 March 2023: £3,443,000; year ended 30 September 2023: £6,891,000). At the half-year end, the following amounts were outstanding in respect of management fees: £629,000 (31 March 2023: £nil; 30 September 2023: £573,000).

Fees paid to the Company's Directors for the six months ended 31 March 2024 amounted to £98,000 (six months to 31 March 2023: £91,000; year ended 30 September 2023: £190,000).

11. Post Balance Sheet events

Since the period end and up to 29 May 2024, the Company has bought back 2,865,116 shares for an aggregate consideration of £6,761,000.

Principal Risks and Uncertainties Directors' Responsibility Statement

The principal long-term risks facing the Company are mostly unchanged since the date of the Annual Report 2023, as set out on pages 13 to 15 of that report. In addition, the Board is currently monitoring emerging risks attached to the upcoming UK General Election and in particular the potential delays the Election may cause for decisions to be made on changes to the cost disclosure regime as discussed in the Chairman's Statement on page 2.

Risks faced by the Company include, but are not limited to: loss of value in the portfolio, gearing, foreign exchange, liquidity, key staff, discount, outsourcing, ESG, geopolitical and macroeconomic. Details of the Company's management of these risks and exposure to them are set out in the Annual Report 2023.

The Directors confirm that to the best of their knowledge:

  • the condensed set of financial statements has been prepared in accordance with the applicable set of accounting standards; and gives a true and fair view of the assets, liabilities and financial position and return of the Company; and
  • this Half Year Report includes a fair review of the information required by:
    • a) DTR 4.2.7R of the Disclosure Guidance and Transparency Rules, being an indication of important events that have occurred during the first six months of the financial year and their impact on the condensed set of financial statements; and a description of the principal risks and uncertainties for the remaining six months of the year; and
    • b) DTR 4.2.8R of the Disclosure Guidance and Transparency Rules, being related party transactions that have taken place in the first six months of the current financial year and that have materially affected the financial position or performance of the Company during that period; and any changes in the related party transactions described in the last Annual Report that could do so.

This Half Year Report was approved by the Board of Directors on 4 June 2024 and the above responsibility statement was signed on its behalf by Graham Kitchen, Chairman.

Graham Kitchen Chairman

4 June 2024

Glossary

Alternative Performance Measure ('APM')

An APM is a numerical measure of the Company's current, historical or future financial performance, financial position or cash flows, other than a financial measure defined or specified in the applicable financial framework.

Comparator Benchmark

The Company's Comparator Benchmark is the MSCI All Country World Index, expressed in Sterling terms. The benchmark is an index which measures the performance of global equity markets, both developed and emerging. The weighting of index constituents is based on their market capitalisation. Dividends paid by index constituents are assumed to be reinvested in the relevant securities at the prevailing market price. The Investment Manager's investment decisions are not influenced by whether a particular company's shares are, or are not, included in the benchmark. The benchmark is used only as a yard stick to compare investment performance.

Cost

The book cost of each investment is the total acquisition value, including transaction costs, less the value of any disposals or capitalised distributions allocated on a weighted average cost basis.

In the case of Total Return Swaps, cost is defined as the notional cost of the position.

Derivatives

The Company may use a variety of derivative contracts to gain long and short exposure. This enables the Company to gain exposure to specific securities and markets with reduced capital requirements enhancing returns where the underlying asset grows in value (or losses if falls in value). Total Return Equity Swaps (which are synthetic equities) are valued by reference to the market values of the investments' underlying securities. The sources of the return under the Equity Swap contracts (e.g. notional dividends, financing costs, interest returns and realised and unrealised gains and losses) are allocated to the revenue and capital accounts in alignment with the nature of the underlying source of income.

