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Hiper Global Ltd. — Interim / Quarterly Report 2011
Jun 30, 2011
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BH Global Limited
Interim Unaudited Financial Statements 2011
INTERIM UNAUDITED FINANCIAL STATEMENTS
30 June 2011
Chairman’s Statement
The turbulent markets seen throughout 2010 have continued into 2011, with pronounced reversals in sentiment from risk-on to risk-off and back again. Despite this, the performance of BH Global Limited (the “Company”), in terms of both net asset value (“NAV”) and share price, improved in the first half of the year after the flat performance of 2010. For the six months to 30 June 2011 the Company succeeded in its objective of delivering positive returns with low volatility, such returns being uncorrelated with equity markets.
In the first three months of 2011 the slide in the share price, which began in November 2010, continued. As a consequence the discount to NAV widened to beyond 10% by the beginning of April. However, by the end of June the share price had recovered approximately 2.5%, with the discount stabilising at approximately 9% across the three share classes. During the same period, equity markets moved sideways with significant fluctuations on the way.
This improved share price performance reflected a combination of factors. First, there was an improvement in NAV. This was in part due to the risk takers of the underlying Brevan Howard funds responding to the results of 2010 by adopting a more balanced trading approach between holding large thematic trades and harvesting modest short-term profits. This approach has helped to insulate the Company from the more extreme market fluctuations and has contributed to a steady uptick in the NAV in the first six months of the year.
Brevan Howard Capital Management LP (the “Manager”) also made adjustments to the underlying fund allocations of Brevan Howard Global Opportunities Master Fund Limited (“BHGO”). The allocations to Brevan Howard Equity Strategies Master Fund Limited and to Brevan Howard Strategic Opportunities Fund Limited were redeemed and two new funds – Brevan Howard Systematic Trading Master Fund Limited and Brevan Howard Commodities Strategies Master Fund Limited – were introduced. These new additions, together with Brevan Howard Credit Catalysts Master Fund Limited (introduced to the portfolio in November 2009), were not components of the portfolio at IPO but by the end of June accounted for nearly 30% of the portfolio. The benefit that these new funds have brought is not only that they have contributed positively to performance, but also that they have a low correlation to the other underlying funds and thereby contribute to greater diversification within the portfolio.
A further feature of the reporting period was that the Company decided in early April to undertake a programme of share buy-backs as the discount to NAV had widened to over 10%. The value of the shares purchased by the Company was modest, around US$13million across the three share classes, but this provided reassurance to investors and helped to stabilise the discount at approximately 9% by the end of June. To assist in facilitating an effective discount management program, the Company has signed a Note Purchase Agreement with JPMorgan Chase Bank pursuant to which the Company may obtain financing of up to approximately US$50 million to be drawn down on a currency by currency basis, if required, to finance share buybacks pending receipt of the proceeds of redemption from its underlying investments. This financing will be available to the Company until 17 August 2012. The Company's obligations under the Note Purchase Agreement will be guaranteed by BHGO and will be secured on the Company's shareholding in BHGO and its underlying investments.
After the end of the formal reporting period, markets again witnessed severe turbulence, with equities showing substantial losses from the end June levels. The Company demonstrated its resilience in these conditions. From the end of June to 19 August 2011, the estimated NAV of each of the three share classes of the Company was up approximately 5 percent as the Manager was able to exploit some favourable trading opportunities.
The Company has maintained its commitment to transparency, publishing weekly estimated NAV figures, with definitive figures after each month-end as well as monthly risk and shareholder reports. In addition, the Company adheres to the AIC Code of Corporate Governance, meeting all relevant provisions (except those which do not apply to companies with no executive management). At this year’s AGM the Company adopted the recommendation that all directors should put themselves up for re-election each year, and indeed all directors were re-elected this year. The Company will be conducting the recommended external evaluation of Board performance between now and the next AGM.
Lord Turnbull
Chairman
24 August 2011
Manager’s Report
Brevan Howard Capital Management LP is the Manager of the Company and of BHGO.
Performance Summary
The NAV of the US Dollar shares gained 1.68% for the first half of the year ending 30 June 2011; the NAV of the Euro shares and the Sterling shares gained 1.79% and 1.47% respectively for the same period.
The NAV performance of each currency class of the Company on a month-by-month basis during 2008, 2009, 2010 and 2011 is set out below:
USD
Jan
Feb
Mar
Apr
May
Jun
Jul
Aug
Sep
Oct
Nov
Dec
YTD
2008
1.16
0.10
0.05
(3.89)
1.13
2.74
0.38
1.55
2009
3.35
1.86
1.16
1.06
2.79
(0.21)
1.07
0.27
1.49
0.54
0.11
0.04
14.31
2010
0.32
(0.85)
(0.35)
0.53
(0.06)
0.60
(0.79)
0.80
1.23
0.39
(0.21)
(0.06)
1.54
2011
0.09
0.42
0.34
1.20
0.19
(0.56)
1.68
EUR
Jan
Feb
Mar
Apr
May
Jun
Jul
Aug
Sep
Oct
Nov
Dec
YTD
2008
1.28
0.25
0.29
(4.34)
1.15
3.01
0.44
1.93
2009
3.57
1.94
1.13
1.05
2.54
(0.21)
1.11
0.27
1.50
0.50
0.08
0.08
14.36
2010
0.37
(0.90)
(0.35)
0.58
(0.02)
0.69
(0.81)
0.86
1.06
0.36
(0.14)
0.04
1.73
2011
0.06
0.43
0.35
1.30
0.27
(0.63)
1.79
GBP
Jan
Feb
Mar
Apr
May
Jun
Jul
Aug
Sep
Oct
Nov
Dec
YTD
2008
1.40
0.33
0.40
(4.17)
1.25
3.27
0.41
2.76
2009
3.52
1.94
1.03
0.68
2.85
(0.28)
1.05
0.31
1.51
0.58
0.12
0.08
14.15
2010
0.35
(0.93)
(0.32)
0.58
(0.04)
0.62
(0.81)
0.84
1.17
0.37
(0.20)
(0.03)
1.61
2011
0.10
0.41
0.38
1.13
0.04
(0.59)
1.47
Important note – shares in the Company do not necessarily trade at a price equal to the prevailing NAV per share.
Source: the Company’s NAV per share % monthly change calculations are made by Brevan Howard Capital Management LP and/or affiliated entities (“Brevan Howard”).
NAV data is unaudited and net of all fees and expenses payable by the Company.
PAST PERFORMANCE IS NOT INDICATIVE OF FUTURE RESULTS.
