Portfolio

Final Results

Date: Friday 21 Sep 2012








RNS Number : 9166M
TR European Growth Trust PLC
21 September 2012
 





 Page 1


21 September 2012


 


This announcement contains regulated information


 


TR EUROPEAN GROWTH TRUST PLC


Annual Financial Report for the year ended 30 June 2012


 


KEY POINTS


 


•           Net asset value total return per ordinary share of -28.1%


•           Share price total return of -32.9%


•           Proposed final and special dividends of 4.50p and 1.50p per ordinary share, respectively


 


 


MANAGEMENT REPORT


 


CHAIRMAN'S STATEMENT


The year to 30 June 2012 was a difficult time for equity markets and I am disappointed to report that our net asset value total return per share was -28.1% and our share price total return was -32.9% as the discount widened. This compared to a total return of -26.3% for our benchmark.


 


The difficult market conditions were certainly unhelpful to our new manager as he set about restructuring the portfolio. However, I am pleased to report that he has made good progress in this regard and we look forward to a more normal year of activity.


 


Revenue and dividends


Net earnings per share were 6.89p, a rise of 81.8%. This increase was mainly due to a higher level of investment income.


 


We are proposing, subject to shareholder approval at our Annual General Meeting on 5 November 2012, a final dividend per ordinary share of 4.50p, an increase of 25% over last year's final dividend of 3.60p. We are also proposing a special dividend of 1.50p per ordinary share, making a total dividend of 6.00p.


 


Share buy-backs


During the year, we bought back 658,332 shares for cancellation at a cost of £2.1m. The shares were all bought back at a discount to the prevailing NAV per share, thereby enhancing the NAV per ordinary share for the remaining shareholders.


 


The Board is committed to protecting shareholders' interests and remains prepared to use share buy backs where it believes them to be beneficial for shareholders. Shareholders will recall that as part  of the Board's commitment to shareholders, a resolution for continuation of the company is put to the AGM for shareholder approval every three years, with the next vote to be held at the AGM in November 2013.


 


The Board


We would like to welcome Jane Tufnell to the Board.  Jane joined the Board on 1 September 2012. She brings a wealth of experience in the investment management industry as a co-founder and director of Ruffer LLP. She is also a non-executive director of The Diverse Income Trust plc.


 


 


 


 


Page 2


TR EUROPEAN GROWTH TRUST PLC


Annual Financial Report for the year ended 30 June 2012


 


 


CHAIRMAN'S STATEMENT (continued)


 


Outlook


European equity markets remain volatile as governments and central bankers continue to try to deal with the fallout from the debt and banking crises across much of the Eurozone. The interplay of domestic and international politics means that it is extremely difficult to predict the eventual outcome and hence sentiment can change extremely quickly with each communiqué and conference speech. What is clear is that there is still a large amount of debt which will need to be restructured and a great deal of asset value which will have to be written down to a more realistic level. This has to be done in order to create a stable base from which economic recovery can occur.


 


The process has been extremely slow, but there do seem to be some encouraging signs that at least some of the politicians now realise that they have to start taking serious action rather than simply holding summits.


 


However, it is important not to become disheartened by the politics. At the corporate level, this is a relatively benign environment, with interest rates likely to remain extremely low for some time. Corporate balance sheets are generally in good health, with robust levels of cash generation. The key is to find businesses in the right niches and in a healthy financial state.


 


Whilst volatile markets can be emotionally difficult, what they certainly do is provide opportunities for careful investors to buy good companies at attractive prices, while shorter term investors panic over the outlook for the next week.


 


I feel confident that this environment should provide a fertile hunting ground for our Manager and I look forward to reporting on our progress in our half year report.


 


 


 


Audley Twiston-Davies


Chairman


21 September 2012


 


 


 


 


Page 3


TR EUROPEAN GROWTH TRUST PLC


Annual Financial Report for the year ended 30 June 2012


 


MANAGER'S REPORT


 


Introduction


At the start of the year the aim was to refocus the portfolio by selling the large capitalised companies and concentrating on smaller and medium sized companies with strong balance sheets and dominant market positions.   The companies which had failed to perform as had been hoped would be sold. 


 


The first half of the year saw healthy returns from equity markets at that time. There was a belief that the economies were continuing to improve, even if it was at a fairly muted rate. The improvement was largely being driven by emerging market growth.


 


However, by our year end, equity markets had refocused their attentions on the fact that there was little growth in the western world. There was also greater attention that Europe had solved none of the fundamental issues of the sovereign debt crisis and nor did they have a coherent plan to solve it.


 


Also, the economic stimulus that China had provided earlier in the year started to dissipate as the authorities introduced tightening measures to stop their economy overheating.


 


The worst performers continued to be those countries burdened by huge government debt problems.


 


The best performers were essentially those countries benefiting from the emerging market growth. Most prominently, this was Germany, as the developing countries moved towards increased automation and the desire of the emerging consumers to fulfil their aspirations for conspicuous consumption. Norway was another stellar performer as the oil price stayed above $85 and its currency provided a relative safe haven.


 


The same themes that drove country performance were witnessed in the sector performance. The export driven industrial goods and basic materials were the stand out performers. Financials remained the laggard as European banks remained burdened by European sovereign debt and a lack of clarity from a regulatory perspective.


 


One year on, the vast majority of the restructuring of the portfolio is now complete. There are a few micro-cap holdings of negligible importance to the listed portfolio which will take a bit longer to sell. Going forward I can and will justifiably take full responsibility for the performance of the portfolio.