Discount/Premium (APM)

If the share price is lower than the NAV per share it is said to be trading at a discount. The size of the discount is calculated by subtracting the share price of 231.50p from the NAV per share with debt at fair value of 255.40p and is usually expressed as a percentage of the NAV per share with debt at fair value. If the share price is higher than the NAV per share, this situation is called a premium. At 31 March 2024 the discount was 9.4%.

The discount and performance are calculated in accordance with guidelines issued by the AIC. The discount is calculated using the net asset values per share inclusive of accrued income with debt at fair value.

Earnings before Interest, Tax, Depreciation and Amortisation ('EBITDA')

A proxy for the cash flow generated by a business – it is most commonly used for businesses that do not (yet) generate operating or shareholder profits.

Enterprise value ('EV')

A measure of a company's total value, including any debt on its balance sheet.

Enterprise value/forward EBITDA ('EV/fwd EBITDA')

A tool used to compare the value of the whole company, debt included, to the company's next year forecasted earnings before interest, taxes, depreciation and amortisation.

EV/EBIT

A tool used to compare the value of the whole company, debt included, to the company's earnings before interest and taxes.

EV/EBITDA

A tool used to compare the value of the whole company, debt included, to the company's earnings before interest, taxes, depreciation and amortisation.

Expense Ratio (APM)/Ongoing Charges Ratio

As recommended by the AIC in its current guidance, the Company's Ongoing Charges Ratio is the sum of: (a) its Expense Ratio; and (b) the underlying charges* incurred at the underlying funds in which the Company has investments, weighted for the value of the investment in each underlying fund as a percentage of the Company's NAV. For a detailed discussion of the Expense Ratio, please see the discussion of Key Performance Indicators in the Annual Report 2023.

Expense Ratio Calculation £'000
Expenses (for the six months to 31 March 2024)
Investment management fee
Other administrative expenses
Less one-time costs
3,684
1,041
(50)
Total management fee and other administrative expenses
(for the six months to 31 March 2024)
4,675
Average net assets (for the six months to 31 March 2024)
Annualised Expense Ratio
1,065,794
0.88%

A reconciliation of the Ongoing Charges to the Expense Ratio as at 31 March 2024 is provided below:

Expense Ratio (a Key Performance Indicator) a 0.88%
Underlying Charges Ratio* b 0.48%
Ongoing Charges Ratio = a + b 1.36%

* The Underlying Charges Ratio represents an allocation of the management fees and other expenses charged by the underlying investments held in the portfolio of the Company. Performance related fees, such as carried interest, are excluded from this figure.

Gearing (APM)

Gearing refers to the ratio of the Company's debt to its equity capital. The Company may borrow money to invest in additional investments for its portfolio. If the Company's assets grow, the shareholders' assets grow proportionately more because the debt remains the same. But if the value of the Company's assets falls, the situation is reversed. Gearing can therefore enhance performance in rising markets but can adversely impact performance in falling markets.

The gross and net gearing reconciliation calculations are provided below:

Gross gearing (Debt at Par) 2024 31 March 30 September
2023
Debt (£'000) (161,229) (141,549) a
NAV (£'000) 1,139,399 1,031,018 b
Gross Gearing 14.2% 13.7% =a/b
Net gearing (Debt at Par) 2024 31 March 30 September
2023
Current Assets (inc. Cash) (£'000) 55,714 52,079 a
Current Liabilities (£'000) (15,790) (3,398) b
Debt (£'000) (161,229) (141,549) c
Net Debt (£'000) (121,305) (92,868) d=a+b+c
NAV (£'000) 1,139,399 1,031,018 e
Net Gearing 10.6% 9.0% d/e

Gross gearing (Debt at Fair) 2024 31 March 30 September
2023
Debt (£'000) (149,874) (124,487) a
NAV at Fair Value (£'000) 1,150,754 1,048,080 b
Gross Gearing 13.0% 11.9% =a/b
Net gearing (Debt at Fair Value) 2024 31 March 30 September
2023
Current Assets (inc. Cash) (£'000) 55,714 52,079 a
Current Liabilities (£'000) (15,790) (3,398) b
Debt at Fair Value (£'000) (149,874) (124,487) c
Net Debt (£'000) (109,950) (75,806) d=a+b+c
NAV at Fair Value (£'000) 1,150,754 1,048,080 e
Net Gearing 9.6% 7.2% d/e