BHGO – Allocations and Investment Performance
The allocations of BHGO to each of its underlying fund investments were as follows:
Allocation (% NAV)
Investment
30.06.11
08.07.11
Brevan Howard Master Fund Limited (“BHMF”)
40.6
44.8
Brevan Howard Asia Master Fund Limited (“BHA”)
9.5
9.5
Brevan Howard Emerging Markets Strategies Master Fund Limited (“BHEMS”)
12.7
12.2
Brevan Howard Strategic Opportunities Feeder Fund Limited (“BHSO”)**
8.8
0.0
Brevan Howard Credit Catalyst Master Fund Limited (“BHCC”)
13.1
13.4
Brevan Howard Systematic Trading Master Fund Limited (“BHST”)
8.0
10.5
Brevan Howard Commodities Strategies Master Fund Limited (“BHCS”)
2.0
5.1
Cash/Other
5.3
4.5
Source: Brevan Howard.
Allocations are subject to change.
- BHGO redeemed its entire investment from BHES on 31 May 2011.
** BHGO redeemed its entire investment from BHSO on 30 June 2011. By 8 July 2011 the BHSO redemption proceeds had been reallocated across the other underlying funds, as shown in the above table.
The underlying funds performed as follows during the first half of 2011:
Investment
YTD Performance (%)*
BHMF Class Y shares
2.5
BHA Class X shares
3.1
BHES Class A shares**
(1.7)
BHEMS Class X shares
(2.7)
BHSO Class B shares***
2.2
BHCC Class Y shares
4.4
BHST Class B Shares
2.4
BHCS Class X Shares
(0.1)
The underlying funds made the following contribution to the performance of BHGO during the first half of 2011:
Investment
Approx attribution (%, ex IPO costs)*
BHMF Class Y shares
57.8
BHA Class X shares
16.5
BHES Class A shares**
(4.1)
BHEMS Class X shares
(19.4)
BHSO Class B shares***
11.3
BHCC Class Y shares
30.3
BHST Class B Shares
5.6
BHST Class X Shares
2.0
Total
100
Source: Brevan Howard
Allocations are subject to change. Past performance is not indicative of future results.
- From 1 January 2011 to 30 June 2011. Performance and Attribution are calculated from the sum of the monthly contributions to performance of the investment over the period, which in turn is calculated from the USD currency class performances.
** BHGO redeemed its entire investment from BHES on 30 May 2011.
*** BHGO redeemed its entire investment from BHSO on 30 June 2011. By 8 July 2011 the BHSO redemption proceeds had been reallocated across the other underlying funds.
Performance Review
During the first half of 2011, the Company ended the period with a positive return of 1.68% for the NAV of the US dollar shares, while exhibiting low volatility and negligible drawdowns despite the continued uncertainty in capital markets. BHMF remained the largest holding for BHGO and delivered a stable return of 2.5%. for the period. BHCC delivered the highest return at 4.4%, while BHEMS produced the lowest performance at -2.7%. BHES also delivered negative performance and is a fund to which the portfolio no longer has any exposure. BHGO also enjoyed a modest positive contribution to performance from its discount management programme.
At the beginning of 2011 two new funds were added to the portfolio: Brevan Howard Systematic Trading Master Fund Limited and Brevan Howard Commodities Strategies Master Fund Limited. The low correlation of these funds to the portfolio further improves the diversification of BHGO. Both funds have made positive contributions to first half 2011 performance. BHGO’s redemptions from BHES and BHSO during the period also facilitated increased allocations to these new funds, which the Manager intends to grow further over time.
Commentary and Outlook
The market environment for the first half of 2011 has been dominated by rapid fluctuations in risk appetite as a result of the growing debt crisis in both the EU and the US and the policy responses to them. In the EU, concerns initially began with the peripheral countries. Despite recent efforts, the situations in Greece, Ireland, Portugal (and more latterly Spain and Italy) are yet to be satisfactorily resolved. Alongside the sovereign debt crisis in Europe, the ongoing fiscal challenges in the US and inflation concerns across emerging markets have added to the risk of further market dislocations.
While the rapid changes in risk appetite and existence of extreme tail risks makes longer term investment and positioning difficult, these conditions provide very fertile trading opportunities. Brevan Howard’s trading style and focus on risk management, which is common to all the underlying portfolio funds, is particularly well-suited to take advantage of this environment. BHMF, in particular, has adapted to these more volatile market conditions by adopting a more balanced approach between tactical trading and pressing thematic trades.
The Manager is confident that the Company remains well positioned to exploit Brevan Howard’s trading talent.
Brevan Howard wishes to thank shareholders once again for their continued support.
Gunther Thumann
Brevan Howard Capital Management LP,
acting by its sole general partner,
Brevan Howard Capital Management Limited
24 August 2011
Statement of Directors’ Responsibility in Respect of the Interim Unaudited Financial Statements
We confirm to the best of our knowledge that:
these Interim Unaudited Financial Statements have been prepared in conformity with Accounting Principles Generally Accepted in the United States of America; and
these Interim Unaudited Financial Statements include information detailed in the Chairman’s Statement, the Manager’s Report and the notes to the Interim Unaudited Financial Statements, which provides a fair view of the information required by:-
(a) DTR 4.2.7 of the Disclosure 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 these Interim Unaudited Financial Statements; and a description of the principal risks and uncertainties for the remaining six months of the year; and
(b) DTR 4.2.8 of the Disclosure 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 Audited Financial Statements that could materially affect the financial position or performance of the Company.
Going concern
After making enquiries and given the nature of the Company and its investment, the Directors are satisfied that it is appropriate to continue to adopt the going concern basis in preparing these Financial Statements, and, after due consideration, the Directors consider that the Company is able to continue for the foreseeable future.
Signed on behalf of the Board by:
John Hallam
Director
Lord Turnbull
Director
24 August 2011
Independent Review Report to the Members of BH Global Limited
We have been engaged by the Company to review the Interim Unaudited Financial Statements included in the Interim Report for the six month period to 30 June 2011 which comprises the Unaudited Statement of Assets and Liabilities, the Unaudited Statement of Operations, the Unaudited Statement of Changes in Net Assets, the Unaudited Statement of Cash Flows and the related explanatory notes. We have read the other information contained in the Interim Report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the Interim Unaudited Financial Statements.
This Report is made solely to the Company in accordance with the terms of our engagement letter dated 20 June 2011 to assist the Company in meeting the requirements of the Disclosure and Transparency Rules (“the DTR”) of the UK’s Financial Services Authority (“the UK FSA”). Our review has been undertaken so that we might state to the Company those matters we are required to state to it in this Report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company for our review work, for this Report, or for the conclusions we have reached.