 


The portfolio has seen a further increase in the number of holdings. This largely reflects a desire to improve the liquidity of the portfolio. We wish to continue buying companies with a market capitalisation below €400m as the valuations are very attractive. The uncertainty in the market has caused many investors to abandon this smaller end of the market, presenting great opportunities.  This is part of the core strategy of the fund.  However, the individual weight of each stock has to be limited given prudent liquidity constraints.


 


Generally, we will put greater emphasis on portfolio construction taking into account what is an appropriate weighting for a stock and how the portfolio as a whole is positioned for various scenarios.


 


 


 


 


Page 4


TR EUROPEAN GROWTH TRUST PLC


Annual Financial Report for the year ended 30 June 2012


 


MANAGER'S REPORT (continued)


 


Geographical and sector distribution


As ever, the portfolio is constructed through a process of stock selection, i.e. investing in specific companies. This can and has resulted in country and sector weightings that differ widely from the benchmark. However, we are still cognizant of how the portfolio is positioned. This has been very relevant in what has been a primarily macro driven market.


 


Geographically we remain heavily overweight in Germany. It is a market where we continue to find good companies on reasonable valuations. Given our large exposure, it is an area we will continue to monitor closely. The most significant change in our country exposure is in Italy where we have been underweight for many years. The widening of Italian bond yields last summer caused a largely indiscriminate sell off in the Italian equity market. This allowed us to pick up some good quality companies such as Sorin, the medical equipment company and Amplifon, the hearing aid retailer, at attractive prices and move to an overweight position.


 


From a sector perspective we remain heavily underweight in financials. It is an area where we have found it difficult to find assets we feel comfortable owning. A notable exception is Aareal Bank, a German property loan specialist which we added to the portfolio. It is a reassuringly conservative bank which continues to prosper as its competition flounders. In the last year, we have become significantly overweight in the technology sector, an area which tends to be a good source of future growth with continued innovation. New holdings in this space include Suess Microtec, the German semiconductor equipment company. Their kit is used after the chips have been created on the silicon wafer process. They have developed exciting new technology that bonds multiple wafers into 3D integrated chips. This enables the chips to hold more information and power in a smaller space. Another new technology holding is LPKF Laser & Electronics. It is a global leader in laser based systems for the prototyping, cutting and manufacture of printed circuit boards (PCB) with some exciting new technologies allowing PCB miniaturisation.


 


Other activity in the last year involved a reduction in our Basic Materials weighting as well as the Business Providers and Consumer Goods sectors. Each contains a highly varied group of stocks operating in many industries.


 


Purchases


During the last year we have added a number of stocks which will benefit when the economic recovery finally arrives. Their strong balance sheets mean they should not get into difficulty whilst we wait.


 


Within this theme we have added Nexity, the French property developer. The company is exposed to both residential and commercial property markets. Clearly, neither of these markets are currently strong. However, the company has net cash (more cash than debt) and is taking market share. It paid a large dividend last year and is likely to do the same again this year. At some point, the Hollande government is very likely to introduce property incentives to try and stimulate the market. At the very least they will introduce incentives for social housing.


 


The Company has initiated a position in Stolt-Nielsen, a company whose primary focus is the transportation of bulk chemicals globally. Currently volumes are predictably weak. However, their competition is suffering far more as they do not have Stolt-Nielsen's relatively strong balance sheet. The stock is also underpinned by a healthy dividend of approximately 6%.


 


 


Page 5


TR EUROPEAN GROWTH TRUST PLC


Annual Financial Report for the year ended 30 June 2012


 


MANAGER'S REPORT (continued)


 


Geographical distribution  (% of portfolio)


 



















































































































































30 June


2011



30 June


2012



Benchmark*


30 June 2012      



Austria



5.7



4.4



3.2



Belgium



3.2



3.3



4.7



Denmark



-



0.8



3.2



Finland



1.8



1.4



5.8



France



15.0



16.0



12.1



Germany



27.0



29.3



14.6



Greece



-



-



2.4



Ireland



-



2.6



1.8



Italy



5.6



10.7



10.2



Luxembourg



1.3



0.4



-



Netherlands



3.9



4.4



5.6



Norway



9.1



7.2



6.8



Portugal



-



-



1.8



Spain



7.3



2.5



5.8



Sweden



2.7



3.8



10.2



Switzerland



14.8



12.6



11.8



Turkey



1.5



-



-



Ukraine



0.7



0.4



-



Other



0.4



0.2



-



 



---------



---------



-----------



 



100.0



100.0



100.0



 



=====



=====



======



*Source:  Factset


 


Sector distribution (% of portfolio)


 

















































































30 June


2011



30 June


2012



Benchmark*


30 June 2012



Basic Materials



12.1



10.2



10.3



Business Providers



19.4



12.9



19.9



Consumer Goods



15.8



11.4



15.4



Financials



21.4



12.2



22.1



Industrial Goods



13.0



18.0



13.7



Natural Resources



3.8



5.2



3.5



Retail Providers



6.9



10.1



6.2



Technology



7.6



20.0



8.9



 



---------



---------



-----------



 



100.0



100.0



100.0



 



=====



=====



=====



*Source:  Factset


 


 


 


 


 


Page 6


TR EUROPEAN GROWTH TRUST PLC


Annual Financial Report for the year ended 30 June 2012


 


MANAGER'S REPORT (continued)


 


We added De'Longhi, the Italian electronic household equipment manufacturer. The company is seeing strong growth, especially in the sales of coffee machines. This calendar year the company has de-merged its ventilation and air-conditioning business called Delclima. Therefore, the latter has also become a small holding in the portfolio where the valuation is very attractive. Most recently, De'Longhi has added the powerful Braun brand to its portfolio alongside the group name and Kenwood. Both these holdings pay attractive dividends.