The current values of the Loan Notes and revolving credit facility consist of the following:

2036
GBP
loan
£'000
2036
EUR
loan
£'000
2037
EUR
loan
£'000
2032
JPY
8bn
loan
£'000
2033
4.5bn
loan
£'000
JPY
JPY revolving
credit
facility
£'000
Total
£'000
Value of issue
Unamortised
issue costs
(77) (58) (94) (152) (46) 30,000 22,962 17,526 49,516 24,802 24,777 169,583
(427)
Exchange
movement
2,658 (446) (7,654) (1,255) (1,230) (7,927)
Amortised
book cost
29,923 25,562 16,986 41,710 23,501 23,547 161,229
Fair value 26,477 23,678 15,063 39,147 21,963 23,547 149,875
Redemption
value
30,425 27,840 17,997 38,518 25,256 23,547 163,583

The fair value and redemption value of the Loan Notes are calculated using net present values of future cash flows, calculated utilising the prevailing yields, taking account of the market spread and exchange rates. The redemption value of the Loan Notes includes penalties payable on early redemption. The interest rates and the term of the non-current liabilities (Loan Notes) are fixed, the Revolving Credit Facility is floating with any drawdowns repayable at the discretion of the Company subject to the terms of the agreement.

The Loan Notes and Revolving Credit Facility are included in the Financial Statements at amortised book cost of £161,229,000. The impact of holding the Loan Notes and RCF at fair value – (debt at fair value) would reduce the liability to £149,875,000, increasing the Company's net assets by £11,354,000. The redemption value of the Loan Notes includes penalties payable on early redemption.

Internal Rate of Return ('IRR')

The IRR is the annualised rate of return earned by an investment, adjusted for dividends, purchases and sales, since the holding was first purchased.

In some instances, we display 'nm' instead of IRR figures in the Investment Portfolio table. In most instances, this is done if the holding period is less than three months, as annualising returns over short-term periods can produce misleading numbers.

LTM EBITDA

Last twelve months earnings before interest, tax, depreciation, and amortisation.

Net Asset Value ('NAV') per share

The NAV is shareholders' funds expressed as an amount per individual share. Shareholders' funds are the total value of all the Company's assets, at current market value, having deducted all liabilities including debt at amortised cost revalued for exchange rate movements. The total NAV per share is calculated by dividing shareholders' funds of £1,139,399,000 (30 September 2023: £1,031,018,000) by the number of Ordinary Shares in issue excluding treasury shares of 450,576,787 (30 September 2023: 462,173,682) at 31 March 2024.

The adjusted NAV per share (debt at fair value) incorporates the debt at fair value instead of at amortised cost, increasing the NAV by £11,355,000 (30 September 2023: £17,062,000), due to the Fair Value of the Loan Notes being lower than amortised cost. This is calculated by the original NAV of £1,139,399,000 (30 September 2023: £1,031,018,000) less the Loan Notes at amortised cost £137,682,000 (30 September 2023: £141,549,000), adding back the fair value of the Loan Notes £126,327,000 (30 September 2023: £124,487,000), the revolving credit facility remains unchanged at £23,547,000 (30 September 2023: £nil). The adjusted NAV (debt at fair value) £1,150,754,000 (30 September 2023: £1,048,080,000) divided by the number of Ordinary Shares in issue excluding treasury shares of 450,576,787 at 31 March 2024 (30 September 2023: 462,173,682) provides the adjusted NAV per share (debt at fair value) of 255.40p.

