Interim / Quarterly Report • Mar 31, 2016
Interim / Quarterly Report
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Interim Report and Accounts for the six months ended 31 March 2016
| Page | |
|---|---|
| Objective | 1 |
| Company Summary | 1 |
| Financial Summary | 2 |
| Ten Year Historical Record | 3 |
| Chairman's Statement | 4 |
| Manager's Review | 6 |
| Fund Investments | 9 |
| Ten Largest Fund Investments | 10 |
| Top 30 Underlying Investments | 12 |
| Principal Risks and Uncertainties | 13 |
| Going Concern | 13 |
| Directors' Responsibility Statement | 13 |
| Condensed Statement of Comprehensive Income | 14 |
| Condensed Statement of Financial Position | 15 |
| Condensed Statement of Changes in Equity | 16 |
| Cashflow Statement | 17 |
| Notes to the Accounts | 18 |
| Independent Auditors' Review | 22 |
| Information for Investors | 23 |
| Financial Calendar | 23 |
| Corporate Information | 24 |
Objective
To achieve long-term capital gains through holding a diversified portfolio of private equity funds investing predominantly in Europe.
| Investment policy | Full details of the Company's investment policy can be found on page 17 of the 2015 Annual Report. |
|---|---|
| Investment manager | SL Capital Partners LLP (''The Manager'') |
| Shareholders' funds | £480.2 million at 31 March 2016 |
| Market capitalisation | £315.7 million at 31 March 2016 |
| Capital structure | 154,776,294 ordinary shares of 0.2p each. |
| Each ordinary shareholder is entitled to one vote on a show of hands and, on a poll, to one vote for | |
| every ordinary share held. | |
| Management and incentive fees | The base management fee is 0.8% per annum of the net assets of the Company. In addition, there is |
| an incentive fee payable, which is calculated on the basis of 10% of the growth in the diluted net asset | |
| value total return in excess of an 8% per annum hurdle rate, measured over the five year period ending | |
| 30 September 2016 (more details are provided in note 5). | |
| The notice period is twelve months. | |
| ISA status | The Company's ordinary shares are eligible for Individual Savings Accounts (ISAs). |
| AIC membership | The Company is a member of The Association of Investment Companies. |
| Performance (Capital Only) | At 31 March 2016 |
At 30 September 2015 |
% Change |
|---|---|---|---|
| Net asset value per ordinary share (''NAV'') | 310.2p | 281.6p | 10.2 |
| Share price | 204.0p | 214.0p | (4.7) |
| FTSE All-Share Index(2) | 3,395.2 | 3,335.9 | 1.8 |
| MSCI Europe Index (in euros)(2) | 113.6 | 117.3 | (3.2) |
| Discount (difference between share price and net asset value) | 34.2% | 24.0% |
| Performance (Total Return)(1) | Six months % |
1 year % |
Annualised 5 year % |
Annualised since launch(3) % |
|---|---|---|---|---|
| Share price | (3.1) | (5.8) | 7.5 | 6.3 |
| NAV | 11.3 | 17.4 | 8.5 | 9.0 |
| FTSE All-Share Index(2) | 3.5 | (3.9) | 5.7 | 4.7 |
| MSCI Europe Index (in euros)(2) | (2.0) | (13.3) | 7.3 | 2.8 |
| High/low for the six months ended 31 March 2016 | High | Low |
|---|---|---|
| Share price (mid) | 218.0p | 191.0p |
(1) Includes dividends reinvested.
(2) The Company has no defined benchmark; the indices above are solely for comparative purposes.
(3) The Company was listed on the London Stock Exchange in May 2001.
| NAV and share price | Net assets £m |
NAV (undiluted) p |
NAV (diluted) p |
Share price p |
Premium/ (discount) to diluted NAV % |
|---|---|---|---|---|---|
| At 30 September 2006 | 289.8 | 182.1 | 179.6 | 183.50 | 2.1 |
| At 30 September 2007 | 385.7 | 241.3 | 237.7 | 226.50 | (4.7) |
| At 30 September 2008 | 375.5 | 234.8 | 231.4 | 161.00 | (30.4) |
| At 30 September 2009 | 265.6 | 164.9 | 163.4 | 112.25 | (31.3) |
| At 30 September 2010 | 315.2 | 195.3 | 193.3 | 113.75 | (41.2) |
| At 30 September 2011 | 369.4 | 228.7 | 225.9 | 134.00 | (40.7) |
| At 30 September 2012 | 369.7 | 227.6 | 224.9 | 162.38 | (27.8) |
| At 30 September 2013 | 401.2 | 244.2 | 243.4 | 198.00 | (18.6) |
| At 30 September 2014 | 409.1 | 257.4 | 257.4 | 230.00 | (10.6) |
| At 30 September 2015 | 438.7 | 281.6 | 281.6 | 214.00 | (24.0) |
| At 31 March 2016 | 480.2 | 310.2 | 310.2 | 204.00 | (34.2) |
| Performance and dividends | NAV total return % |
Share price total return1 % |
Dividend paid2 £m |
Dividend per ordinary share p |
Expense ratio3 % |
|---|---|---|---|---|---|
| Year to 30 September 2006 | 26.6 | 18.7 | 2.9 | 2.40 | 1.01 |
| Year to 30 September 2007 | 35.4 | 24.8 | 3.8 | 3.50 | 0.97 |
| Year to 30 September 2008 | (1.3) | (27.8) | 5.6 | 0.70 | 0.94 |
| Year to 30 September 2009 | (29.2) | (29.5) | 0.6 | 0.10 | 0.92 |
| Year to 30 September 2010 | 18.4 | 1.4 | 0.1 | 0.20 | 1.02 |
| Year to 30 September 2011 | 17.0 | 18.0 | 0.2 | 1.30 | 1.02 |
| Year to 30 September 2012 | 0.1 | 22.4 | 1.0 | 2.00 | 0.97 |
| Year to 30 September 2013 | 9.1 | 23.4 | 1.3 | 5.00 | 0.99 |
| Year to 30 September 2014 | 7.7 | 19.1 | 8.2 | 5.00 | 0.96 |
| Year to 30 September 2015 | 11.9 | (4.0) | 10.6 | 5.25 | 0.98 |
| Six months to 31 March 2016 | 11.3 | (3.1) | 5.5 | 1.80 | 0.994 |
1 Data supplied by Fundamental Data.
2 Represents the cash dividend paid during the year, declared for the previous financial year.
3 The expense ratios follow the AIC's recommended methodology for calculating Ongoing Charges.
4 Annualised for 2016.
| Fund manager as a % of net assets |
Fund investments as a % of net assets |
||||||
|---|---|---|---|---|---|---|---|
| Top 5 | Top 10 | Top 10 | Top 20 | Top 30 | |||
| Investment exposure | % | % | % | % | % | ||
| At 30 September 2006 | 40.9 | 67.4 | 50.3 | 74.0 | 81.4 | ||
| At 30 September 2007 | 41.0 | 66.5 | 42.5 | 64.8 | 80.4 | ||
| At 30 September 2008 | 54.5 | 84.6 | 55.1 | 84.0 | 102.4 | ||
| At 30 September 2009 | 55.5 | 87.2 | 61.1 | 93.8 | 109.0 | ||
| At 30 September 2010 | 62.1 | 96.4 | 67.9 | 101.0 | 116.2 | ||
| At 30 September 2011 | 57.9 | 89.1 | 69.0 | 95.4 | 106.8 | ||
| At 30 September 2012 | 51.2 | 80.2 | 63.5 | 87.4 | 97.9 | ||
| At 30 September 2013 | 44.9 | 68.4 | 51.7 | 76.5 | 86.8 | ||
| At 30 September 2014 | 43.2 | 65.0 | 52.9 | 74.0 | 82.7 | ||
| At 30 September 2015 | 42.4 | 65.2 | 48.6 | 71.4 | 80.2 | ||
| At 31 March 2016 | 39.8 | 64.2 | 44.2 | 66.4 | 77.3 |
In the six month period to 31 March 2016 the Company continued to benefit from strong exit activity across the portfolio, with significant cashflows to the Company and meaningful realised gains. Furthermore, the Company has benefitted from the appreciation of the euro versus sterling during Q1 2016, reversing some of the negative foreign exchange impact of the last two years. This has been against a background of significant volatility in listed financial markets and a slight decline in private equity activity in Europe during Q1 2016. The net asset value total return for the period was 11.3%. At 31 March 2016 the Company's net assets were £480.2 million (30 September 2015 – £438.7 million).