 


Pandora, the world's largest manufacturer of jewellery and charm bracelets entered the portfolio. We see this as an attractive restructuring story. It is not without risk but the low valuation makes this a risk worth taking. The company will refocus on the low/mid price points of the silver jewellery market. This was behind the company's original success before its predictably overpriced IPO.


 


Faiveley Transport, the French rail equipment company has been added to the portfolio. Our market timing was not great as the company has suffered due to budgetary constraints in Europe and delays in China. However, more recently the Chinese purse strings have been released and the company is seeing its order book recover. The group is a global leader in providing equipment such as air conditioning units, pantographs and access doors. I am hopeful this will be a good long term core holding.


 


We will also continue to look at the lower end of the market capitalisation scale. We have added the relatively small Norwegian and Swedish housebuilder BWG Homes and Q-Free the supplier of intelligent transport and toll collection systems. We believe both are attractively valued with good growth prospects.


 


We participated in the IPO of a company called Inside Secure. Although we held only a small amount it has been extremely disappointing for which I apologise. They are the producer of near field communication chips, an area with massive potential particularly in mobile payment. We continue to hold the position for the time being in the expectation of contract announcements.


 


The failure of Inside Secure has not been in isolation as the few IPOs that have been completed over the year have generally been poor. It is our view that the system is effectively broken as there is no longer any trust between potential investors and investment banks. The latter have shown little regard for how the stock trades after flotation. With their corporate clients they have continued to seek unrealistic prices. The equity market is an important source of capital for growing companies and a flourishing economy. It is therefore important for this issue to be resolved. Also, it is clearly a problem for the private equity industry as IPOs are a common way for them to exit their investments. We will approach any new issues with a great deal of caution.


 


Disposals


To finance the repositioning, a number of stocks have been sold. Some stocks have been disposed of purely on valuation grounds. Grifols, the Spanish manufacturer of blood plasma was sold after a period of strong performance post its acquisition of US competitor Talecris. Aalberts, the Dutch diversified industrial was sold as we believed that the valuation was up with events.


 


 


 


 


 


Page 7


TR EUROPEAN GROWTH TRUST PLC


Annual Financial Report for the year ended 30 June 2012


 


MANAGER'S REPORT (continued)


 


A couple of companies were sold as we were not comfortable with their corporate governance. These included Morpol, the fish processing company based in Poland. There has been a succession of Chief Financial Officers and non-executive directors that are reasons for concern. It was a similar situation at Lifewatch, the developer of Telemedicine systems.


 


Selçuk, the Turkish pharmaceutical drug distributor was sold partly due to declining gross margins, regulatory concerns and the desire to focus the fund on "core" European markets. Other stocks were sold as we believed there to be more attractive business models elsewhere. These included Ponsse, in forestry machinery, Nordic Mines the gold exploration company and Elica, the Italian manufacturer of cooker hoods.


 


We sold our position in Technicolor, which manufactures set-top boxes, distributes DVDs and has a patent portfolio. There are undoubtedly some gems in their portfolio of assets but there is far too much residue for our taste.


 


We sold our long term position in OHL. This family led company decided to exchange most of their attractive Latin American concession assets for a stake in the Spanish holding company Abertis. This was probably done as succession planning by the mature Chairman. However, owning a stake in a holding company whose main asset is another holding company is not hugely attractive.


 


We sold our position in Wavin, the Dutch plastic pipe producer post a bid from Mexichem, a chemical producer from Mexico. We would be hopeful that the portfolio will benefit from more mergers and acquisitions in the future if and when the European political situation stabilises.


 


Gearing


We have increased our level of gearing slightly through the year. Our approach to borrowing  remains that we favour the use of short term gearing, when appropriate, rather than any structural element. Our use of gearing is to ensure flexibility of action, allowing us to respond to opportunities


immediately rather than having to first raise money by selling part of the portfolio.


 


Market capitalisation range


We have continued to focus the portfolio towards smaller and medium sized companies. The weighted average market capitalisation as at 30 June 2012 was £759m, as compared to £1,102m at 30 June 2011.


 


The largest company in the portfolio (by market capitalisation) was Andritz, the Austrian process engineering group with a market capitalisation of £3,402m and the smallest was Dietswell, the French oil services company with a market capitalisation of £6m.


 


Unquoted Investments


The Company continues to have the three legacy unquoted holdings. Brainlab is a global leading company in software for high precision radiotherapy and image guided surgery. This is a good asset for which we will continue to seek a decent, fair price. We are also invested in the French private equity fund, 21 Centrale Partners III. This is now in payback mode and will gradually decline in importance for the Company. These are good quality assets, however, going forward, we   will not be seeking unquoted opportunities.


 


 


 


Page 8


TR EUROPEAN GROWTH TRUST PLC


Annual Financial Report for the year ended 30 June 2012


 


MANAGER'S REPORT (continued)


 


Performance Attribution


The negative performance in the last financial year has been accentuated by currency movements with the weakness of the Euro versus sterling. It is important to reiterate that the portfolio is generally unhedged.


 


The Company did put one successful currency hedge on during the year when in July it went short in the Swiss franc and long in sterling. This was designed to hedge the fact that we were significantly overweight in Swiss stocks. This was a successful trade as soon after its initiation the Swiss National Bank pegged its currency to the Euro and therefore fell versus the Pound.


 


At the stock level, successful positions have tended to come in the "high quality" structural growth area. Salvatore Ferragamo, the Italian luxury clothing retailer, has made a very positive contribution. The brand has been rejuvenated and they are gaining increasing traction in Asia. Ingenico, the payment terminal company has been another key performer as it takes market share in the US and sees increasing penetration of chip-and-pin in emerging markets. The battle ground going forward will be over mobile payments where it is far from clear who the victors will be.


