TWENTYFOUR INCOME FUND LIMITED
INTERIM MANAGEMENT REPORT AND
UNAUDITED CONDENSED INTERIM FINANCIAL STATEMENTS
For the period from 1 April 2018 to 30
September 2018
LEI: 549300CCEV00IH2SU369
(Classified Regulated Information, under DTR 6 Annex 1 section
1.2)
The Company has today, in accordance with DTR 6.3.5, released
its Interim Management Report and Unaudited Condensed Financial
Statements for the period ended 30 September
2018. The Report will shortly be available via the
Company's Portfolio Manager’s website www.twentyfouram.com and
will shortly be available for inspection online at
www.morningstar.co.uk/uk/NSM website.
SUMMARY INFORMATION
The Company
TwentyFour Income Fund Limited (the “Company”) was incorporated
with limited liability in Guernsey, as a closed-ended investment company
on 11 January 2013. The Company’s
shares were listed with a Premium Listing on the Official List of
the UK Listing Authority and admitted to trading on the Main Market
of the London Stock Exchange on 6 March
2013.
Investment Objective and Investment
Policy
The Company’s investment objective is to generate attractive risk
adjusted returns principally through income distributions.
The Company’s investment policy is to invest in a diversified
portfolio of UK and European Asset Backed Securities.
The Company will maintain a Portfolio diversified by issuer, it
being anticipated that the Portfolio will comprise at least 50
Asset Backed Securities at all times.
The Portfolio must comply, as at each date an investment is
made, with the following restrictions:
(i) no more than
20% of the Portfolio value will be backed by collateral in any
single country (save that this restriction will not apply to
Northern European countries); and
(ii) no more than 5%
of the Portfolio value will be exposed to any single Asset Backed
Security or issuer of Asset Backed Securities; and
(iii) no more than 10% of
the Portfolio value will be exposed in aggregate to instruments not
deemed securities for the purposes of the Financial Services and
Markets Act, 2000 (the “FSMA”).
As an exception to the requirements set out above the Portfolio
Manager is permitted to purchase new investments at any time when
the Portfolio does not comply with one or more of those
restrictions so long as, at the time of investment:
- the asset purchased will be compliant with the single country
restriction above (even where following the purchase more than 20%
of the Portfolio will be backed by collateral in another single
country due to market movements);
- the asset purchased will be compliant with the single Asset
Backed Security/issuer exposure restriction above (even where
following the purchase more than 5% of the Portfolio value will be
exposed to another single Asset Backed Security or issuer due to
market movements); and
- such purchase does not make the Portfolio, in aggregate, less
compliant with any of (i), (ii) and (iii) above.
The Company will not employ gearing or derivatives for
investment purposes. The Company may use borrowing for short-term
liquidity purposes, which could be achieved through a loan facility
or other types of collateralised borrowing instruments including
repurchase transactions and stock lending. The Directors will
restrict the borrowings of the Company to 10% of the Company’s Net
Asset Value (“NAV”) at the time of drawdown.
In accordance with the Listing Rules, the Company can only make
a material change to its investment policy with the approval of its
Shareholders by Ordinary Resolution.
Target Returns
The Company has a target annual net total return on the Company’s
NAV of between 6% and 9% per annum, which includes quarterly
dividends with a target yield each financial year of 6% or higher,
of the Issue Price.*
Shareholder Information
Northern Trust International Fund Administration Services
(Guernsey) Limited (the
“Administrator”) is responsible for calculating the NAV per share
of the Company. The unaudited NAV per ordinary redeemable share
will be calculated as at the close of business on the last business
day of every week and the last business day of every month by the
Administrator and will be announced by a Regulatory News Service
the following business day.
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For
the period |
For
the |
For
the period |
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from
01.04.18 |
year
ended |
from
01.04.17 |
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30.09.18 |
31.03.18 |
to
30.09.17 |
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Total Net
Assets |
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|
|
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£457,025,616 |
£470,013,131 |
£461,351,150 |
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Net Asset
Value per share |
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115.46p |
118.75p |
116.56p |
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Share
price |
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120.50p |
119.50p |
117.75p |
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Premium to
Net Asset Value |
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4.37% |
0.63% |
1.02% |
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Dividends
declared in respect of the period/year |
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3.00p |
7.23p |
3.00p |
As at 15 November 2018, the
premium had moved to 3.99%. The estimated NAV per share and
mid-market share price stood at 114.68p and 119.25p
respectively.
Ongoing Charges
Ongoing charges for the period ended 30
September 2018 have been calculated in accordance with the
Association of Investment Companies (the “AIC”) recommended
methodology. The ongoing charges for the period ended 30 September 2018 were 0.93% (30 September 2017: 0.90%).