The net asset value per ordinary share ("NAV") at 31 March 2016 rose 10.2% to 310.2p (30 September 2015 – 281.6p). The increase in NAV during the period comprised 10.4% of net realised gains and income from the Company's portfolio of 47 private equity fund interests, 5.1% of unrealised losses on a constant exchange rate basis and 5.8% of positive exchange rate movements on the portfolio, 0.4% of other items, fees and costs, partially offset by the payment of the final dividend of 3.5p per ordinary share for the year ended 30 September 2015.
The closing mid-market price of the Company's ordinary shares on 31 March 2016 was 204.0p, a decrease of 4.7% over the period and a discount of 34.2% to the NAV. This compares to an increase in the FTSE All-Share Index over this period of 1.8%, and a decrease in the MSCI Europe Index (in euros) of 3.2%. The share price has subsequently risen and at 25 May 2016 was 224.0p, representing a 27.8% discount to the NAV at 31 March 2016.
Edmond Warner, OBE
The Board has declared an interim dividend of 1.80p to be paid on 15 July 2016 to shareholders on the Company's share register at 10 June 2016 (2015 – interim dividend 1.75p). On 29 January 2016 the Company paid a final dividend for the year ended 30 September 2015 of 3.5p per ordinary share. It remains the Board's intention, subject to unforeseen circumstances, to maintain, at least, the real value of last year's 5.25p dividend for the full year, when the amount of the interim dividend is combined with the final dividend. The Company also offers a Dividend Reinvestment Plan ("DRIP"), giving shareholders the option of reinvesting their dividend payments to buy more ordinary shares in the Company. Shareholders who wish to use their dividends to purchase further shares in the Company by participating in the Company's DRIP may complete a mandate form, which can be obtained via the Company's website (www.slcapital.com/slepet), or from Equiniti Limited at their address on page 23. The final date for DRIP elections is 24 June 2016.
The value of all private equity investments undertaken in Europe during the six months to 31 March 2016 was marginally lower than the corresponding period in 2015, with €51.9 billion of transactions by enterprise value announced (six months ended 31 March 2015 – €52.6 billion). Whilst the number and aggregate value of large buy-out transactions is volatile quarter on quarter, middle market buy-out transactions with an enterprise value between €100 million and €1 billion continues to be the core market segment. Just under €25.8 billion of deals during the period were middle market transactions and this market segment has, and continues to be, one of the Company's primary areas of focus.
As a result of strong exit activity, which reflects the maturity of the Company's portfolio, the Company received £80.4 million of distributions and it funded £34.4 million of draw downs during the period. The Manager is aware of the increased use of short term debt facilities by underlying managers to fund new investments, in order to reduce the frequency of draw downs from investors and enhance the underlying funds' IRRs. As a result, the Manager anticipates further draw downs and the associated reduction in outstanding commitments later in the year as these annual facilities are repaid. Overall, the Company generated a net cash inflow from portfolio activities, excluding secondary transactions, of £46.0 million. The distributions received generated net realised gains and income of £45.5 million, equivalent to an average return on the acquisition cost of
the realised investments of 2.3 times (year ended 30 September 2015 – 1.9 times).
In support of the Company's investment strategy, one new fund commitment was made during the period, with a commitment of €45.0 million to Advent International GPE VIII in February 2016.
Reflecting the disciplined approach to the use of the Company's capital resources and the continuing cash inflow, the Company also undertook one secondary fund purchase. The Company acquired an original commitment of \$60.0 million to TowerBrook Investors III in December 2015. Details of the transaction are provided in the Manager's Review.
In addition, the Company acquired one million ordinary shares through a share buy-back transaction for £2.0 million. The ordinary shares were acquired at a price of 204.0p and at a discount to the prevailing NAV of 32.3%. The ordinary shares acquired have been cancelled.
The Company had liquid resources of £94.0 million at 31 March 2016, comprising a cash balance of £54.6 million and £39.4 million invested at value (£39.4 million at cost) in UK and European equity index tracker funds. The Company has an undrawn £80 million syndicated revolving credit facility, provided by Citibank and Societe Generale, which expires in December 2020. At 31 March 2016 the Company had £271.5 million of outstanding commitments (30 September 2015 – £245.8 million). After undertaking a detailed review, the Manager believes that up to £55 million of the Company's existing outstanding commitments are unlikely to be drawn.
The Company's portfolio comprises 47 private equity fund interests. At 31 March 2016 the value of this portfolio was £390.6 million, of which net unrealised gains arising during the period were £3.0 million. 98.3% by value of the Company's private equity fund interests were valued by the relevant fund manager at 31 March 2016.
While unrealised losses on a constant exchange rate basis were £22.4 million (6.1% of the opening portfolio valuation), the loss primarily reflected a movement from unrealised to realised gains. With the latter generating gains and income of £45.5 million, a material uplift on exit is implied. In addition, exchange rate movements contributed unrealised gains of £25.4 million (6.9% of opening portfolio valuation), largely as a result of the 7.1% appreciation in the euro versus sterling in Q1 2016.
During the period from 31 March 2016 to 25 May 2016 the Company received £9.7 million of distributions and funded £3.5 million of draw downs. The Company made a new fund commitment of €26.0 million to the Sixth Cinven Fund.
At 25 May 2016 the Company had liquid resources of £95.9 million, comprising a cash balance of £56.5 million and £39.4 million invested at value (£39.4 million at cost) in UK and European equity index tracker funds. The Company had outstanding commitments of £277.5 million at 25 May 2016.
Overall, the European private equity market remains competitive with a significant amount of capital having been raised, however, the funds in the Company's portfolio are predominately focused on the mid and large segments of the buy-out market where historically managers have been able to generate value through operational improvements and strategic repositioning.
The managers of many of the funds in the Company's portfolio continue to report positive earnings growth across their portfolio companies. In addition, notwithstanding the recent listed market volatility and an increasingly challenging global macro-economic environment, the Company continues to benefit from strong levels of exit activity across the portfolio and, subject to exogenous shocks, the Manager would expect this to continue over the course of the year. These strong levels of exit activity should result in further realised and unrealised gains being generated enabling the Company to continue to build on the robust performance of the past three years.
The Board remains committed to maintaining capital discipline and the positive cash inflow is being invested in a mix of new fund commitments, secondary fund purchases and, when appropriate, share buy-backs.
Edmond Warner OBE Chairman
26 May 2016
The Company's investment strategy is to invest in the leading European private equity funds focused on mid to large sized buy-outs, which can be categorised as transactions with enterprise values ranging between €100 million and €2.0 billion.
The private equity funds in the Company's portfolio principally invest in countries in Europe, which the Manager defines as EU Member States, EU Associate Member States and other western European countries. The Company has the flexibility to invest up to 20% of its gross assets, at the time of purchase, in private equity funds which invest principally outside Europe. At 31 March 2016 the Company had seven fund investments – Coller International Partners IV, Coller International Partners V, Pomona Capital V Fund, Pomona Capital VI Fund, TowerBrook Investors II, TowerBrook Investors III and TowerBrook Investors IV – which are likely to invest a majority of their capital outside Europe. In total these funds represented 9.6% of the Company's gross assets by valuation and 8.2% by cost at 31 March 2016.
At 31 March 2016 the Company's portfolio comprised 47 private equity fund interests with a value of £390.6 million which, together with its current assets less liabilities, resulted in the Company having net assets of £480.2 million. This represented a NAV of 310.2p per ordinary share.
The split of the Company's portfolio by type of private equity fund is set out in the pie chart below. Details of all of the Company's private equity fund investments, and more detailed information on the ten largest fund investments, are shown on pages 9 to 12 of this report.