 


A beneficiary of mobile payments is likely to be Wirecard, the online payment processing company which has had another successful year as they continue to benefit from the structural growth in online retail.


 


Sorin, the Italian medical equipment company focusing on treatment of cardiovascular illnesses has made a significant contribution. This holding is an example of where an indiscriminate sell off, in this case Italian stocks last summer, can create an opportunity. It is also a stock which has benefited from takeover speculation. The latter being a theme which should be helpful to smaller companies if and when the Eurozone issues stabilise.


 


ASM International, the Dutch semiconductor equipment company has also been beneficial to performance. The management is now actively looking to address the valuation anomaly which leaves their holding in ASM Pacific, listed in Hong Kong, worth substantially more than ASM International as a whole.


 


The largest negative contributors have come in the area of natural resources. Northland Resources, the iron ore development company, has been appalling. As is often the case in this space budgets overran and extra capital was required. Clearly we should have sold this position but currently we believe the risk/reward scenario is favourable. It at least has its assets in the politically safe Scandinavia which is rare for these types of company. Nyrstar, the zinc processing and mining company has also been very weak, largely with the decline of the underlying commodity as China has slowed.


 


SAF-Holland, the German manufacturer of components for trucks and trailers has been very disappointing due to the slowdown in Europe. We still believe this company offers significant upside potential. However, our position size was inappropriate for a relatively small market capitalisation stock. After making a positive contribution last year, OHL, the Spanish construction and concessions company, has been very weak. This is largely due to selling some of its Latin American concession assets to Abertis, a Spanish holding company, in exchange for a stake in Abertis. As stated previously, we have sold our holding.


 


 


Page 9


TR EUROPEAN GROWTH TRUST PLC


Annual Financial Report for the year ended 30 June 2012


 


MANAGER'S REPORT (continued)


 


Other disappointing positions have been illiquid, legacy holdings such as STS Group, the French security and authentication software company and Cafom, the retailer of furniture in the French Territories. Fortunately, these holdings are becoming less significant to the portfolio as a whole.


 


Portfolio Positioning


Over the last year we have increased the "quality" of the portfolio by adding companies that have substantially generated higher returns and sold companies that have failed to do so.  Since purchase, a number of these "high quality" stocks have performed very well and are starting to trade on relatively rich valuations. Therefore we have trimmed such positions in some of these stocks, such as Ingenico and Carl Zeiss Meditec, the ophthalmic equipment company. However, we continue to see them as "core" long term holdings for the medium term.


 


As mentioned previously, the portfolio is now heavily skewed towards stocks where we believe we are "paid to wait". These are stocks which are cyclical yet have strong balance sheets and whilst we wait for a recovery will pay healthy dividends. Stocks that fit this category include the previously mentioned Nexity, the French property developer, Irish Continental Group, the ferry operator, Tessenderlo, the Belgian chemical company and Inficon the Swiss vacuum component and instrumentation company.  When the recovery starts, the "paid to wait" strategy should really reap the benefits.


 


The portfolio is also invested in a number of companies that are seeing the economic downturn as an "opportunity". These include companies which are making acquisitions for future growth. Tomra, the manufacturer of reverse vending machines for bottles continues to expand in scanning/process technologies. They have recently increased their presence in the growth industry of food scanning through acquisition to add to their dominant position in scanning of recyclable waste. Wirecard, the German online payment processing company has done a number of acquisitions to increase its presence in Asia. Other companies have used the slowdown to increase investment in organic growth. United Internet, the German telecommunications company has invested in its "DIY" web site business and its mobile virtual network operator division. Pescanova, the Spanish wild catch and fish farming business has invested heavily in prawn and turbot farming. Companies such as these should reap the benefits in years to come. Some companies, such as Nexity and property loans specialist Aareal Bank will emerge from the current environment stronger as their competitors have fallen by the way side.


 


Outlook


Whilst we think that the fund is well positioned for the future, performance in the last financial year has been disappointing. The vast majority of the damage was done in one week at the start of August 2011 as the Eurozone crisis came to a head. With hindsight, we were slow in repositioning the portfolio. Since last autumn, the Company's underlying performance has been improving.


 


The last twelve months has been dominated by the Eurozone crisis and a slowing global economy. Will the Eurozone Debt Crisis ever end? The Eurozone nations continue to act in their perceived self interest. The problem remains that the main protagonists come from different starting points, dictated by their own readings of history. Germany pushes for greater federalism on their terms. France signed up for Europe to preserve its own global importance which its economy no longer justifies. The Periphery signed up to share in German prosperity but is now looking at a decade of austerity. Europe needs to reach a point where the individual states realise that it is in their self interest to make significant compromises.


 


Page 10


TR EUROPEAN GROWTH TRUST PLC


Annual Financial Report for the year ended 30 June 2012


 


MANAGER'S REPORT (continued)


 


There are reasons for optimism. There is a determination that the Euro must survive and that the ECB at least will "do all that it takes"; with the conditionality of fiscal repair being top of the agenda to placate the Germans. There has also been a belated realisation of the need to break the link between bankrupt banks and bankrupt sovereigns. Ultimately for success, there will have to be an acceptance of the principle of shared debt by the Germans and dilution of sovereignty by everybody else. Clearly democracy will need to be ignored but that is another subject. Whatever the outcome, Germany pays, but it is in their self interest for the Euro to survive.