* The Issue Price being £1.00. This is a target only and not a
profit forecast. There can be no assurance that this target will be
met or that the Company will make any distributions at all. This
target return should not be taken as an indication of the Company’s
expected or actual current or future results. The Company’s actual
return will depend upon a number of factors, including the number
of Ordinary Shares outstanding and the Company’s total expense
ratio. Potential investors should decide for themselves whether or
not the return is reasonable and achievable in deciding whether to
invest in or retain or increase their investment in the Company.
Further details on the Company’s financial risk management can be
found in note 16 of the Company’s Annual Financial Statements for
the year ended 31 March 2018, which
can be found on the Company’s website
(www.twentyfourincomefund.com).
CHAIRMAN’S STATEMENT
for the period from 1 April 2018 to
30 September 2018
I am pleased to present my report on the Company’s progress for
the six month period ended 30 September
2018.
The Company’s shares continued to trade at a premium during the
period, as they have typically done since launch, with the average
premium during the period being 4.36%. The range of premium has
been relatively wide, from 0.63% at the start of the period to
7.51% during the final month. The Board is willing to continue to
authorise the issuance of further shares as a premium management
mechanism, when the Portfolio Manager can confirm that attractive
investment opportunities are available in the market.
The annualised Net Asset Value (“NAV”) total return on the
shares from launch to 30 September
2018 was 9.00% (including dividends paid). The NAV per Share
rose 0.82% (including dividends paid) during the period, and the
income component of the return to investors remained strong as the
Company declared two dividends of 1.5p per share, to cover the
pro-rata minimum target return of 6p per share. A third dividend of
1.5p and a final dividend covering all excess returns per share in
respect of the year is expected to be paid in the second half of
the Company’s financial year.
The NAV performance (including dividends) of the Company has
been pleasingly consistent over the past six months, benefitting
from the strong fundamental performance across the markets the
Company invests in. This is despite more challenging markets with
the backdrop of material geopolitical risk, material changes in
inflation and macroeconomic policy; and a moving technical picture
as levels of demand and supply in European ABS has changed at
times.
Changes in monetary policy at the Fed, ECB and Bank of
England have been of interest,
highlighting the stability provided by the floating rate nature of
the portfolio. Having benefitted from a 25bps rise in base rates
during the period, current expectations, as indicated by the
futures market, indicate a further rate rise in 2019. In the
meantime we have avoided a significant amount of NAV volatility
(before dividends paid) that fixed rate securities have suffered
via interest rate duration.
The Company’s investment strategy continues to offer an
attractive opportunity to investors in terms of a greater credit
spread, the ability to remove duration risk and to achieve these
through investing in high quality assets. While I recognise the
potential for volatility, I believe the Company’s structure remains
an appropriate way for investors to invest in such assets. I remain
confident of the Company’s ability to fulfil its objectives.
Trevor
Ash
Chairman
15 November 2018
PORTFOLIO MANAGER’S REPORT
for the period from 1 April 2018 to
30 September 2018
Market Commentary
The six month period to 30 September
2018 was initially one of price and spread stability;
however a degree of spread widening was experienced through June
and July, before returning to more positive performance during the
last two months, in comparison to the period a year earlier, when
spreads gradually tightened on an ongoing basis, the period this
year saw contrasting periods of spread tightening and widening,
reducing the gains made during the period, which explains the
overall drop in performance shown in the Condensed Statement of
Comprehensive Income this period. During the period the Company’s
NAV per Share (excluding dividends) decreased 3.29p whilst the
Share Price had a small increase of 1.00p, and dividends for the
period totalled 3p.
April was initially a period of better performance in financial
markets than the first quarter of 2018 had been, however this
scenario changed as both Treasuries and gilts saw volatility. The
former experienced a widening of yields as a strong earnings
season, higher than expected CPI data and a softer tone from the
White House around trade tariffs allowed Fed members to talk the
markets’ expectations of rates higher. Conversely in the UK,
comments from the Monetary Policy Committee (“MPC”) talked down
expectations of a May rate hike from 95% probability to below 20%,
further calling into question the efficacy of forward guidance from
governor Carney.
In contrast to the resulting volatility seen across fixed
income, the European ABS market was relatively resilient, spreads
were stable and market participants engaged actively with new issue
transactions. This was illustrated by the good levels of
oversubscription, and the wide range of sectors and geographies
that accessed the market. Of particular note was the continued
resurgence of the Commercial Mortgage Backed Securities market with
further deals from Finland and
Italy.