Directors’ responsibilities
The Interim Report is the responsibility of, and has been approved by, the Directors. The Directors are responsible for preparing the Interim Report in accordance with the DTR of the UK FSA.
As disclosed in note 3, the Annual Audited Financial Statements of the Company are prepared in conformity with accounting principles generally accepted in the United States of America and applicable law.
Our responsibility
Our responsibility is to express to the Company a conclusion on the Interim Unaudited Financial Statements included in the Interim Report based on our review.
Scope of review
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 UK. 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.
Conclusion
Based on our review, nothing has come to our attention that causes us to believe that the Interim Unaudited Financial Statements included in the Interim Report for the six month period to 30 June 2011 are not prepared, in all material respects, in conformity with accounting principles generally accepted in the United States of America and the DTR of the UK FSA.
Deborah J Smith
For and on behalf of KPMG Channel Islands Limited
Chartered Accountants and Recognised Auditors
24 August 2011
Unaudited Statement of Assets and Liabilities
As at 30 June 2011
30.06.11
(Unaudited)
US$’000
31.12.10
(Audited)
US$’000
30.06.10
(Unaudited)
US$’000
Assets
Investment in BHGO (cost 30 June 2011: US$890,909,427; 31 December 2010: US$924,626,069; 30 June 2010: US$924,626,069)
982,138
965,578
927,561
Other debtors
34
43
100
Cash and bank balances denominated in US Dollars
8,229
2,657
4,415
Cash and bank balances denominated in Euro
2,453
891
1,143
Cash and bank balances denominated in Sterling
19,926
9,881
10,561
Total assets
1,012,780
979,050
943,780
Liabilities
Management fees payable (note 4)
416
416
388
Accrued expenses and other liabilities
201
275
151
Directors’ fees payable
118
107
85
Administration fees payable (note 4)
29
87
56
Total liabilities
764
885
680
Net assets
1,012,016
978,165
943,100
Number of shares in issue (note 6)
US Dollar shares
17,075,987
21,859,989
25,048,201
Euro shares
3,049,573
3,333,754
3,934,873
Sterling shares
38,834,018
36,417,607
33,864,760
Net asset value per share (notes 8 and 11)
US Dollar shares
US$11.99
US$11.79
US$11.63
Euro shares
€12.07
€11.86
€11.70
Sterling shares
£12.09
£11.92
£11.76
See accompanying notes to the Interim Unaudited Financial Statements.
Signed on behalf of the Board by:
John Hallam
Director
Lord Turnbull
Director
24 August 2011
Unaudited Statement of Operations
For the period from 1 January 2011 to 30 June 2011
01.01.11
to 30.06.11
(Unaudited)
US$’000
01.01.10
to 31.12.10
(Audited) US$’000
01.01.10
to 30.06.10
(Unaudited) US$’000
Net investment loss allocated from BHGO
Interest
11
4
1
Expenses
(103)
(199)
(91)
Net investment loss allocated from BHGO
(92)
(195)
(90)
Company income
Foreign exchange gains (note 3)
33,277
–
–
Total Company income
33,277
–
–
Company expenses
Management fees (note 4)
2,532
4,845
2,373
Other expenses
404
1,013
516
Directors’ fees (note 5)
230
377
166
Administration fees (note 4)
174
345
169
Foreign exchange losses (note 3)
–
28,670
50,698
Total Company expenses
3,340
35,250
53,922
Net investment gain/(loss)
29,845
(35,445)
(54,012)
Net realised and unrealised gains and losses on investments allocated from BHGO
Net realised gain on investments
15,217
31,997
9,397
Net unrealised gain/(loss) on investments
34,036
(41,432)
(55,226)
Net realised and unrealised foreign exchange (loss)/gain
- on hedging
(54)
(104)
(124)
- on capital (note 3)
(31,768)
31,636
51,552
Net realised and unrealised gains and losses on investments allocated from BHGO
17,431
22,097
5,599
Net increase/(decrease) in net assets resulting from operations
47,276
(13,348)
(48,413)
See accompanying notes to the Interim Unaudited Financial Statements.
Unaudited Statement of Changes in Net Assets
For the period from 1 January 2011 to 30 June 2011
01.01.11
to 30.06.11 (Unaudited) US$’000
01.01.10
to 31.12.10 (Audited) US$’000
01.01.10
to 30.06.10 (Unaudited) US$’000
Net increase/(decrease) in net assets resulting from operations
Net investment gain/(loss)
29,845
(35,445)
(54,012)
Net realised gain on investments allocated from BHGO
15,217
31,997
9,397
Net unrealised gain/(loss) on investments allocated from BHGO
34,036
(41,432)
(55,226)
Net realised and unrealised foreign exchange (loss)/gain allocated from BHGO
(31,822)
31,532
51,428
47,276
(13,348)
(48,413)
Share capital transactions
Purchase of own shares
US Dollar shares
(5,389)
–
–
Euro shares
(1,569)
–
–
Sterling shares
(6,467)
–
–
(13,425)
–
–
Net increase/(decrease) in net assets
33,851
(13,348)
(48,413)
Net assets at the beginning of the period
978,165
991,513
991,513
Net assets at the end of the period
1,012,016
978,165
943,100
See accompanying notes to the Interim Unaudited Financial Statements.
Unaudited Statement of Cash Flows
For the period from 1 January 2011 to 30 June 2011
01.01.11
to 30.06.11 (Unaudited) US$’000
01.01.10
to 31.12.10 (Audited) US$’000
01.01.10
to 30.06.10 (Unaudited) US$’000
Cash flows from operating activities
Net increase/(decrease) in net assets resulting from operations
47,276
(13,348)
(48,413)
Adjustments to reconcile net (expense)/income to net cash provided by/(used in) operating activities:
Net investment loss allocated from BHGO
92
195
90
Net realised gain on investments allocated from BHGO
(15,217)
(31,997)
(9,397)
Net unrealised (gain)/loss on investments allocated from BHGO
(34,036)
41,432
55,226
Net realised and unrealised foreign exchange loss/(gain) allocated from BHGO
31,822
(31,532)
(51,428)
Purchase of investment in BHGO
–
(596)
(1,001)
Proceeds from sale of investment in BHGO
34,056
–
–
Foreign exchange (gains)/losses
(33,277)
28,670
50,698
Decrease/(increase) in other debtors
9
–
(56)
Decrease in management fees payable
–
(5)
(33)
(Decrease)/increase in accrued expenses and other liabilities
(74)
75
(49)
Increase in Directors’ fees payable
11
26
4
(Decrease)/increase in administration fees payable
(58)
57
26
Net cash provided by/(used in) operating activities
30,604
(7,023)
(4,333)
Cash flows from financing activities
Purchase of own shares
(13,425)
–
–
Net cash used in financing activities
(13,425)
–
–
Change in cash
17,179
(7,023)
(4,333)
Cash, beginning of the period
13,429
20,452
20,452
Cash, end of the period
30,608
13,429
16,119
Cash, end of the period
Cash and bank balances denominated in US Dollars
8,229
2,657
4,415
Cash and bank balances denominated in Euro
2,453
891
1,143
Cash and bank balances denominated in Sterling
19,926
9,881
10,561
30,608
13,429
16,119
See accompanying notes to the Interim Unaudited Financial Statements.