 


Outside of Europe there are macro economic uncertainties. The US will have to address its own fiscal deficit, whoever wins the upcoming Presidential election. China remains key to the global markets. There is clearly a need to redress its economy towards domestic consumption and away from a dependence on exports. I am no expert on China but until there is clear evidence to the contrary I will take the positive view that a country with a large budget surplus has many more policy options than the west. Clearly a soft landing in China would be very beneficial for a large number of European exporters and this is not priced into European stock markets.


 


We expect to see a long drawn out recovery and have positioned the portfolio accordingly. The priority on taking over the portfolio was to strengthen the core adding "high quality" structural growth companies. This has proven to be a successful strategy that with hindsight we should have done far more aggressively on taking over the fund.


 


A major aim in the year ahead will be to reduce the NAV discount on which the Company currently trades. We have significantly ramped up our marketing and communication efforts with investors. When Europe comes back into favour and if we deliver decent investment performance, I am very hopeful that the discount will narrow.


 


We are confident in how the Company is positioned and believe that the worst is now behind us with respect to the European debt crisis. Valuations of European smaller companies are very attractive.  We believe the portfolio is very well positioned for a recovery.  There is hope.


 


 


 


Ollie Beckett


21 September 2012


 


 


 


 


 


Page 11


TR EUROPEAN GROWTH TRUST PLC


Annual Financial Report for the year ended 30 June 2012


 


MANAGER'S REPORT (continued)


 


Fund distribution by market capitalisation







































































 


Market cap



% of portfolio


at 30 June 2012



% of portfolio


at 30 June 2011



Less than £100m



12.2



8.2



£101m - £200m



9.4



8.4



£201m - £400m



17.9



13.7



£401m - £600m



14.5



16.3



£601m - £800m



9.3



6.1



£801m - £1bn



11.2



9.4



£1.001bn - £1.5bn



13.5



5.0



£1.501bn - £2bn



4.1



10.8



£2.001bn - £2.5bn



3.5



11.1



£2.501bn - £3bn



0.9



4.6



£3.001bn - £4bn



3.5



6.4



More than £4bn



0.0



0.0



 


 


PRINCIPAL RISKS AND UNCERTAINTIES


 


The Board has drawn up a matrix of risks facing the Company and has put in place a schedule of investment limits and restrictions, appropriate to the Company's investment objective and policy, in order to mitigate these risks as far as practicable. The principal risks which have been identified and the steps taken by the Board to mitigate these are as follows:


 


● Investment activity and performance risks


An inappropriate investment strategy (for example, in terms of asset allocation or the level of gearing) may result in underperformance against the Company's benchmark index and the companies in its peer group. The Board monitors investment performance at each Board meeting and regularly reviews the extent of its borrowings.


 


Portfolio and market price risks


Although the Company invests almost entirely in securities that are quoted on recognised markets, share prices may move rapidly. The companies in which investments are made may operate unsuccessfully, or fail entirely. A fall in the market value of the Company's portfolio would have an adverse effect on shareholders' funds. The Board reviews the portfolio each month and mitigates this risk through diversification of investments in the portfolio.


 


 Tax and regulatory risks


A breach of Section 1158 of the Corporation Tax Act 2010 could lead to a loss of investment trust status, resulting in capital gains realised within the portfolio being subject to corporation tax. A breach of the UKLA Listing Rules could result in suspension of the Company's shares, while a breach of the Companies Act 2006 could lead to criminal proceedings, or financial or reputational damage.


 


 


 


 


 


 


Page 12


TR EUROPEAN GROWTH TRUST PLC


Annual Financial Report for the year ended 30 June 2012


 


The Manager has contracted to provide investment, company secretarial, administration and accounting services through qualified professionals. The Board receives internal control reports produced by the Manager on a quarterly basis, which confirm regulatory compliance.


 


● Operational risks


Disruption to, or failure of, the Manager's accounting, dealing or payment systems or the custodian's records could prevent the accurate reporting and monitoring of the Company's financial position. The Company is also exposed to the operational risk that one or more of its suppliers may not provide the required level of service.  Details of how the Board monitors the services provided by the Manager and its other suppliers, and the key elements designed to provide effective internal control, are explained further in the internal controls section of the corporate governance statement in the annual report.


 


Further details of the Company's exposure to market risk (including market price risk, currency risk and interest rate risk), liquidity risk and credit risk and how they are managed are contained in the notes to the financial statements in the annual report.


 


TRANSACTIONS WITH THE MANAGER


Investment management, accounting, company secretarial and administration services are provided to the Company by the wholly-owned subsidiary company of Henderson Global Investors Limited ("Henderson" or "Manager").  This is the only related party arrangement currently in place.


 


 


STATEMENT OF DIRECTORS' RESPONSIBILITIES UNDER DTR 4.1.12


Each of the directors confirms that, to the best of his knowledge:


 


●          the Group financial statements, which have been prepared in accordance with IFRSs as adopted by the European Union, give a true and fair view of the assets, liabilities, financial position and profit of the Group; and


 


●          the Report of the Directors in the Annual Report and Financial Statements includes a fair review of the development and performance of the business and the position of the Group, together with a description of the principal risks and uncertainties that it faces.