The valuation of the Company's private equity fund interests at 31 March 2016 was carried out by the Manager and has been approved by the Board in accordance with the Company's accounting policies. In undertaking the valuation, the most recent valuation of each fund prepared by the relevant fund manager has been used, adjusted where necessary for subsequent cash flows. The fund valuations are prepared in accordance with the International Private Equity and Venture Capital Valuation guidelines. These guidelines require investments to be valued at ''fair value''.
Of the 47 private equity funds in which the Company is invested, 44 of the funds, or 98.3% of the portfolio by value, were valued by their fund managers at 31 March 2016. The Manager continues to believe that the use of such timely valuation information is important.
The value of the Company's portfolio of private equity fund interests increased during the period from £369.0 million at 30 September 2015 to £390.6 million at 31 March 2016. A breakdown of the £21.6 million movement in the Company's portfolio during the period is detailed in the valuation bridge shown above. The increase in value was driven by £38.9 million of realised gains on the investment portfolio on a constant exchange rate basis, £34.4 million of draw downs from fund investments, £19.1 million of secondary purchases and £25.4 million from favourable foreign exchange rate movements. This increase was partially offset by £73.8 million of realisation proceeds from the Company's underlying investment interests and £22.4 million of unrealised losses on the investment portfolio on a constant exchange rate basis. During the period to 31 March 2016 sterling depreciated by 7.1% relative to the euro and depreciated by 5.1% relative to the US dollar.
The Company had £34.4 million of draw downs by, and £80.4 million of distributions from, the Company's portfolio of fund interests, which resulted in a net cash inflow of £46.0 million from investment activities during the period. The strong level of distribution activity reflected the attractive exit environment together with the maturity of the Company's investment portfolio.
During the six month period the Company purchased a secondary position in TowerBrook Investors III, which had an original fund commitment of \$60.0 million. The secondary purchase was acquired at a 6.1% discount to the 30 September 2015 valuation of the fund. The purchase price for the fund interest was £19.1 million and the Company assumed outstanding commitments of £10.4 million on acquisition.
During the six month period the Company made a single fund commitment of €45.0 million to Advent International GPE VIII, a global manager focused on mid to large market buyout transactions. Post the period end the Company made a commitment of €26.0 million to the Sixth Cinven Fund, a pan-European manager focused on upper mid-market buyouts.
Given the level of primary fund commitments it is unlikely that the Company will make further primary fund commitments until later in 2016. Secondary fund purchases are, however, expected to continue to be a feature of the Company's commitment plan in the short to medium term. Secondary fund interests allow the Company to gain exposure to attractive funds which are already partially invested, thus potentially widening the Company's vintage year diversification whilst adding a lower quantum of outstanding commitments.
At 31 March 2016 the Company had £271.5 million of outstanding commitments. After adjusting for excess available liquid resources, outstanding commitments were equivalent to 20.5% of the Company's net assets.
At 31 March 2016 the Company's 47 private equity fund interests were collectively invested in a total of 491 underlying investments. The diversification of the underlying investments at 31 March 2016 and 30 September 2015 is set out in the four bar charts at the bottom of page 8.
The bar charts demonstrate the diversification that applies by geography and by sector within the Company's underlying portfolio of investments at 31 March 2016. The broad geographic and sector diversification across a wide range of industries, including industrials, consumer services and financials, helps to mitigate the effect of volatility in any individual geography or sector.
The bar chart showing the maturity exposure of underlying investments highlights that the portfolio has an appropriate spread of investment vintages, however, it also continues to benefit from having a sizable proportion of the portfolio which is mature and likely to drive distribution activity going forward. The bar chart showing value relative to the original cost of underlying investments illustrates that the portfolio remains healthy with 84% of the portfolio valued at or above cost.
The two bar charts at the top of page 8 show the valuation and leverage multiples of the fifty largest underlying portfolio companies held by the Company's private equity fund interests at 31 December 2015, which in aggregate represented 44.8% of the Company's then net assets.* This analysis is at 31 December 2015 due to the fact that most private equity funds provide detailed information on the underlying portfolio companies twice a year, in June and December, rather than quarterly.
The valuation multiples of each underlying portfolio company are derived using the relevant listed comparable companies, adjusted where appropriate, in line with the International Private Equity and Venture Capital Valuation guidelines.
The median valuation and leverage multiples for the top fifty underlying portfolio companies are 10-11x EV/EBITDA and 4-5x Debt/EBITDA respectively. These compare to the valuation and leverage multiples for the top fifty underlying portfolio companies at 30 June 2015 of 10-11x EV/EBITDA and 3-4x Debt/EBITDA. The increase in the median leverage multiple in part reflects the fact that a number of underlying managers have taken advantage of the current debt markets to refinance companies on more advantageous terms. Overall the Manager believes that these valuation and leverage multiples are in line with the European private equity market for similar sized deals and vintages.
*In the case of five investments it has not been possible to calculate meaningful multiples due to the nature of the underlying businesses.
Value relative to original cost (% of valuation)
The private equity funds in which the Company invests usually take the form of limited partnerships. Contractual commitments are made to the funds and these are drawn down by the managers of the funds as required for investment over time. Details of all of the Company's fund investments, by valuation, and a description of the ten largest fund investments follow:
| Vintage year of fund |
Fund | Type | Number of investments |
Valuation date* |
Outstanding commitments £'000 |
Cost £'000 |
Valuation multiple† £'000 |
Net GBP (X) |
% of net assets |
|---|---|---|---|---|---|---|---|---|---|
| 2006 | 3i Eurofund V | Buy-out | 11 | 31.03.16 | 1,954 | 20,131 | 35,398 | 1.6 | 7.4% |
| 2012 | IK VII | Buy-out | 12 | 31.03.16 | 4,538 | 22,679 | 25,720 | 1.1 | 5.4% |
| 2011 | Equistone Partners Europe Fund IV | Buy-out | 23 | 31.03.16 | 1,805 | 20,283 | 22,931 | 1.5 | 4.8% |
| 2011 | BC European Capital IX | Buy-out | 15 | 31.03.16 | 5,347 | 17,866 | 21,834 | N/D | 4.5% |
| 2008 | TowerBrook Investors III | Buy-out | 12 | 31.03.16 | 10,776 | 19,095 | 20,502 | 1.1 | 4.3% |
| 2008 | Advent Global Private Equity VI | Buy-out | 19 | 31.03.16 | 624 | 15,332 | 20,039 | 1.7 | 4.2% |
| 2011 | Montagu IV | Buy-out | 12 | 31.03.16 | 2,395 | 16,231 | 17,875 | 1.3 | 3.7% |