Notes to the Interim Unaudited Financial Statements
For the period from 1 January 2011 to 30 June 2011
- The Company
BH Global Limited (the “Company”) is a limited liability closed-ended investment company incorporated in Guernsey on 25 February 2008 for an unlimited period, with registration number 48555.
The Company was admitted to a Primary Listing on the Official List of the London Stock Exchange on 29 May 2008. As a result of changes to the UK Listing Regime, the Company’s Primary Listing became a Premium Listing with effect from 6 April 2010.
As of 20 October 2008 the Company obtained a Secondary Listing on the Bermuda Stock Exchange and with effect from 11 November 2008, the US Dollar shares of the Company were admitted to a Secondary Listing on NASDAQ Dubai.
The Company offers multiple classes of ordinary shares, which differ in terms of currency of issue. To date, ordinary shares have been issued in US Dollar, Euro and Sterling.
2. Organisation
The Company’s investment objective is to seek to generate consistent long-term capital appreciation through an investment policy of investing all of its assets (net of those expenses of the initial public offering borne by the Company and funds required for its short-term working capital requirements) in BHGO.
The Company is organised as a feeder fund and invests substantially all of its investable assets in the ordinary US Dollar, Euro and Sterling denominated Class A shares issued by BHGO.
BHGO is an open-ended investment company incorporated with limited liability in the Cayman Islands on 3 March 2008 which, as at the date of these Interim Unaudited Financial Statements, invests in Brevan Howard Master Fund Limited, Brevan Howard Emerging Markets Strategies Master Fund Limited, Brevan Howard Asia Master Fund Limited, Brevan Howard Systematic Trading Master Fund Limited, Brevan Howard Credit Catalysts Master Fund Limited, Brevan Howard Commodities Strategies Master Fund Limited and Brevan Howard Strategic Opportunities Feeder Fund Limited. As at 30 June 2011, BHGO’s investments represented 40.60%, 12.72%, 9.53%, 7.96%, 13.12%, 2.02% and 8.81% respectively of the investee companies’ net asset value.
These investment funds may invest in a wide range of geographical regions, sectors and instruments. Such instruments may include, but are not limited to, debt securities and obligations (which may be below investment grade or unrated), bank loans, listed and unlisted equities, other collective investment schemes (which may be open ended or closed ended, listed or unlisted, and which may employ leverage), currencies, commodities, futures, options, warrants, swaps, other derivative instruments and any other type of instrument or security. These funds have the ability to take short positions across the majority of these instruments. Subject to the investment restrictions disclosed in the Prospectus and subsequent Directors’ resolutions, the allocation of assets of BHGO among the Brevan Howard Underlying Funds in which it is permitted to invest is at the discretion of the Manager.
At the date of these Interim Unaudited Financial Statements, the Company is the only Feeder Fund investing into BHGO.
The Company’s Interim Unaudited Financial Statements should be read alongside the Interim Unaudited Financial Statements of BHGO which can be found on the Company’s website, www.bhglobal.com.
The Manager
Brevan Howard Capital Management LP (the “Manager”) is the Manager of the Company. The Manager is a Jersey limited partnership, the sole general partner of which is Brevan Howard Capital Management Limited, a Jersey limited company (the “General Partner”). The General Partner is regulated in the conduct of fund services business by the Jersey Financial Services Commission pursuant to the Collective Investment Funds (Jersey) Law, 1988 and the Orders made thereunder. Prior to 21 June 2010, the Company’s Manager was Brevan Howard Offshore Management Limited.
The Manager also manages BHGO and the Brevan Howard Underlying Funds.
- Significant accounting policies
The Annual Audited Financial Statements are prepared in conformity with accounting principles generally accepted in the United States of America and The Companies (Guernsey) Law, 2008. The accompanying Interim Unaudited Financial Statements, which give a true and fair view, have been prepared following the same accounting policies and methods of computation as the most recent Annual Audited Financial Statements. The reporting currency of the Company is US Dollars.
The following are significant accounting policies adopted by the Company:
Valuation of investments
The Company records its investment in the Class A shares of BHGO at fair value. At 30 June 2011, 31 December 2010 and at 30 June 2010, the Company’s US Dollar, Euro and Sterling capital account represents 100%, 100% and 100% respectively of BHGO’s capital.
Fair value measurement
Accounting Standards Codification (“ASC”) Topic 820 defines fair value as the price that the Company would receive upon selling a security in an orderly transaction to an independent buyer in the principal or most advantageous market of the security.
ASC 820 establishes a three-level hierarchy to maximise the use of observable market data and minimise the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk, for example, the risk inherent in a particular valuation technique used to measure fair value including such a pricing model and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable.
Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the reporting entity.
Unobservable inputs are inputs that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances.
Level 1 – Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. Valuation adjustments and block discounts are not applied to Level 1 securities. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these securities does not entail a significant degree of judgement.
Level 2 – Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.
Level 3 – Valuations based on inputs that are unobservable and significant to the overall fair value measurement.
Inputs are used in applying the various valuation techniques and broadly refer to the assumptions that market participants use to make valuation decisions, including assumptions about risk. Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgement by the Company’s Directors (the “Management”). Management considers observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, not proprietary, and provided by independent sources that are actively involved in the relevant market. The categorisation of a financial instrument within the hierarchy is based upon the pricing transparency of the instrument and does not necessarily correspond to Management’s perceived risk of that instrument.
Fair value is a market-based measure considered from the perspective of a market participant rather than an entity-specific measure. Therefore, even when market assumptions are not readily available, Management’s own assumptions are set to reflect those that market participants would use in pricing the asset or liability at the measurement date. Management uses prices and inputs that are current as of the measurement date, including periods of market dislocation. In periods of market dislocation, the observability of prices and inputs may be reduced for many securities. This condition could cause a security to be reclassified to a lower level within the fair value hierarchy.