 


 


 


For and on behalf of the Board


Audley Twiston-Davies


Chairman


 


 


 






Page 13


TR EUROPEAN GROWTH TRUST PLC


Annual Financial Report for the year ended 30 June 2012


 


 


Audited Consolidated Statement of Comprehensive Income


for the year ended 30 June 2012


 






































































































































































































































Year ended 30 June 2012



Year ended 30 June 2011






Revenue return £'000



Capital return  £'000



Total


£'000



Revenue return £'000



Capital return  £'000



Total


£'000



Investment income



4,722



-



4,722



2,979



-



2,979



Other income



2



-



2



68



-



68



(Losses)/gains on investments held at fair value through profit or loss



-



(77,519)



(77,519)



-



70,112



70,112






---------



----------



-----------



---------



----------



-----------



Total income/(loss)



4,724



(77,519)



(72,795)



3,047



70,112



73,159
























Expenses





















Management fees



(190)



(761)



(951)



(254)



(1,016)



(1,270)



Other operating expenses



(512)



-



(512)



(551)



-



(551)






---------



----------



----------



---------



----------



----------



Profit/(loss) before finance costs and taxation



4,022



(78,280)



(74,258)



2,242



69,096



71,338
























Finance costs



(87)



(350)



(437)



(27)



(108)



(135)






---------



--------



---------



---------



--------



---------



Profit/(loss) before taxation



3,935



(78,630)



(74,695)



2,215



68,988



71,203



Taxation



(454)



-



(454)



(286)



-



(286)






---------



---------



----------



---------



---------



----------



Profit/(loss) for the year and total comprehensive income/(loss)



3,481



(78,630)



(75,149)



1,929



68,988



70,917






=====



======



======



=====



======



======
























Earnings/(loss) per ordinary share - basic and diluted



6.89p



(155.73p)



(148.84p)



3.79p



135.36p



139.15p






======



======



======



======



======



======
























 


The total column of this statement represents the Consolidated Statement of Comprehensive Income, prepared in accordance with IFRS, as adopted by the European Union. 


 


The revenue return and capital return columns are supplementary to this and are prepared under guidance published by the Association of Investment Companies.


 


All income is attributable to the equity holders of TR European Growth Trust PLC, the parent company. 


 


The net loss of the Company for the year was £75,149,000 (2011: profit of £70,917,000).


 


 


 


 


                                                                                      


Page 14


TR EUROPEAN GROWTH TRUST PLC


 Annual Financial Report for the year ended 30 June 2012


 


Audited Consolidated and Parent Company Statements of Changes in Equity


for the year ended 30 June 2012






































































































































































































































































































































































































CONSOLIDATED


Year ended 30 June 2012



Called up share capital


£'000



Share


premium account


£'000



Capital redemption


reserve £'000



Other capital reserves


£'000



Revenue reserve £'000



Total


£'000



Total equity at 1 July 2011



6,329



115,451



13,849



112,472



16,313



264,414



Total comprehensive income:





















   (Loss)/profit for the year



-



-



-



(78,630)



3,481



(75,149)



Transactions with owners, recorded directly to equity:





















   Ordinary dividends paid



-



-



-



-



(2,152)



(2,152)



   Buy-backs of ordinary shares



(82)



-



82



(2,107)



-



(2,107)






----------



----------



---------



----------



---------



----------



Total equity at 30 June 2012



6,247



115,451



13,931



31,735



17,642



185,006






======



======



=====



======



=====



======












CONSOLIDATED


Year ended 30 June 2011



Called up


share capital


£'000



Share


premium account


£'000



Capital redemption


reserve


£'000



Other  capital reserves


£'000



Revenue reserve £'000



Total


£'000



Total equity at 1 July 2010



6,453



115,451



13,725



47,286



16,562



199,477



Total comprehensive income:





















   Profit for the year



-



-



-



68,988



1,929



70,917



Transactions with owners, recorded directly to equity:





















   Ordinary dividends paid



-



-



-



-



(2,178)



(2,178)



   Buy-backs of ordinary shares



(124)



-



124



(3,802)



-



(3,802)






----------



----------



---------



----------



---------



----------



Total equity at 30 June 2011



6,329



115,451



13,849



112,472



16,313



264,414






======



======



=====



======



=====



======









COMPANY


Year ended 30 June 2012



Called up share capital


£'000



Share premium account


£'000



Capital redemption


reserve


£'000



Other capital reserves


 £'000



Revenue reserve £'000



Total


£'000



Total equity at 1 July 2011



6,329



115,451



13,849



113,528



15,257



264,414



Total comprehensive income:





















   (Loss)/profit for the year



-



-



-



(78,631)



3,482



(75,149)



Transactions with owners, recorded directly to equity:





















   Ordinary dividends paid



-



-



-



-



(2,152)



(2,152)



   Buy-backs of ordinary shares



(82)



-



82



(2,107)



-



(2,107)






----------



-----------



----------



----------



---------



----------



Total equity at 30 June 2012



6,247



115,451



13,931



32,790



16,587



185,006






======



======



======



======



=====



======









COMPANY


Year ended 30 June 2011



Called up


share capital


£'000



Share premium account


 £'000



Capital redemption


reserve


£'000



Other  capital reserves


£'000



Revenue reserve £'000



Total


£'000



Total equity at 1 July 2010



6,453



115,451



13,725



48,843



15,005



199,477



Total comprehensive income:





















   Profit for the year



-



-



-



68,487



2,430



70,917



Transactions with owners, recorded directly to equity:





















   Ordinary dividends paid



-



-



-



-



(2,178)



(2,178)



   Buy-backs of ordinary shares



(124)



-



124



(3,802)



-



(3,802)






----------



-----------



----------



----------



----------



----------



Total equity at 30 June 2011



6,329



115,451



13,849



113,528



15,257



264,414






======



======



======



======



=====



======



 


 






Page 15


 


TR EUROPEAN GROWTH TRUST PLC


Annual Financial Report for the year ended 30 June 2012


 


Audited Consolidated and Parent Company Balance Sheets


 at 30 June 2012


 





































































































































































































































