| 2014 | Permira V | Buy-out | 14 | 31.03.16 | 8,028 | 14,855 | 17,001 | 1.1 | 3.5% |
| 2008 | CVC European Equity Partners V | Buy-out | 18 | 31.03.16 | 1,280 | 14,293 | 15,555 | 1.6 | 3.2% |
| 2012 | Advent Global Private Equity VII | Buy-out | 23 | 31.03.16 | 3,814 | 11,027 | 15,399 | 1.4 | 3.2% |
| 2006 | Terra Firma Capital Partners III | Buy-out | 6 | 31.03.16 | 107 | 24,663 | 15,095 | 0.6 | 3.1% |
| 2007 | Industri Kapital 2007 | Buy-out | 7 | 31.03.16 | 1,376 | 15,790 | 13,672 | 1.4 | 2.8% |
| 2008 | Nordic Capital Fund VII | Buy-out | 16 | 31.03.16 | 1,162 | 11,280 | 13,633 | 1.3 | 2.8% |
| 2005 | Candover 2005 Fund | Buy-out | 5 | 31.03.16 | – | 39,239 | 13,172 | 0.6 | 2.7% |
| 2013 | Nordic Capital Fund VIII | Buy-out | 11 | 31.03.16 | 12,202 | 11,484 | 11,597 | 1.0 | 2.4% |
| 2007 | Equistone Partners Europe Fund III | Buy-out | 8 | 31.03.16 | 1,325 | 15,700 | 8,534 | 1.6 | 1.8% |
| 2014 | PAI Europe VI | Buy-out | 7 | 31.03.16 | 19,324 | 7,880 | 8,063 | 1.1 | 1.7% |
| 2014 | CVC Capital Partners VI | Buy-out | 12 | 31.03.16 | 15,204 | 8,015 | 7,826 | 1.0 | 1.6% |
| 2015 | Exponent Private Equity Partners III | Buy-out | 4 | 31.03.16 | 19,742 | 8,271 | 7,665 | 0.9 | 1.6% |
| 2015 | Equistone Partners Europe Fund V | Buy-out | 8 | 31.03.16 | 16,563 | 6,799 | 7,175 | 1.1 | 1.5% |
| 2006 | Coller International Partners V | Secondary | 48 | 31.03.16 | 6,067 | – | 6,976 | 1.6 | 1.5% |
| 2014 | Altor Fund IV | Buy-out | 4 | 31.03.16 | 37,014 | 6,298 | 6,485 | 1.0 | 1.4% |
| 2006 | Permira IV | Buy-out | 15 | 31.12.15 | 510 | 5,784 | 6,217 | 1.2 | 1.3% |
| 2013 | TowerBrook Investors IV | Buy-out | 5 | 31.03.16 | 19,664 | 4,110 | 6,166 | 1.5 | 1.3% |
| 2005 | Pomona Capital VI Fund | Secondary | 30 | 31.03.16 | 1,899 | 6,893 | 5,656 | 1.6 | 1.2% |
| 2006 | TowerBrook Investors II | Buy-out | 5 | 31.03.16 | 3,983 | 3,828 | 5,479 | 2.1 | 1.1% |
| 2012 | Bridgepoint Europe IV | Buy-out | 16 | 31.03.16 | 920 | 5,554 | 4,795 | 1.3 | 1.0% |
| 2006 | Cinven Fourth Fund | Buy-out | 7 | 31.03.16 | 2,668 | 10,316 | 4,211 | 1.5 | 0.9% |
| 2014 | Bridgepoint Europe V | Buy-out | 5 | 31.03.16 | 24,518 | 3,173 | 3,230 | 1.0 | 0.7% |
| 2006 | HgCapital 5 | Buy-out | 3 | 31.03.16 | 213 | 7,485 | 3,192 | 1.8 | 0.7% |
| 2005 | Equistone Partners Europe Fund II | Buy-out | 4 | 31.03.16 | 172 | 7,738 | 3,064 | 1.7 | 0.6% |
| 2005 | Advent Global Private Equity V | Buy-out | 5 | 31.03.16 | 937 | 1,876 | 3,041 | 2.7 | 0.6% |
| 2005 | CVC European Equity Partners IV | Buy-out | 4 | 31.03.16 | 1,614 | 3,840 | 2,852 | 2.2 | 0.6% |
| 2009 | Charterhouse Capital Partners IX | Buy-out | 8 | 31.03.16 | 607 | 3,330 | 2,537 | 1.4 | 0.5% |
| 2004 | Industri Kapital 2004 | Buy-out | 2 | 31.03.16 | 13 | 4,226 | 1,836 | 2.4 | 0.4% |
| 2002 | Charterhouse Capital Partners VII | Buy-out | 3 | 31.03.16 | 2,408 | 6,089 | 1,348 | 1.9 | 0.3% |
| 2001 | Pomona Capital V Fund | Secondary | 43 | 31.03.16 | 118 | 5,726 | 1,054 | 1.4 | 0.2% |
| 2000 | Scottish Equity Partners II | Venture capital | 1 | 31.03.16 | – | 3,159 | 972 | 0.9 | 0.2% |
| 2001 | Coller International Partners IV | Secondary | 23 | 31.03.16 | 209 | 270 | 821 | 1.4 | 0.2% |
| 2000 | CVC European Equity Partners III | Buy-out | 1 | 31.03.16 | 1,022 | 3,455 | 659 | 2.7 | 0.1% |
| 2007 | CVC Tandem Fund | Buy-out | 8 | 31.03.16 | 583 | 1,817 | 569 | 1.6 | 0.1% |
| 2004 | Permira Europe III | Buy-out | 6 | 31.12.15 | – | 437 | 294 | 1.2 | 0.1% |
| 2001 | Cinven Third Fund | Buy-out | 1 | 31.03.16 | 230 | 4,399 | 229 | 2.1 | 0.1% |
| 1998 | CVC European Equity Partners II | Buy-out | 1 | 31.03.16 | 1,204 | 2,180 | 206 | 2.0 | 0.0% |
| 1995 | Phildrew Fourth | Buy-out | — | 31.03.16 | – | – | 17 | 0.3 | 0.0% |
| 2001 | MUST 4 | Buy-out | — | 31.12.15 | 1,705 | – | 7 | 2.0 | 0.0% |
| 2015 | Advent International GPE VIII | Buy-out | — | 31.03.16 | 35,678 | – | – | N/A | 0.0% |
| Total portfolio investments‡ | 491 | 271,522 | 422,896 | 390,599 | 81.3% | ||||
| Non-portfolio assets less liabilities | 89,583 | 18.7% | |||||||
| Shareholders' funds | 480,182 | 100.0% |
* valuation date refers to the date of the last valuation prepared by the manager of the relevant fund.
† the net multiple has been calculated by SL Capital Partners LLP in GBP on the basis of the total realised and unrealised return for the interest held in each fund investment. (N/D – not disclosed due to legal limitations).
‡ the 491 underlying investments represent holdings in 476 separate companies.
at 31 March 2016
| 3i Eurofund V | 31 March 2016 |
30 September 2015 |
|
|---|---|---|---|
| 3i Eurofund V is a €5.0 billion private equity fund, including a commitment of €2.8 billion | Value (£'000) | 35,398 | 34,461 |
| from 3i Group plc, focused on mid to large sized European buy-outs. The fund is managed | Cost (£'000) | 20,131 | 21,708 |
| by 3i Private Equity, a division of 3i Group plc, an investment company listed on the London | |||
| Stock Exchange. 3i is one of the oldest and most experienced private equity managers in | Commitment (€'000) | 60,000 | 60,000 |
| Europe and operates from a network of offices, including Amsterdam, London, Madrid, Paris | Amount Funded | 95.9% | 95.9% |
| and Stockholm. 3i targets buy-out transactions with enterprise values of between €100 | Holding in Fund | 1.2% | 1.2% |
| million and €1.0 billion, across a wide range of sectors. | Income (£'000) | – | 600 |
| IK VII | 31 March 2016 |
30 September 2015 |
|
|---|---|---|---|
| IK VII is a €1.4 billion private equity fund focused on northern European buy-outs. The fund | Value (£'000) | 25,720 | 16,606 |
| is managed by IK Investment Partners, which has offices in London, Stockholm, Paris and | Cost (£'000) | 22,679 | 16,214 |
| Hamburg. IK targets the buy-out of businesses with enterprise values of between €100 million and €500 million. |
Commitment (€'000) | 36,000 | 36,000 |
| Amount Funded | 84.1% | 60.5% | |
| Holding in Fund | 2.6% | 2.6% | |
| Income (£'000) | – | – |
| Equistone Partners Europe Fund IV | 31 March 2016 |
30 September 2015 |
|
|---|---|---|---|
| Equistone Partners Europe Fund IV is a €1.5 billion private equity fund focused on European | Value (£'000) | 22,931 | 24,014 |
| middle market buy-outs. The fund is the first fund raised by Equistone Partners Europe, | Cost (£'000) | 20,283 | 21,215 |
| following the spin-out from Barclays PLC. The manager operates from offices in London, Paris, | Commitment (€'000) | 30,000 | 30,000 |
| Munich, Zurich, Birmingham and Manchester with a focus on sourcing investments in the UK, France and Germany. |
Amount Funded | 92.4% | 91.4% |
| Holding in Fund | 2.0% | 2.0% | |
| Income (£'000) | 298 | 284 |
| BC European Capital IX | 31 March 2016 |
30 September 2015 |
|
|---|---|---|---|
| BC Partners is a leading European buy-out firm with a track record that goes back to 1986. | Value (£'000) | 21,834 | 19,756 |
| The team operates from offices in London, Paris, Hamburg and New York. BC European | Cost (£'000) | 17,866 | 18,325 |
| Capital IX held its final close in February 2012 with total commitments of €6.7 billion. The | Commitment (€'000) | 35,000 | 35,000 |
| fund focuses primarily on buy-outs of larger companies, with typical enterprise values | Amount Funded | 80.7% | 76.3% |
| between €300 million and €2 billion. | |||
| Holding in Fund | 0.5% | 0.5% | |
| Income (£'000) | 89 | 566 |
| TowerBrook Investors III | 31 March 2016 |
30 September 2015 |
|
|---|---|---|---|
| TowerBrook Investors III is a US\$2.75 billion private equity fund which is managed by | Value (£'000) | 20,502 | – |