The valuation and classification of securities held by BHGO is disclosed in the notes to BHGO’s Interim Unaudited Financial Statements which are available on the Company’s website.
Income and expenses
The Company records monthly its proportionate share of BHGO’s income, expenses and realised and unrealised gains and losses. In addition, the Company accrues its own income and expenses.
Use of estimates
The preparation of Financial Statements in conformity with Accounting Principles Generally Accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of those Financial Statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.
Share issue expenses
Share issue expenses of US$10,552,146 were borne by the Company and were charged against the Share capital account at launch. In accordance with the Placing Agreement dated 28 April 2008, the Manager paid the costs and expenses of, and incidental to, the Offer (including all costs related to the establishment of the Company) (the “Offer Costs”) which were in excess of 1% of the gross proceeds of the Offer. The Offer Costs paid by the Manager amounted to US$26,559,274.
Pursuant to the terms of the Management Agreement, the Company must repay to the Manager a fraction of these Offer Costs for every US Dollar by which repurchases, redemptions or cancellations of the Company’s shares reduce the Current US Dollar NAV of the Company below its NAV at the time of the Company’s listing, being US$1,044,631,308. The Current US Dollar NAV is calculated using the exchange rates ruling at the time of the Company’s listings. The amount of these Offer Costs to be repaid for every US Dollar by which the Company’s NAV is reduced will be up to 2.55 cents (or such lower amount as may result in the reduction in the Offer Costs actually paid by the Manager), being the figure obtained by dividing the Offer Costs by the NAV of the Company at the time of its listing.
In addition, if the Management Agreement were to be terminated for certain grounds either in whole or with respect to a class of shares on or before the seventh anniversary of admission to the London Stock Exchange, being 29 May 2015, any Offer Costs that have not already been repaid to the Manager (or, in the case of termination in respect of a class of shares, the Offer Costs attributable to such class), will be repaid in full to the Manager by the Company. Any repurchases, redemptions or cancellations will be priced to take into account any fractional Offer Cost repayments and therefore ensure that continuing shareholders should not be prejudiced. The Directors consider the likelihood of the Management Agreement terminating and as a consequence the contingent liability described above arising as remote and therefore no provision has been made within these Interim Unaudited Financial Statements.
The Directors confirm that there are no other contingent liabilities that require disclosure or provision.
Foreign exchange
Investment securities and other assets and liabilities denominated in foreign currencies are translated into US Dollars using exchange rates at the reporting date for the purposes of an aggregated share class Unaudited Statement of Operations. The currency gain or loss arising from this translation is substantially offset by currency gains or losses allocated from BHGO. Transactions denominated in foreign currencies are translated into US Dollars using exchange rates at the US Dollars using exchange rates at the date of such transactions.
All currency gains and losses are included in the Unaudited Statement of Operations.
Treasury shares
Where the Company purchases its own share capital, the consideration paid, which includes any directly attributable costs, is recognised as a deduction from equity shareholders’ funds through the Share capital account. When such shares are subsequently sold or reissued to the market, any consideration received, net of any directly attributable incremental transaction costs, is recognised as an increase in equity shareholders’ funds through the Share capital account. Where the Company cancels treasury shares, no further adjustment is required to the share capital account of the Company at the time of cancellation. Shares held in treasury are excluded from calculations when determining NAV per share as detailed in note 8 or in the Financial Highlights in note 11.
4. Management and administration agreements
Management fee
The Company has entered into a management agreement with the Manager to manage the Company’s investment portfolio. The Manager receives a management fee of 1/12 of 0.50% (or a pro rata proportion thereof) per month of the closing NAV (before deduction of that month’s management fee) as at the last valuation day in each month, payable monthly in arrears. BHGO itself is not subject to management fees, however BHGO’s investments are subject to management fees ranging from 1.5% to 3% per annum. During the period ended 30 June 2011, US$2,532,120 (30 June 2010: US$2,372,502) was charged by the Manager as management fees. At 30 June 2011, US$416,084 (31 December 2010: US$415,578) of the fee remained outstanding.
The management agreement may be terminated by either party giving the other party not less than 24 months written notice. In certain circumstances the Company will be obliged to pay compensation to the Manager of the aggregate management fees which would otherwise have been payable during the 24 months following the date of such notice. Compensation is not payable if more than 24 months notice of termination is given.
Administration fee
The Company has appointed Northern Trust International Fund Administration Services (Guernsey) Limited as Administrator, Registrar and Corporate Secretary. The Administrator is paid fees based on the NAV of the Company, payable monthly in arrears. The fee is at a rate of 0.03% of the first US$1 billion of net assets of the Company and then 0.01% per annum thereafter, subject to a minimum fee of £115,000 per annum. In addition to the NAV based fee the Administrator is also entitled to an annual fee of £36,000 for certain additional administration services. The Administrator is entitled to be reimbursed out-of-pocket expenses incurred in the course of carrying out its duties as Administrator.
5. Directors’ fees
The Chairman is entitled to a fee of £140,000 per annum. John Hallam as Chairman of the Audit Committee is entitled to a fee of £33,000 per annum. All other Directors receive £30,000 per annum. Stephen Stonberg had previously waived his fee, however following his departure from Brevan Howard Asset Management Limited he started receiving a fee from 1 January 2011. The Directors are also entitled to be reimbursed for expenses properly incurred in the performance of their duties as Directors.
- Share capital
Issued and authorised share capital
The Company was incorporated with the authority to issue an unlimited number of ordinary shares with no par value which may be divided into at least three classes denominated in US Dollars, Euro and Sterling. The treasury shares have arisen as a result of the discount management programme as described in note 9.