Consolidated 2012


£'000



Consolidated 2011


£'000



Company 2012


£'000



Company 2011


£'000



Non current assets















Investments held at fair value through profit


   or loss



202,543



270,800



203,529



271,787






-----------



-----------



-----------



-----------


















Current assets















Receivables



2,026



2,528



2,026



2,528



Cash and cash equivalents



3



403



-



400






----------



----------



----------



----------






2,029



2,931



2,026



2,928






----------



----------



---------



---------



Total assets



204,572



273,731



205,555



274,715






----------



----------



----------



----------


















Current liabilities















Payables



(790)



(557)



(1,773)



(1,541)



Bank overdrafts



(18,776)



(8,760)



(18,776)



(8,760)






----------



----------



----------



----------






(19,566)



(9,317)



(20,549)



(10,301)






----------



----------



----------



----------



Net assets



185,006



264,414



185,006



264,414



 



======



======



======



======



 















Equity attributable to equity shareholders















Called up share capital



6,247



6,329



6,247



6,329



Share premium account



115,451



115,451



115,451



115,451



Capital redemption reserve



13,931



13,849



13,931



13,849



Retained earnings:















   Other capital reserves



31,735



112,472



32,790



113,528



   Revenue reserve



17,642



16,313



16,587



15,257






----------



----------



-----------



-----------



Total equity



185,006



264,414



185,006



264,414






======



======



======



======


















Net asset value per ordinary share - basic and diluted



370.19p



522.20p



370.19p



522.20p






======



======



======



======



 


 


 


 


 






Page 16


 


TR EUROPEAN GROWTH TRUST PLC


Annual Financial Report for the year ended 30 June 2012


 


Audited Consolidated and Parent Company Cash Flow Statements


for the year ended 30 June 2012


 































































































































































































































































































Year ended 30 June 2012



Year ended 30 June 2011






Consolidated £'000



Company £'000



Consolidated £'000



Company £'000



Operating activities















(Loss)/profit before taxation



(74,695)



(74,695)



71,203



71,203



Add back: interest payable



437



437



135



135



Add/(less) losses/(gains) on investments held at fair


   value through profit or loss



77,519



77,520



(70,112)



(69,611)



Sales of investments held at fair value through profit


   or loss



106,945



106,945



125,548



125,548



Purchases of  investments held at fair value through


   profit or loss



(117,726)



(117,726)



(133,619)



(133,619)



Withholding tax on dividends deducted at source



(630)



(630)



(502)



(502)



(Increase)/decrease in prepayments and accrued


   income



(57)



(57)



43



43



Decrease in amounts due from brokers



553



553



7,942



7,942



(Decrease)/increase in accruals and deferred income



(116)



(117)



106



106



Increase/(decrease) in amounts due to brokers



225



225



(28)



(28)



Decrease in amounts due to subsidiary undertaking



-



-



-



(501)






----------



----------



-----------



----------



Net cash (outflow)/inflow from operating activities


   before interest and taxation



(7,545)



(7,545)



716



716


















Interest paid



(437)



(437)



(135)



(135)



Taxation recovered



182



182



184



184






----------



----------



-----------



----------



Net cash (outflow)/inflow from operating activities



(7,800)



(7,800)



765



765






----------



----------



-----------



----------



Financing activities















Equity dividends paid (net of refund of unclaimed


   dividends)



(2,152)



(2,152)



(2,178)



(2,178)



Buy-backs of ordinary shares



(2,107)



(2,107)



(4,294)



(4,294)






----------



----------



-----------



----------



Net cash used in financing



(4,259)



(4,259)



(6,472)



(6,472)






----------



----------



-----------



-----------



Decrease in cash and cash equivalents



(12,059)



(12,059)



(5,707)



(5,707)



Cash and cash equivalents at the start of year



(8,357)



(8,360)



(2,752)



(2,755)



Exchange movements



1,643



1,643



102



102






----------



----------



----------



---------



Cash and cash equivalents at the end of year



(18,773)



(18,776)



(8,357)



(8,360)






======



======



======



=====



Comprising:















Cash at bank



3



-



403



400



Bank overdrafts



(18,776)



(18,776)



(8,760)



(8,760)






----------



----------



----------



---------






(18,773)



(18,776)



(8,357)



(8,360)






======



======



======



=====



 






Page 17


 


TR EUROPEAN GROWTH TRUST PLC


Annual Financial Report for the year ended 30 June 2012


 


Notes to the Financial Statements


 







































































































































1.



Accounting policies


The consolidated and parent company financial statements for the year ended 30 June 2012 have been prepared in accordance with International Financial Reporting Standards ("IFRSs") as adopted by the European Union and with those parts of the Companies Act 2006 applicable to companies reporting under IFRSs.  IFRSs comprise standards and interpretations approved by the International Accounting Standards Board ("IASB"), together with interpretations of the International Accounting Standards and Standing Interpretations Committee approved by the International Accounting Standards Committee ("IASC") that remain in effect, to the extent that IFRSs have been adopted by the European Union.


 


The financial statements have been prepared on a going concern basis and on the historical cost basis, except for the revaluation of certain financial instruments.  The principal accounting policies adopted are set out in full in the Annual Report.  Where presentational guidance set out in the Statement of Recommended Practice ("SORP") for investment trusts issued by the Association of Investment Companies ("AIC") in January 2009 is consistent with the requirements of IFRSs, the directors have sought to prepare the financial statements on a basis consistent with the recommendations of the SORP.


 


All of the Company's operations are of a continuing nature.









2.