| TowerBrook Investors, a transatlantic private equity firm. TowerBrook pursues control-oriented | Cost (£'000) | 19,095 | – |
| investments in North American and European middle market companies in partnership with | Commitment (US\$'000) | 60,000 | – |
| management teams and in situations branded by complexity. The firm has offices in London, | |||
| New York and Munich. | Amount Funded | 74.2% | – |
| Holding in Fund | 2.2% | – | |
| Income (£'000) | 40 | – |
| Advent Global Private Equity VI | 31 March 2016 |
30 September 2015 |
|
|---|---|---|---|
| Advent Global Private Equity VI is a €6.6 billion private equity fund predominantly focused on | Value (£'000) | 20,039 | 22,907 |
| mid-market buyouts in Europe and North America. The fund is managed by Advent | Cost (£'000) | 15,332 | 17,224 |
| International, one of the leading private equity managers globally. Advent operates from offices | |||
| in London, Paris, Frankfurt, Milan, Madrid, Boston and New York. Advent's target sectors include | Commitment (€'000) | 25,400 | 25,400 |
| business and financial services, media and telecommunications, retail and consumer, healthcare | Amount Funded | 96.9% | 96.2% |
| and industrials. | Holding in Fund | 0.8% | 0.8% |
| Income (£'000) | – | 11 |
| Montagu IV | 31 March 2016 |
30 September 2015 |
|
|---|---|---|---|
| Montagu IV is a €2.5 billion private equity fund focused predominantly on northern Europe, | Value (£'000) | 17,875 | 17,770 |
| targeting middle market buy-outs. The fund focuses on buy-outs of businesses with enterprise | Cost (£'000) | 16,231 | 17,138 |
| values between €100 million and €1billion. Montagu Private Equity has been in existence | |||
| since 1968 and prior to a spin-out in 2003, Montagu was the sole private equity arm of HSBC | Commitment (€'000) | 30,000 | 30,000 |
| Group. The manager operates from offices in London, Paris, Frankfurt, Amsterdam and | Amount Funded | 89.9% | 89.9% |
| Warsaw. | Holding in Fund | 1.2% | 1.2% |
| Income (£'000) | 254 | 1,013 |
| Permira V | 31 March 2016 |
30 September 2015 |
|
|---|---|---|---|
| Permira V is a €5.0 billion private equity fund predominantly focused on mid-market and | Value (£'000) | 17,001 | 13,723 |
| large cap buy-outs in Europe and North America. The fund is managed by Permira, which | Cost (£'000) | 14,855 | 13,990 |
| operates from a network of offices including London, Frankfurt, Paris, Milan, New York and | Commitment (€'000) | ||
| California. Permira's five core target sectors are consumer, TMT, industrials, healthcare and | 30,000 | 30,000 | |
| financial services. | Amount Funded | 66.3% | 62.3% |
| Holding in Fund | 0.6% | 0.6% | |
| Income (£'000) | – | – |
| CVC European Equity Partners V | 31 March 2016 |
30 September 2015 |
|
|---|---|---|---|
| CVC European Equity Partners V is a €10.7 billion private equity fund predominantly focused | Value (£'000) | 15,555 | 17,760 |
| on European buy-outs. The fund is managed by CVC Capital Partners Europe, one of the | Cost (£'000) | 14,293 | 15,989 |
| leading European private equity managers. CVC operates primarily from offices in London, | Commitment (€'000) | 35,000 | 35,000 |
| Paris, Frankfurt, Amsterdam, Brussels, Copenhagen, Madrid, Stockholm, Zurich and Milan in | |||
| Europe, with further offices in New York and San Francisco in the US, and across Asia. CVC | Amount Funded | 95.4% | 94.2% |
| targets medium and large sized buy-out transactions. | Holding in Fund | 0.3% | 0.3% |
| Income (£'000) | 390 | 1,027 |
| Advent Global Private Equity VII | 31 March 2016 |
30 September 2015 |
|
|---|---|---|---|
| Advent Global Private Equity VII is a €8.5 billion private equity fund predominantly focused | Value (£'000) | 15,399 | 11,730 |
| on mid-market buy-outs in Europe and North America. The fund is managed by Advent | Cost (£'000) | 11,027 | 10,205 |
| International, one of the leading private equity managers globally. Advent operates from | |||
| offices in London, Paris, Frankfurt, Milan, Madrid, Boston and New York. Advent's target | Commitment (€'000) | 20,000 | 20,000 |
| sectors include business and financial services, media and telecommunications, retail and | Amount Funded | 76.0% | 70.3% |
| consumer, healthcare and industrials. | Holding in Fund | 2.0% | 2.0% |
| Income (£'000) | – | – |
at 31 March 2016
The table below summarises the top 30 underlying investments, by value, in the Company's portfolio of private equity funds. The valuations are gross, before any carry provision.
| Entity | Description | Fund | Year of Investment net assets |
% of |
|---|---|---|---|---|
| Action | Non-food discount retailer | 3i Eurofund V | 2011 | 4.0% |
| Parques Reunidos | Amusement parks | Candover 2005 Fund | 2007 | 1.7% |
| Scandlines | Northern European ferry operator | 3i Eurofund V | 2007 | 1.6% |
| Schenck Process | Provides industrial weighing and measuring systems | Industri Kapital 2007 | 2007 | 1.2% |
| AWAS/Pegasus | Aircraft lessor | Terra Firma Capital Partners III | 2007 | 1.2% |
| Not Disclosed | Information and risk management solutions | Advent Global Private Equity VI | 2012 | 0.9% |
| Amor | Retailer of affordable jewellery | 3i Eurofund V | 2010 | 0.9% |
| Technogym | Provides fitness equipment and wellness products | Candover 2005 Fund | 2008 | 0.9% |
| Cérélia | Manufacturer of ready to use dough | IK VII | 2015 | 0.9% |
| Lindorff | Debt collection and accounting services | Nordic Capital VIII | 2014 | 0.9% |
| ConvaTec | Ostomy, wound care and hospital products | Nordic Capital Fund VII | 2008 | 0.8% |
| Not Disclosed | Recovery audit services | Advent Global Private Equity VI | 2012 | 0.8% |
| Not Disclosed | Card payment services | Advent Global Private Equity VI | 2010 | 0.8% |
| Not Disclosed | Mattress manufacturer | Advent Global Private Equity VI, Advent Global Private Equity VII |
2012 | 0.8% |
| Vemedia | Over the counter medicines | Industri Kapital 2007 | 2012 | 0.8% |
| Vistage | Membership organisation of CEOs | TowerBrook Investors III | 2012 | 0.7% |
| Trigo | Sub-assemblies and parts quality inspection services | Industri Kapital 2007 | 2011 | 0.7% |
| Jerrold Holdings | UK secured lender | Equistone Partners Europe Fund II | 2006 | 0.7% |
| Not Disclosed | Specialty retailer of services and solutions for pets | BC European Capital IX | 2015 | 0.7% |
| Wilton | Food and paper crafting company | TowerBrook Investors III | 2009 | 0.7% |
| Norican | Metallic parts formation and preparation industry | Altor Fund IV | 2015 | 0.7% |
| Not Disclosed | Academic and scientific information provider | BC European Capital IX | 2013 | 0.6% |
| Quironsalud | Spanish private Healthcare provider | CVC European Equity Partners V | 2011 | 0.6% |
| EverPower | Wind energy development | Terra Firma Capital Partners III | 2009 | 0.6% |
| Volution | Ventilation products supplier | TowerBrook Investors III | 2012 | 0.6% |
| Element | Materials testing | Bridgepoint Europe V | 2016 | 0.6% |
| Ladder Capital Finance | Commercial real estate finance company | TowerBrook Investors II | 2008 | 0.6% |
| Achilles | Provider of supply chain risk management networks and services |
HgCapital 5 | 2008 | 0.6% |
| Arkopharma | Pharmaceutical company | Montagu IV | 2014 | 0.6% |
| Hornschuch Konzern | Producer of premium film and artificial leather | Equistone Partners Europe Fund III | 2008 | 0.6% |
| Grand Total | 27.9% |
The principal risks facing the Company relate to the Company's investment activities and include the following:-
Information on each of these risks, and an explanation of how they are managed, is contained in the Company's Annual Report for the year ended 30 September 2015.