For the period from 1 January 2011 to 30 June 2011
Reconciliation of number of shares
US Dollar shares
Euro shares
Sterling shares
Number of ordinary shares
In issue at 1 January 2011
21,859,989
3,333,754
36,417,607
Share conversions
(4,282,370)
(177,610)
2,779,227
Purchase of own shares into treasury
(501,632)
(106,571)
(362,816)
In issue at 30 June 2011
17,075,987
3,049,573
38,834,018
Number of treasury shares
In issue at 1 January 2011
2,385,662
349,712
2,422,287
Shares purchased and held in treasury during the period:
– On market purchases
501,632
106,571
362,816
Shares cancelled
(1,107,000)
(167,340)
–
In issue at 30 June 2011
1,780,294
288,943
2,785,103
Percentage of class
9.44%
8.65%
6.69%
US$’000
€’000
£’000
Company Total US$’000
Share capital account
At 1 January 2011
203,264
23,998
376,538
953,028
Share conversions
(50,934)
(2,137)
33,414
–
Purchase of own shares into treasury
(5,389)
(1,152)
(3,958)
(13,425)
At 30 June 2011
146,941
20,709
405,994
939,603
For the year from 1 January 2010 to 31 December 2010
Reconciliation of number of shares
US Dollar shares
Euro shares
Sterling shares
Number of ordinary shares
In issue at 1 January 2010
26,766,139
5,392,188
31,461,725
Share conversions
(4,906,150)
(2,058,434)
4,955,882
In issue at 31 December 2010
21,859,989
3,333,754
36,417,607
Number of treasury shares
In issue at 1 January 2010
2,385,662
569,712
2,422,287
Shares cancelled
–
(220,000)
–
In issue at 31 December 2010
2,385,662
349,712
2,422,287
Percentage of class
9.84%
9.49%
6.24%
US$’000
€’000
£’000
Company Total US$’000
Share capital account
In issue at 1 January 2010
260,159
48,143
318,319
953,028
Share conversions
(56,895)
(24,145)
58,219
–
At 31 December 2010
203,264
23,998
376,538
953,028
For the period from 1 January 2010 to 30 June 2010
Reconciliation of number of shares
US Dollar shares
Euro shares
Sterling shares
Number of ordinary shares
In issue at 1 January 2010
26,766,139
5,392,188
31,461,725
Share conversions
(1,717,938)
(1,457,315)
2,403,035
In issue at 30 June 2010
25,048,201
3,934,873
33,864,760
Number of treasury shares
In issue at 1 January 2010
2,385,662
569,712
2,422,287
Shares cancelled
–
(220,000)
–
In issue at 30 June 2010
2,385,662
349,712
2,422,287
Percentage of class
8.70%
8.16%
6.68%
US$’000
€’000
£’000
Company Total US$’000
Share capital account
In issue at 1 January 2010
260,159
48,143
318,319
953,028
Share conversions
(19,825)
(16,954)
28,071
–
At 30 June 2010
240,334
31,189
346,390
953,028
Share classes
In respect of each class of shares a separate class account has been established in the books of the Company. An amount equal to the aggregate proceeds of issue of each share class has been credited to the relevant class account. Any increase or decrease in the NAV of BHGO US Dollars shares, BHGO Euro shares and BHGO Sterling shares as calculated by BHGO is allocated to the relevant class account in the Company. Each class account is allocated those costs, pre-paid expenses, losses, dividends, profits, gains and income which the Directors determine in their sole discretion relate to a particular class.
Voting rights
Ordinary shares carry the right to vote at general meetings of the Company and to receive any dividends, attributable to the ordinary shares as a class, declared by the Company and, in a winding-up will be entitled to receive, by way of capital, any surplus assets of the Company attributable to the ordinary shares as a class in proportion to their holdings remaining after settlement of any outstanding liabilities of the Company.
As prescribed in the Company’s Articles, the different classes of ordinary shares have different values attributable to their votes. The attributed values have been calculated on the basis of the Weighted Voting Calculation (as described in the Articles) which takes into account the prevailing exchange rates on the date of initial issue of ordinary shares. Currently, on a vote, a single US Dollar ordinary share has one vote, a single Euro ordinary share has 1.57465 votes and a single Sterling ordinary share has 1.97950 votes.
Treasury shares do not have any voting rights.
Repurchase of shares
The Directors have been granted authority to purchase in the market up to 3,121,601 US Dollar shares, 521,122 Euro shares and 6,092,424 Sterling shares respectively and they intend to seek annual renewal of this authority from shareholders which was last granted on 20 June 2011. The Directors may, at their discretion, utilise this share repurchase authority to address any imbalance between the supply of and demand for shares.
Under the Company’s Articles, the Directors are required to convene a shareholders’ meeting to consider the repurchase of a class of shares in certain circumstances. See note 9 for futher details.
Further issue of shares
As approved by the shareholders at the Annual General Meeting held on 20 June 2011 (the “AGM”), the Directors have the power to issue further shares on a non pre-emptive basis for cash in respect of 2,082,456 US Dollar shares, 347,646 Euro shares and 4,064,325 Sterling shares respectively. This power expires on the date falling fifteen months after the date of the AGM or the conclusion of the next Annual General Meeting of the Company, whichever is the earlier.
Distributions
BHGO does not expect to pay dividends to its investors. Therefore, the Directors of the Company do not expect to declare any dividends. This does not prevent the Directors of the Company from declaring a dividend at any time in the future if the Directors consider payment of a dividend to be appropriate in the circumstances. If the Directors declare a dividend, such dividend will be paid on a per class basis.
Treasury shares are not entitled to distributions.
Annual redemption offer
Each calendar year the Directors may, in their absolute discretion, determine that the Company should make an offer to redeem such number of shares of the Company in issue as they may determine provided that the maximum amount distributed does not exceed 100% of the increase in the NAV of the Company in the prior calendar year.
The Directors shall, in their absolute discretion, determine the particular class or classes of shares in respect of which an Annual Redemption Offer will be made, the timetable for that Annual Redemption Offer and the price at which the shares of each relevant class will be redeemed.
Whether a return of capital is made in any particular year and, if so, the amount of the return, may depend, among other things, on prevailing market conditions, the ability of the Company to liquidate its investment to fund the capital return, the success of prior capital returns and applicable legal, regulatory and tax considerations.
Share conversion scheme
The Company has implemented a Share Conversion Scheme. The scheme provides shareholders with the ability to convert some or all of their ordinary shares in the Company of one class into ordinary shares of another class. From 31 October 2008 shareholders at the discretion of the Board have been able to convert ordinary shares on the last business day of every month. Each conversion will be based on NAV (note 8) of the share classes to be converted.
7. Taxation
Overview
The Company is exempt from taxation in Guernsey under the provisions of the Income Tax (Exempt Bodies) (Guernsey) Ordinance 1989.
Uncertain tax positions
The Company recognises the tax benefits of uncertain tax positions only where the position is more-likely-than-not (i.e. greater than 50-percent) to be sustained assuming examination by a tax authority based on the technical merits of the position. In evaluating whether a tax position has met the recognition threshold, the Company must presume that the position will be examined by the appropriate taxing authority that has full knowledge of all relevant information. A tax position that meets the more-likely-than-not recognition threshold is measured to determine the amount of benefit to recognise in the Company’s Financial Statements. Income tax and related interest and penalties would be recognised by the Company as tax expense in the Statement of Operations if the tax positions were deemed to not meet the more-likely-than-not threshold.