Earnings/(loss) per ordinary share


The earnings per ordinary share figure is based on the net loss for the year of £75,149,000 (2011:  profit of £70,917,000) and on the weighted average number of ordinary shares in issue during the year of 50,489,161 (2011: 50,965,518).


 






The earnings per ordinary share figure detailed above can be further analysed between revenue and capital, as below.  The Company has no securities in issue that could dilute the return per ordinary share.  Therefore the basic and diluted earnings per ordinary share are the same.



 















 









2012


£'000



2011


£'000



 






Net revenue profit



3,481



1,929



 






Net capital (loss)/profit



(78,630)



68,988



 









----------



-----------



 






Net (loss)/profit



(75,149)



70,917



 









======



======



 






Weighted average number of ordinary shares in issue during


   the year



50,489,161



50,965,518



 















 









Pence



Pence



 






Revenue earnings per ordinary share



6.89



3.79



 






Capital (loss)/earnings per ordinary share



(155.73)



135.36



 









----------



-----------



 






Total (loss)/earnings per ordinary share



(148.84)



139.15



 









======



======



 















 



 


 


 


 


 


Page 18


 


TR EUROPEAN GROWTH TRUST PLC


Annual Financial Report for the year ended 30 June 2012


 


Notes to the Financial Statements (continued)


 




































































































































































3.



Share capital


At 30 June 2012 there were 49,975,897 ordinary shares in issue (2011: 50,634,229). During the year ended 30 June 2012 the Company bought back 658,332  (2011: 993,060) ordinary shares were bought back for cancellation at a cost of £2,107,000 (2011: £3,802,000). No shares have been bought back between 30 June 2012 and 21 September 2012. 









4.



Net asset value per ordinary share


The net asset value per ordinary share is based on the net assets attributable to the ordinary shares of £185,006,000 (2011: £264,414,000) and on the 49,975,897 ordinary shares in issue at 30 June 2012 (2011: 50,634,229).  The Company has no securities in issue that could dilute the net asset value per ordinary share.



 



 






The movements during the year in assets attributable to the ordinary shares were as follows:















2012


£'000



2011


'000






Net assets attributable to ordinary shares at 1 July 2011



264,414



199,477






Buy-backs of ordinary shares



(2,107)



(3,802)






(Loss)/profit for the year



(75,149)



70,917






Dividends paid in the year



(2,152)



(2,178)









----------



----------






Total net assets at 30 June 2012



185,006



264,414









======



======









5.



Dividends


Subject to approval at the AGM in November 2012, the proposed final dividend of 4.50p and a special dividend of 1.50p per ordinary share will be paid on 9 November 2012 to shareholders on the register of members at the close of business on 5 October 2012.  The shares will be quoted ex-dividend on 3 October 2012.





















Group



Company









2012



2012









£'000



£'000






Revenue available for distribution by way of dividends for the year



3,481



3,482






Proposed total dividend for the year ended 30 June 2012 -6.00p


(2011: 4.25p) (comprising a final dividend of 4.50p and a special dividend of 1.50p) (based on 49,975,897 shares in issue at 21 September 2012)



(2,999)



(2,999)









--------



--------






Revenue (deficit)/surplus



482



483









=====



=====






For Section 1158 purposes the Company's undistributed revenue represents 10.2% of the income from investments of £4,722,000.









6.



Going concern statement






As the assets of the Company consist mainly of a portfolio of diversified securities that are readily realisable, the Company has adequate financial resources to meet its liabilities and continue in operational existence for the foreseeable future.  For these reasons, the directors believe that it is appropriate to continue to adopt the going concern basis in preparing the financial statements. In reviewing the position as at the date of this report, the Board has considered the "Going Concern and Liquidity Risk: Guidance for Directors of UK Companies 2009" published by the Financial Reporting Council in October 2009.







Page 19


 


TR EUROPEAN GROWTH TRUST PLC


Annual Financial Report for the year ended 30 June 2012



7.   2012 financial information


The figures and financial information for 2012 are extracted from the Annual Report and Financial Statements for the year ended 30 June 2012 and do not constitute the statutory accounts for the year.  The Annual Report and Financial Statements includes the Report of the Independent Auditors which is unqualified and does not contain a statement under either section 498(2) or section 498(3) of the Companies Act 2006.  The Annual Report and Financial Statements has not yet been delivered to the Register of Companies.


 


8.   2011 financial information


The figures and financial information for 2011 are extracted from the published Annual Report and Financial Statements for the year ended 30 June 2011 and do not constitute the statutory accounts for that year.  The Annual Report and Financial Statements has been delivered to the Registrar of Companies and included the Report of the Independent Auditors which was unqualified and did not contain a statement under either section 489(2) or section 498(3) of the Companies Act 2006.



Annual Report and Financial Statements


The Annual Report and Financial Statements will be posted to shareholders at the beginning of October 2012 and will be available on the Company's website (www.treuropeangrowth.com) or in hard copy format from the Company's Registered Office, 201 Bishopsgate, London EC2M 3AE thereafter.


 


The Annual General Meeting will be held on Monday 5 November 2012 at 12.30pm at the Registered Office address.


 


For further information please contact:


 


Ollie Beckett


Fund Manager


TR European Growth Trust PLC


Telephone: 020 7818 4331


 


Sarah Gibbons-Cook


Investor Relations and PR Manager


Henderson Global Investors


Telephone: 020 7818 3198


 


 


- ENDS -


 


Neither the contents of the Company's website nor the contents of any website accessible from hyperlinks on the Company's website (or any other website) is incorporated into, or forms part of, this announcement.


 


 




This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
FR UARBRUKAKUAR

..

Email this article to a friend

or share it with one of these popular networks:


Top of Page