The Company's principal risks and uncertainties have not changed materially since the date of that Report and are not expected to change materially for the remaining six months of the Company's financial year.
The Audit Committee considered the Board's obligation to satisfy itself as to the appropriateness of the adoption of the going concern assumption as a basis for preparing the financial statements, taking into account: the £80 million committed, syndicated revolving credit facility with a maturity date in December 2020; the future cashflow projections; the Company's cashflows during the period; and the Company's net liquid resources at the period end. The Audit Committee concluded that the adoption of the going concern basis was appropriate.
The Directors believe that the Company has adequate resources to continue in operational existence for the foreseeable future. For this reason, they have adopted the going concern basis in preparing the accounts.
The Directors are responsible for preparing the half-yearly financial report, in accordance with applicable laws and regulations. The Directors confirm that to the best of their knowledge:-
The half-yearly financial report was approved by the Board on 26 May 2016.
Signed on behalf of the Board of Directors of Standard Life European Private Equity Trust PLC
Edmond Warner OBE
Edinburgh 26 May 2016
Chairman
| For the six months For the six months |
||||||||
|---|---|---|---|---|---|---|---|---|
| to 31 March 2016 | to 31 March 2015 | |||||||
| (unaudited) | (unaudited) | |||||||
| Notes | Revenue | Capital | Total | Revenue | Capital | Total | ||
| £'000 | £'000 | £'000 | £'000 | £'000 | £'000 | |||
| Total capital gains on investments | — | 43,700 | 43,700 | — | 24,089 | 24,089 | ||
| Currency gains/(losses) | — | 3,511 | 3,511 | — | (543) | (543) | ||
| Income | 4 | 7,346 | — | 7,346 | 3,966 | — | 3,966 | |
| Investment management fee | 5 | (187) | (1,686) | (1,873) | (169) | (1,518) | (1,687) | |
| Incentive fee | 5 | — | (2,425) | (2,425) | — | — | — | |
| Administrative expenses | (401) | — | (401) | (341) | — | (341) | ||
| Net return on ordinary activities before | ||||||||
| finance costs and taxation | 6,758 | 43,100 | 49,858 | 3,456 | 22,028 | 25,484 | ||
| Finance costs | (39) | (350) | (389) | (53) | (478) | (531) | ||
| Net return on ordinary activities before taxation | 6,719 | 42,750 | 49,469 | 3,403 | 21,550 | 24,953 | ||
| Taxation | (1,667) | 1,136 | (531) | (592) | 579 | (13) | ||
| Net return on ordinary activities after taxation | 5,052 | 43,886 | 48,938 | 2,811 | 22,129 | 24,940 | ||
| Net return per ordinary share | 7 | 3.24p | 28.17p | 31.41p | 1.78p | 14.04p | 15.82p |
The Total column of this statement represents the profit and loss account of the Company.
There are no items of other comprehensive income, therefore this statement is the single statement of comprehensive income of the Company.
All revenue and capital items in the above statement are derived from continuing operations.
No operations were acquired or discontinued in the period.
| At | At | ||
|---|---|---|---|
| 31 March 2016 | 30 September 2015 | ||
| (unaudited) | (audited) | ||
| Notes | £'000 | £'000 | |
| Non-current assets | |||
| Investments at fair value through profit or loss | 8 | 429,953 | 406,332 |
| Current assets | |||
| Receivables | 641 | 729 | |
| Cash and cash equivalents | 54,575 | 32,099 | |
| 55,216 | 32,828 | ||
| Creditors : amounts falling due within one year | |||
| Payables | (4,987) | (420) | |
| Net current assets | 50,229 | 32,408 | |
| Total assets less current liabilities | 480,182 | 438,740 | |
| Capital and reserves | |||
| Called up share capital | 310 | 312 | |
| Share premium | 86,485 | 86,485 | |
| Special reserve | 53,980 | 56,024 | |
| Capital redemption reserve | 91 | 89 | |
| Capital reserves | 324,266 | 280,380 | |
| Revenue reserve | 15,050 | 15,450 | |
| Total shareholders' funds | 480,182 | 438,740 | |
| Net asset value per equity share | 9 | 310.2p | 281.6p |
| Capital | |||||||
|---|---|---|---|---|---|---|---|
| Share | Share | Special | redemption | Capital | Revenue | ||
| capital | premium | reserve | reserve | reserves | reserve | Total | |
| £'000 | £'000 | £'000 | £'000 | £'000 | £'000 | £'000 | |
| Balance at 1 October 2015 | 312 | 86,485 | 56,024 | 89 | 280,380 | 15,450 | 438,740 |
| Total recognised gains | — | — | — | — | 43,886 | 5,052 | 48,938 |
| Buy back of ordinary shares | (2) | — | (2,044) | 2 | — | — | (2,044) |
| Dividends paid | — | — | — | — | — | (5,452) | (5,452) |
| Balance at 31 March 2016 | 310 | 86,485 | 53,980 | 91 | 324,266 | 15,050 | 480,182 |
| Capital | |||||||
|---|---|---|---|---|---|---|---|
| Share | Share | Special | redemption | Capital | Revenue | ||
| capital | premium | reserve | reserve | reserves | reserve | Total | |
| £'000 | £'000 | £'000 | £'000 | £'000 | £'000 | £'000 | |
| Balance at 1 October 2014 | 318 | 86,485 | 62,947 | 83 | 242,135 | 17,134 | 409,102 |
| Total recognised gains | — | — | — | — | 22,129 | 2,811 | 24,940 |
| Buy back of ordinary shares | (3) | — | (3,614) | 3 | — | — | (3,614) |
| Dividends paid | — | — | — | — | — | (7,884) | (7,884) |
| Balance at 31 March 2015 | 315 | 86,485 | 59,333 | 86 | 264,264 | 12,061 | 422,544 |
| Six months to | Six months to | |
|---|---|---|
| 31 March 2016 | 31 March 2015 | |
| (unaudited) | (unaudited) | |
| £'000 | £'000 | |
| Net return after taxation | 48,938 | 24,940 |
| Adjusted for: | ||
| Finance costs | 389 | 531 |
| Taxation on ordinary activities | 531 | 13 |
| Gains on disposal of investments | (38,972) | (11,864) |
| Revaluation of investments | (4,728) | (12,225) |
| Currency (gains)/losses | (3,511) | 543 |
| (Increase)/decrease in debtors | (22) | 17 |
| Increase in creditors | 2,523 | 181 |
| Tax deducted from non – UK income | (531) | (13) |
| Net cash inflow from operating activities | 4,617 | 2,123 |
| Investing activities | ||
| Purchase of investments | (53,767) | (71,378) |
| Disposal of underlying investments by funds | 73,846 | 54,600 |
| Disposal of fund investments by way of secondary sales | — | 21,660 |
| Net cash inflow from investing activities | 20,079 | 4,882 |
| Financing activities | ||
| Finance costs | (279) | (233) |
| Ordinary dividends paid | (5,452) | (7,884) |
| Buy back of ordinary shares | — | (4,013) |
| Net cash outflow from financing activities | (5,731) | (12,130) |
| Increase/(decrease) in cash and cash equivalents | 18,965 | (5,125) |
| Analysis of changes in cash and cash equivalents | ||
| Opening cash and cash equivalents | 32,099 | 21,575 |
| Increase/(decrease) in cash and cash equivalents | 18,965 | (5,125) |
| Currency movements | 3,511 | (543) |
| Closing cash and cash equivalents | 54,575 | 15,907 |
The financial information in this report comprises non-statutory accounts as defined in sections 434–436 of the Companies Act 2006. The financial information for the year ended 30 September 2015 has been extracted from the published accounts that have been delivered to the Registrar of Companies and on which the report of the auditors was unqualified under section 498 of the Companies Act 2006.