The Company analyses all open tax years for all major taxing jurisdictions. Open tax years are those that are open for examination by taxing authorities, as defined by the Statute of Limitations in each jurisdiction. The Company identifies its major tax jurisdictions as the Cayman Islands and foreign jurisdictions where the Company makes significant investments. The Company has no examinations by tax authorities in progress.
Management has analysed the Company’s tax positions, and has concluded that no liability for unrecognised tax benefits should be recorded related to uncertain tax positions. Further, Management is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognised tax benefits will significantly change in the next twelve months.
8. Publication and calculation of net asset value
The NAV of the Company is equal to the value of its total assets less its total liabilities. The NAV per share of each class will be calculated by dividing the NAV of the relevant share class by the number of shares of the relevant class in issue on that day.
The Company publishes the NAV per share for each class of shares as calculated by the Administrator based in part on information provided by BHGO, monthly in arrears, as at each month end.
The Company also publishes an estimate of the NAV per share for each class of shares as calculated by the Administrator based in part on information provided by BHGO, weekly in arrears.
- Discount management programme
The Company’s discount management programme includes the ability to make market purchases of shares and the obligation to propose class closure resolutions if, in any fixed discount management period (1 January to 31 December each year), the average daily closing market price of the relevant class of shares during such period is 10% or more below the average NAV per share of the relevant class taken over the 12 monthly NAV Determination Dates in that fixed discount management period, as described more fully in the Company’s Principal documents.
In the event a class closure resolution is passed, shareholders in a class have the following options available to them:
(i) to redeem all or some of their shares at NAV per share less the costs and expenses of the class closure vote and other outstanding costs and expenses of the Company attributable to the relevant class (including any redemption fees and repayment of Offer Costs as described in note 3)
(ii) subject to certain limitations, to convert all or some of their shares into shares of another class, assuming that other class does not also pass a class closure resolution; or
(iii) subject to the class continuing, to remain in the class.
These provisions are disclosed in more detail in the Company’s Articles.
The Annual Redemption Offer described in note 6 which enables a partial return of capital is also part of the discount management programme.
The discount management measures will be funded by partial redemptions of the Company’s investment in BHGO.
Using its ability to make market purchases of its shares, during the period from 1 January 2011 to 30 June 2011 the Company repurchased 501,632 US Dollar shares at a cost of US$5,389,300, 106,571 Euro shares at a cost of €1,152,447 and 362,816 Sterling shares at a cost of £3,958,462.
The total numbers of treasury shares held in treasury at 30 June 2011 are as disclosed in note 6.
- Related party transactions
Parties are considered to be related if one party has the ability to control the other party or exercise significant influence over the other party in making financial or operational decisions.
The Directors are responsible for the determination of the investment policy of the Company and have overall responsibility for the Company’s activities.
The Company is managed by the Manager. The Manager is a Jersey limited partnership, the general partner of which is Brevan Howard Capital Management Limited, a Jersey limited company (the “General Partner”). The General Partner is regulated in the conduct of fund services business by the Jersey Financial Services Commission pursuant to the Collective Investment Funds (Jersey) Law, 1988 and the Orders made thereunder.
The Company and the Manager have entered into a Management Agreement dated 21 June 2010 under which the Manager has been given responsibility for the day-to-day discretionary management of the Company’s assets (including uninvested cash) in accordance with the Company’s investment objective and policy, subject to the overall supervision of the Directors and in accordance with the investment restrictions in the Management Agreement and the Articles of Association. Details of the management fees to which the Manager is entitled are in Note 4.
The Company has six non-executive directors. Lord Turnbull, John Hallam, Graham Harrison and Nicholas Moss are independent of the Manager.
During 2010 Stephen Stonberg was a partner of Brevan Howard Asset Management LLP and CEO of Brevan Howard US LLC. As of 1 January 2011 Stephen Stonberg resigned from these positions, but will remain as a Director of the Company.
Talmai Morgan and Stephen Stonberg are both non-executive Directors of BH Macro Limited which was incorporated on 17 January 2007 and started trading on the London Exchange on 14 March 2007. BH Macro Limited is managed by Brevan Howard Capital Management LP, the Company’s Manager, and is a feeder fund for Brevan Howard Master Fund Limited into which BHGO invests.
Stephen Stonberg is also a non-executive Director of BH Credit Catalysts Limited which was incorporated on 19 October 2010 and started trading on the London Stock Exchange on 14 December 2010. BH Credit Catalysts Limited is managed by Brevan Howard Capital Management LP, the Company’s Manager, and is a feeder fund for the Brevan Howard Credit Catalysts Master Fund Limited into which the Company’s Master Fund invests.
Details of Directors fees to which the Directors are entitled are disclosed in Note 5.
The Directors had the following interests in the Company, held either directly or beneficially at 30 June 2011:
US Dollar Shares
Sterling Shares
Euro Shares
Lord Turnbull
Nil
5,000
Nil
John Hallam
5,000
Nil
Nil
Graham Harrison
Nil
Nil
Nil
Talmai Morgan
5,000
Nil
Nil
Nicholas Moss
Nil
Nil
Nil
Stephen Stonberg
Nil
8,628
Nil
As at 30 June 2011 Alan Howard, a partner of Brevan Howard Asset Management LLP and an employee of Brevan Howard Investment Products Limited, held an interest of 706,375 US Dollar shares and 161,107 Sterling shares in the Company which he acquired through on-market purchases, as detailed in stock exchange announcements made on 28 November 2008.
11. Financial highlights
The following tables include selected data for a single ordinary share of each of the ordinary share classes in issue at the period end and other performance information derived from the Unaudited Interim Financial Statements.
The per share amounts and ratios which are shown reflect the income and expenses of the Company for each class of ordinary share.
30.06.11
US Dollar shares
US$
30.06.11
Euro shares
€
30.06.11
Sterling shares
£
Per share operating performance
Net asset value at beginning of the period
11.79
11.86
11.92
Income from investment operations
Net investment loss*
(0.03)
(0.04)
(0.04)
Net realised and unrealised gain on investment
0.23
0.22
0.19
Other capital items**
–
0.03
0.02
Total return*
0.20
0.21
0.17
Net asset value, end of the period
11.99
12.07
12.09
Total return*
1 .68%
1 .78%
1 .47%
Total return reflects the net return for an investment made at the beginning of the period and is calculated as the change in the NAV per ordinary share during the period from 1 January 2011 to 30 June 2011. Total return is not annualised.