Portfolio weighted-average discount

The portfolio weighted-average discount is calculated as being the sum of the products of each holding's weight in AGT's portfolio times its discount. AVI calculates an estimated sum-of-the-parts NAV per share for each holding in AGT's portfolio. This NAV is compared with the share price of the holding in order to calculate a discount.

Return on Investment ('ROI')

The ROI is the total profits earned to date on an investment divided by the total cost of the investment.

Shares bought back and held in treasury

The Company may repurchase its own shares and shares repurchased may either be cancelled immediately or held in treasury. Shares repurchased, whether cancelled or held in treasury, do not qualify to vote at shareholder meetings or receive dividends. Share repurchases may increase earnings per share. Further, to the extent that shares are repurchased at a price below the prevailing net asset value per share, this will enhance the net asset value per share for remaining shareholders.

Total Return – NAV and Share Price Returns

The combined effect of any dividends paid, together with the rise or fall in the share price or NAV. Total return statistics enable the investor to make performance comparisons between investment trusts with different dividend policies. Any dividends received by a shareholder are assumed to have been reinvested in either additional shares in the Company or in the assets of the Company at the prevailing NAV, in either case at the time that the shares begin to trade ex-dividend. An annualised return is the average compound annual return, for return data over a period of time longer than a year.

Weight

Weight is defined as being each position's value as a percentage of total assets less current liabilities.

Shareholder Information

Company Information

Dividends

Shareholders who wish to have dividends paid directly into a bank account rather than by cheque to their registered address can complete a mandate form for the purpose. Mandate forms may be obtained from Equiniti Limited, Aspect House, Spencer Road, Lancing, West Sussex BN99 6DA on request or downloaded from Equiniti's website www.shareview.co.uk. The Company operates the BACS system for the payment of dividends. Where dividends are paid directly into shareholders' bank accounts, dividend tax vouchers are sent to shareholders' registered addresses.

Share Prices

The Company's Ordinary Shares are listed on the London Stock Exchange under 'Investment Trusts'. Prices are published daily in The Financial Times, The Times, The Daily Telegraph, The Scotsman and The Evening Standard.

Change of Address

Communications with shareholders are mailed to the last address held on the share register. Any change or amendment should be notified to Equiniti Limited at the address given above, under the signature of the registered holder.

Daily Net Asset Value

The net asset value of the Company's shares can be obtained by contacting Customer Services on 020 7659 4800 or via the website: www.aviglobal.co.uk.

Directors

Graham Kitchen (Chairman) Anja Balfour Neil Galloway June Jessop Calum Thomson

Secretary

Link Company Matters Limited 6th Floor 65 Gresham Street London EC2V 7NQ Tel: 0333 300 1950

Registered Office

Link Company Matters Limited Central Square 29 Wellington Street Leeds LS1 4DL Registered in England & Wales No. 28203

Investment Manager and AIFM

Asset Value Investors Limited 2 Cavendish Square

Registrar and Transfer Office

Equiniti Limited Aspect House Spencer Road Lancing West Sussex BN99 6DA

London W1G 0PU

Registrar's website

www.shareview.co.uk

Lines are open 8.30am to 5.30pm, Monday to Friday.

Company Administrator

Link Alternative Fund Administrators Limited Broadwalk House Southernhay West Exeter EX1 1TS

Corporate Broker

Panmure Gordon (UK) Limited 40 Gracechurch Street London EC3V 0BT

Auditor

BDO LLP 55 Baker Street London W1U 7EU

Depositary

J.P. Morgan Europe Limited 25 Bank Street London E14 5JP

Banker and Custodian

JPMorgan Chase Bank NA 125 London Wall London EC2Y 5AJ

HOW TO INVEST

AGT is a closed-ended investment trust with shares listed on the London Stock Exchange and part of the FTSE 250 Index. Shares in AGT can be bought directly on the London Stock Exchange or through investment platforms.

For more information visit: www.aviglobal.co.uk

www.carrkamasa.co.uk

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