The auditors have reviewed the financial information for the six months ended 31 March 2016 in accordance with the applicable standards issued by the Auditing Practices Board for use in the United Kingdom. The independent auditors review report is on page 22.
The condensed financial statements have been prepared in accordance with Financial Reporting Standard 104 (Interim Financial Reporting) and with the Statement of Recommended Practice for 'Financial Statements of Investment Trust Companies and Venture Capital Trusts'. They have also been prepared on a going concern basis and on the assumption that approval as an investment trust will continue to be granted.
These condensed financial statements are the first since FRS 102 (The Financial Reporting Standard applicable in the UK and Republic of Ireland) came into effect for accounting periods beginning on or after 1 January 2015. The impact of adopting FRS 102 did not require any restatement of balances as at the transition date, 1 January 2014, or comparative figures in the Condensed Statement of Financial Position or the Condensed Statement of Comprehensive Income. The Company has chosen to early adopt the Amendments to FRS 102, paragraph 34.22 which revise the disclosure requirements for financial institutions, specifically in relation to the fair value hierarchy as presented within note 11. These amendments were approved for issue on 3 March 2016 and are effective for accounting periods beginning on or after 1 January 2017.
The half-year financial statements have been prepared using the same accounting policies as the preceding annual accounts.
| 3. | Exchange rates | At 31 March 2016 |
At 30 September 2015 |
|---|---|---|---|
| Rates of exchange to sterling were: | |||
| Euro | 1.2613 | 1.3570 | |
| US Dollar | 1.4373 | 1.5148 | |
| Six months ended 31 March 2016 |
Six months ended 31 March 2015 |
||
| 4. | Income | £'000 | £'000 |
| Income from fund investments | 7,063 | 3,796 | |
| Income from index tracker funds | 276 | 162 | |
| Interest from money market funds | 7 | 8 | |
| Total income | 7,346 | 3,966 | |
| Six months ended 31 March 2016 |
Six months ended 31 March 2015 |
|||||||
|---|---|---|---|---|---|---|---|---|
| 5. | Transactions with the Manager | Revenue £'000 |
Capital £'000 |
Total £'000 |
Revenue £'000 |
Capital £'000 |
Total £'000 |
|
| Investment management fee | 187 | 1,686 | 1,873 | 169 | 1,518 | 1,687 | ||
| Incentive fee | – | 2,425 | 2,425 | – | – | – | ||
| 187 | 4,111 | 4,298 | 169 | 1,518 | 1,687 |
Under the terms of the Company's investment management agreement with the Manager, the Company pays the Manager a quarterly fee, equal to 0.8% per annum of shareholders' funds at the end of the relevant quarter. The investment management fee is allocated 90% to realised capital reserve and 10% to the revenue account. The Manager's appointment may be terminated by either party giving to the other not less than 12 months' written notice. The balance due to the Manager for investment management fees at 31 March 2016 was £373,000 (31 March 2015 – £187,000).
An incentive fee arrangement is in place in respect of the period from 1 October 2011 to 30 September 2016. For an incentive fee to be payable, the Company's net asset value total return must grow by more than 8% compound per annum (before any accrual for the incentive fee) over the five year period to 30 September 2016. Should this hurdle rate be achieved, the Manager will be entitled to an incentive fee of 10% of the growth in NAV (before any accrual for the incentive fee) in excess of the hurdle rate, multiplied by the number of ordinary shares in issue on 1 October 2011 (adjusted in certain circumstances to reflect subsequent share issuance and/or a material reduction in the Company's issued share capital). At 31 March 2016 the net asset value total return was 334.1p which exceeds the 8% per annum compound growth hurdle rate at the same date of 319.4p. As such, a provision of £2,425,000 has been made in respect of the incentive fee as at 31 March 2016.
The Company appointed SL Capital Partners LLP as its Alternative Investment Fund Manager on 1 July 2014.
A dividend of 3.5p per ordinary share, declared as a final dividend, was paid on 29 January 2016 in respect of the year ended 30 September 2015 (2014 – dividend of 5.0p per ordinary share paid on 30 January 2015).
A proposed interim dividend of 1.8p per ordinary share is due to be paid on 15 July 2016 (2015 – 1.75p paid on 10 July 2015).
| Six months ended 31 March 2016 |
Six months ended 31 March 2015 |
|||||
|---|---|---|---|---|---|---|
| 7. | Net return per ordinary share | p | £'000 | p | £'000 | |
| The net return per ordinary share is based on the following | ||||||
| figures: | ||||||
| Revenue net return | 3.24 | 5,052 | 1.78 | 2,811 | ||
| Capital net return | 28.17 | 43,886 | 14.04 | 22,129 | ||
| Total net return | 31.41 | 48,938 | 15.82 | 24,940 | ||
| Weighted average number of ordinary shares in issue | 155,776,294 | 157,620,316 |
| At 31 March 2016 | |||||
|---|---|---|---|---|---|
| 8. | Investments | Index tracker funds £'000 |
Fund investments £'000 |
Total £'000 |
At 30 September 2015 £'000 |
| Fair value through profit or loss: | |||||
| Opening market value | 37,339 | 368,993 | 406,332 | 387,623 | |
| Opening investment holding losses | 1,817 | 35,258 | 37,075 | 47,785 | |
| Opening book cost | 39,156 | 404,251 | 443,407 | 435,408 | |
| Movements in the period/year: | |||||
| Additions at cost | — | 34,420 | 34,420 | 105,522 | |
| Secondary purchases | — | 19,099 | 19,099 | — | |
| Dividends reinvested | 248 | — | 248 | 785 | |
| Disposals of underlying investments by funds | — | (73,846) | (73,846) | (106,283) | |
| Disposals of fund investments by way of secondary sales | — | — | — | (21,661) | |
| 39,404 | 383,924 | 423,328 | 413,771 | ||
| Gains on disposal of underlying investments | — | 39,529 | 39,529 | 41,040 | |
| Losses on liquidation of fund investments | — | (557) | (557) | (11,966) | |
| Gains on disposal of fund investments by way | |||||
| of secondary sales | — | — | — | 562 | |
| Closing book cost | 39,404 | 422,896 | 462,300 | 443,407 | |
| Closing investment holding losses | (50) | (32,297) | (32,347) | (37,075) | |
| Closing market value | 39,354 | 390,599 | 429,953 | 406,332 | |
| 9. | Net asset value per ordinary share | At 31 March 2016 |
At 30 September 2015 |
||
| Ordinary shareholders' funds | £480,181,644 | £438,740,232 | |||
| Number of ordinary shares in issue | 154,776,294 | 155,776,294 | |||
| Net asset value per ordinary share | 310.2p | 281.6p | |||
During the six months ended 31 March 2016 the Company bought for cancellation 1,000,000 ordinary shares (31 March 2015 – 1,625,000 ordinary shares) at a cost of £2,044,000 including expenses (31 March 2015 – £3,614,000).
The NAV and ordinary shareholders' funds are calculated in accordance with the Company's articles of association.