30.06.11
US Dollar shares
US$’000
30.06.11
Euro shares
€’000
30.06.11
Sterling shares
£’000
Supplemental data
Net asset value, end of the period
204,655
36,810
469,629
Average net asset value for the period
232,888
38,747
454,332
30.06.11
US Dollar shares
30.06.11
Euro shares
30.06.11 Sterling shares
Ratio to average net assets
Operating expense
Company expenses***
0.33%
0.30%
0.33%
BHGO expenses****
0.01%
0.01%
0.01%
0.34%
0.31%
0.34%
Net investment loss*
(0.22%)
(0.30%)
(0.37%)
31.12.10
US Dollar shares
US$
31.12.10
Euro shares
€
31.12.10
Sterling shares
£
Per share operating performance
Net asset value at beginning of the year
11.61
11.66
11.73
Income from investment operations
Net investment loss*
(0.10)
(0.08)
(0.07)
Net realised and unrealised gain on investment
0.28
0.33
0.26
Other capital items**
–
(0.05)
–
Total return*
0.18
0.20
0.19
Net asset value, end of the year
11.79
11.86
11.92
Total return*
1.54%
1.73%
1.61 %
Total return reflects the net return for an investment made at the beginning of the year and is calculated as the change in the NAV per ordinary share during the period from 1 January 2010 to 31 December 2010.
31.12.10
US Dollar shares
US$’000
31.12.10
Euro shares
€’000
31.12.10
Sterling shares
£’000
Supplemental data
Net asset value, end of the year
257,662
39,535
434,030
Average net asset value for the year
287,842
49,063
398,382
31.12.10
US Dollar shares
31.12.10
Euro shares
31.12.10
Sterling shares
Ratio to average net assets
Operating expense
Company expenses ***
0.68%
0.67%
0.68%
BHGO expenses****
0.02%
0.02%
0.02%
0.70%
0.69%
0.70%
Net investment (loss)/profit*
(0.74%)
(0.53%)
0.68%
30.06.10
US Dollar shares
US$
30.06.10
Euro shares
€
30.06.10
Sterling shares
£
Per share operating performance
Net asset value at beginning of the period
11.61
11.66
11.73
Income from investment operations
Net investment loss*
(0.04)
(0.04)
(0.04)
Net realised and unrealised gain on investment
0.06
0.08
0.07
Other capital items***
–
–
–
Total return*
0.02
0.04
0.03
Net asset value, end of the period
11.63
11.70
11.76
Total return*
0.21%
0.34%
0.25%
Total return reflects the net return for an investment made at the beginning of the period and is calculated as the change in the NAV per ordinary share during the period from 1 January 2010 to 30 June 2010. Total return is not annualised.
30.06.10
US Dollar shares
US$’000
30.06.10
Euro shares
€’000
30.06.10
Sterling shares
£’000
Supplemental data
Net asset value, end of the period
291,371
46,025
398,211
Average net asset value for the period
303,371
52,340
381,763
30.06.10
US Dollar shares
30.06.10
Euro shares
30.06.10
Sterling shares
Ratio to average net assets
Operating expense
Company expenses ***
0.33%
0.33%
0.34%
BHGO expenses****
0.01%
0.01%
0.01%
0.34%
0.34%
0.35%
Net investment loss*
(0.36%)
(0.31%)
(0.33%)
Operating expense and net investment loss are not annualised.
- The net investment loss figures disclosed above, in the Directors’ opinion and in accordance with the Company’s investment objectives, do not reflect the Company’s overall performance. Considering the investment objectives of the Company, the Directors consider that the total return of the Company is a true reflection of the Company’s performance during the period.
** Included in other capital items are the discounts and premiums on conversions between share classes and on the sale of treasury shares as compared to the NAV per share at the beginning of the period.
*** Company expenses are as disclosed in the Unaudited Statement of Operations, excluding foreign exchange losses on consolidation.
**** BHGO expenses are the operating expenses of BHGO.
- Subsequent events
Management has evaluated subsequent events up to 24 August 2011, which is the date that the Interim Unaudited Financial Statements were available to be issued, and has concluded there are no further items that require disclosure or adjustment to the Interim Unaudited Financial Statements.
Historic Performance Summary
As at 30 June 2011
30.06.11* US$’000
31.12.10 US$’000
31.12.09 US$’000
Net increase/(decrease) in net assets resulting from operations
47,276
(13,348)
166,593
Total assets
1,012,780
979,050
992,245
Total liabilities
(764)
(885)
(732)
Net assets
1,012,016
978,165
991,513
Number of shares in issue
US Dollar shares
17,075,987
21,859,989
26,766,139
Euro shares
3,049,573
3,333,754
5,392,188
Sterling shares
38,834,018
36,417,607
31,461,725
Net asset value per share
US Dollar shares
US$11.99
US$11.79
US$11.61
Euro shares
€12.07
€11.86
€11.66
Sterling shares
£12.09
£11.92
£11.73
- Covers the period from 1 January 2011 to 30 June 2011.
Company Information
Directors
Lord Turnbull (Chairman)*
John Hallam*
Graham Harrison*
Talmai Morgan
Nicholas Moss*
Stephen Stonberg
(All Directors are non-executive)
- These Directors are independent for the purpose of LR15.2.12.
Registered Office
Trafalgar Court
Les Banques
St Peter Port
Guernsey
GY1 3QL
Manager
Brevan Howard Capital Management LP
4th floor
One Esplanade
St Helier
Jersey
JE2 3QA
Administrator, Registrar and Corporate Secretary
Northern Trust International Fund
Administration Services (Guernsey) Limited
Trafalgar Court
Les Banques
St Peter Port
Guernsey
GY1 3QL
Independent Auditor
KPMG Channel Islands Limited
20 New Street
St Peter Port
Guernsey
GY1 4AN
CREST Service Provider
Computershare Investor Services (Channel Islands) Limited
Ordnance House
31 Pier Road
St Helier
Jersey
JE4 8PW
Legal Advisors (Guernsey Law)
Carey Olsen
Carey House
Les Banques
St. Peter Port
Guernsey
GY1 4BZ
Legal Advisors (UK Law)
Freshfields Bruckhaus Deringer
65 Fleet Street
London
EC4Y 1HS
Corporate Broker
J.P. Morgan Securities Ltd.
125 London Wall
London
EC2Y 5AJ
The Interim Unaudited Report and Financial Statements of BH Global Limited and the Interim Financial Statements of BH Global Opportunities Master Fund Limited will shortly be available on the Company’s website www.bhglobal.com.
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