10. Bank loans
At 31 March 2016, the Company had an £80 million (2015 – £80 million led by The Royal Bank of Scotland plc) committed, multi-currency syndicated revolving credit facility provided by Citibank and Societe Generale of which nil (2015 – nil) had been drawn down. The facility expires on 31 December 2020. The interest rate on this facility is LIBOR plus 1.5% rising to 1.7% depending on utilisation, and the commitment fee payable on non-utilisation is 0.7% per annum.
FRS 104 requires an entity to classify fair value measurements using a fair value hierarchy that reflects the significance of the inputs used in making the measurements. The fair value hierarchy shall have the following classifications:
The Company's financial assets and liabilities measured at fair value in the Statement of Financial Position are grouped into the following fair value hierarchy at the reporting date:
| Level 1 £000 |
Level 2 £000 |
Level 3 £000 |
Total £000 |
|
|---|---|---|---|---|
| Unquoted investments | — | — | 390,599 | 390,599 |
| Quoted investments | — | 39,354 | — | 39,354 |
| Net fair value | — | 39,354 | 390,599 | 429,953 |
| Level 1 £000 |
Level 2 £000 |
Level 3 £000 |
Total £000 |
|
|---|---|---|---|---|
| Unquoted investments | — | — | 368,993 | 368,993 |
| Quoted investments | — | 37,339 | — | 37,339 |
| Net fair value | — | 37,339 | 368,993 | 406,332 |
Unquoted investments are stated at the Directors' estimate of fair value and follow the recommendations of the EVCA and the BVCA. The estimate of fair value is normally the latest valuation placed on a fund by its manager as at the balance sheet date. The valuation policies used by the manager in undertaking that valuation will generally be in line with the joint publication from the EVCA and the BVCA, 'International Private Equity and Venture Capital Valuation guidelines'. Where formal valuations are not completed as at the balance sheet date the last available valuation from the fund manager is adjusted for any subsequent cash flows occurring between the valuation date and the balance sheet date. The Manager may further adjust such valuations to reflect any changes in circumstances from the last manager's formal valuation date to arrive at the estimate of fair value.
The Company's investments include two index tracker funds (2015 – two) which are actively traded on recognised stock exchanges, with their fair value being determined by reference to their quoted bid prices at the reporting date.
The ultimate parent undertaking of the Company is Standard Life PLC. The accounts of the ultimate parent undertaking are the only group accounts incorporating the accounts of the Company.
Details of the related party transactions with the Manager can be found in note 5.
There were no new related party transactions in the six months to 31 March 2016 over and above those disclosed in the Annual Report and Accounts.
Independent review report to Standard Life European Private Equity Trust PLC
We have reviewed Standard Life European Private Equity Trust PLC's condensed set of financial statements (the "interim financial statements") in the half yearly financial report of Standard Life European Private Equity Trust PLC for the 6 month period ended 31 March 2016. Based on our review, nothing has come to our attention that causes us to believe that the interim financial statements are not prepared, in all material respects, in accordance with FRS 104 "Interim Financial Reporting" issued by the Financial Reporting Council and the Disclosure Rules and Transparency Rules of the United Kingdom's Financial Conduct Authority.
The interim financial statements comprise:
The interim financial statements included in the half yearly financial report have been prepared in accordance with FRS 104 "Interim Financial Reporting" issued by the Financial Reporting Council and the Disclosure Rules and Transparency Rules of the United Kingdom's Financial Conduct Authority.
As disclosed in note 2 to the interim financial statements, the financial reporting framework that has been applied in the preparation of the full annual financial statements of the Company is applicable law and United Kingdom Accounting Standards (UK Generally Accepted Accounting Practice), including FRS 102 "The Financial Reporting Standard applicable in the UK and the Republic of Ireland".
The half yearly financial report, including the interim financial statements, is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the half yearly financial report in accordance with the Disclosure Rules and Transparency Rules of the United Kingdom's Financial Conduct Authority.
Our responsibility is to express a conclusion on the interim financial statements in the half yearly financial report based on our review. This report, including the conclusion, has been prepared for and only for the company for the purpose of complying with the Disclosure Rules and Transparency Rules of the United Kingdom's Financial Conduct Authority and for no other purpose. We do not, in giving this conclusion, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.
We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410, 'Review of Interim Financial Information Performed by the Independent Auditor of the Entity' issued by the Auditing Practices Board for use in the United Kingdom. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures.
A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK and Ireland) and, consequently, does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
We have read the other information contained in the half yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the interim financial statements.
Chartered Accountants Edinburgh 26 May 2016
This report has been mailed to shareholders at the address shown on the Company's share register. Any change of address should be advised to the Registrars at the following address under the signature of the shareholder:
Equiniti Limited Aspect House Spencer Road Lancing West Sussex BN99 6DA
Registrars' shareholder helpline: 0371 384 2618 Registrars' broker helpline: 0906 559 6025*
* Calls cost £1.10 per minute plus your phone company's access charge.
If your shares are held via nominees you should contact them with any change of address.
Ordinary dividends are paid in January and July each year. 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. Mandates may be obtained from Equiniti Limited, Aspect House, Spencer Road, Lancing, West Sussex BN99 6DA on request. The Company operates the BACS system for the payment of dividends. Where dividends are paid directly to shareholders' bank accounts, dividend tax vouchers are sent to shareholders' registered addresses.
Shareholders who wish to use their dividends to purchase further shares in the Company by participating in the Company's Dividend Reinvestment Plan can complete a mandate form which may be obtained from Equiniti Limited at the above address.
The Company's ordinary share price is published in the Financial Times.
The Company's ordinary share capital is admitted to trading on the London Stock Exchange. The Stock Exchange code for the Company's ordinary shares is SEP. The Company's Sedol number is 3047468 and the ISIN number is GB0030474687.
In view of the unlisted nature of the Company's investment portfolio, the NAV is announced to the Stock Exchange quarterly. The Company also issues estimated NAV's on a monthly basis.
The Company's shares are traded on the London Stock Exchange and can be bought and sold through a stock broker, financial adviser or via an investment platform.
The Standard Life Investment Trust Savings Scheme and ISA was closed on 5 June 2015 and transferred to Alliance Trust Savings. Investor enquiries about administration and applications should now be directed to Alliance Trust Savings on 01382 573737 or [email protected].
The Board confirms that it conducts its affairs, and intends to continue to conduct its affairs, so that the Company's shares are excluded securities under the FCA's restrictions which apply to non-mainstream investment products. The Company's shares are excluded securities because the Company carries on business as an investment trust.
SL Capital Partners LLP 1 George Street Edinburgh EH2 2LL
Telephone: 0131 245 0055
SL Capital Partners LLP is authorised and regulated by the Financial Conduct Authority and is a subsidiary of Standard Life Investments Limited. Standard Life Investments Limited may record and monitor telephone calls to help improve customer service.
January – Annual General Meeting March – Quarterly trading statement announced May – Interim results announced June – Interim report published September – Quarterly trading statement announced December – Preliminary results for the year announced December – Annual report and accounts published
Edmond Warner OBE, Chairman Alastair Barbour Alan Devine Christina McComb David Warnock
1 George Street Edinburgh EH2 2LL United Kingdom
SL Capital Partners LLP 1 George Street Edinburgh EH2 2LL United Kingdom
Personal Assets Trust Administration Company Limited 10 St. Colme Street Edinburgh EH3 6AA United Kingdom
BNP Paribas Securities Services S.A. 55 Moorgate London EC2R 6PA United Kingdom
Canaccord Genuity Limited 88 Wood Street London EC2V 7QR United Kingdom
Dickson Minto WS 16 Charlotte Square Edinburgh EH2 4DF United Kingdom
PricewaterhouseCoopers LLP Atria One 144 Morrison Street Edinburgh EH3 8EX United Kingdom
BNP Paribas Securities Services S.A. 55 Moorgate London EC2R 6PA United Kingdom
Equiniti Limited Aspect House Spencer Road Lancing West Sussex BN99 6DA
Standard Life European Private Equity Trust PLC Registered in Scotland no. 216638 1 George Street Edinburgh EH2 2LL United Kingdom
Managed by SL Capital Partners LLP 1 George Street Edinburgh EH2 2LL United Kingdom
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