During May the focus remained on the US rates market, as
flattening provoked fear of an inverted curve which has often been
the precursor to a recession; however the political situation in
Italy also gained prominence,
specifically the rejection of the coalition government’s candidate
for finance minister, who was deemed to be too “anti-Euro” by the
President, leading to speculation of another election being waged
on a more obviously anti-EU footing. Credit spreads across
corporate markets widened as a result, and spreads on peripheral
ABS and CLOs drifted wider in sympathy. UK and non-peripheral risk
remained stable and the primary market remained active and
liquid.
These wider market pressures continued through June, augmented
with pressure on Angela Merkel’s position in Germany from her coalition partner, the CSU,
over migration policy. Coupled with an increase in international
trade tariff rhetoric globally, this led to falls in equities,
volatility in sovereign markets and a general reduction in risk
sentiment.
While the ABS market was initially quiet as market participants
focussed on the annual conference, towards the second half of the
month spreads drifted wider across the market, partly driven by
earlier and larger moves in corporate credit spreads, but
exacerbated by temporary indigestion driven by a material increase
in new issuance volumes. This continued through July as issuers
looked to complete their funding objectives, while faced with
reduced investor appetite as buyers took summer holidays. This
forced deals to compete for attention, largely on a price basis.
While this meant more attractive spreads on new deals, this
filtered through into secondary market pricing, pushing prices
down. Spreads largely found a good degree of stability towards the
end of the month as primary supply quietened down, setting the tone
for August where market activity was subdued.
While the ABS market was quiet, the same could not be said for
geopolitical risk, and in August Turkey and Argentina sprang to the forefront of investor
concerns, with sanctions from the US for the former, heavy currency
depreciation for both and an IMF credit line for the latter
dominating headlines. In addition thereto investor sentiment was
also driven by further White House scandals and the continuing
trade disputes, and Brexit escalation in the UK regarding the
Chequers plan.
As the period closed ABS investors were concerned that the
weakness seen in June and July would continue as the primary market
reopened after the summer break. However, the initial transactions
that came to market adopted a pragmatic approach, engaging
investors with attractive pricing and getting good levels of
oversubscription, thereby restarting the market on a positive
footing. Subsequent to this issuance volumes have been consistent
and as a result spreads across the market have been stable or
slightly tighter, allowing for a degree of price appreciation.
Market Outlook
Sentiment in the ABS market is relatively balanced, with recent
fears of a material supply glut largely set aside; however, the
Portfolio Management team do continue to view the timing of new
issue supply as a driver of market performance. In particular the
expectation is that CLO issuance will be relatively low, as the
economics of new issue transactions is not as favourable for equity
investors given the relative cost of funding versus the yield on
senior secured loans. This should help valuations as demand
outweighs supply. In addition, while ABS issuance has been higher
in 2018 than initially expected, a number of UK issuers have sought
to capitalise on the relatively attractive spreads they can issue
at in the USD market, taking further supply away from European
investors.
Loan pools continue to perform well in fundamental terms with
arrears and defaults remaining at historically low levels. This
means that market pricing has tended to focus more on the technical
balance of supply versus demand, with one eye on external risks
such as the continuing rise of populist politics, monetary policy
and Brexit, to name a few. While these events are largely less
important from a fundamental point of view, the impact of market
risk sentiment can spill over from more directly affected financial
instruments as risk sentiment changes.
To that end the Portfolio Managers continue to retain a good
degree of flexibility within the portfolio, to help mitigate
volatility should supply or external events push spreads materially
wider, and allow for them to recycle the portfolio into high
quality positions at attractive yields.
Foreign Exchange Accounting
The Company’s policy is to hedge foreign exchange risk. During the
period the Company held Euro and Sterling denominated assets, and
the EUR/GBP exchange rate finished 1.7% higher at the end of the
year though it experienced moves in the range of 5.2% over the six
months.
Currency risk is hedged using “rolling forwards” with a one
month maturity, selling forward a notional amount equivalent to the
market value of the assets. Any movements in foreign exchange rates
are monitored daily and the hedge is adjusted when necessary to
ensure that currency exposure remains within strict limits. The
Company operates to a tolerance of +/-0.50% exposure to the NAV on
each non-GBP currency. The Company has significant exposure to Euro
assets, representing 55% of the Investment Portfolio at the half
year end, and which remained fully hedged within these tolerances
during this time. Foreign Exchange hedging is used to manage the
portfolio’s currency risk efficiently and not to enhance investment
returns. The Company does not, however, apply hedge accounting as
set out in IAS 39.
The net foreign currency gain on the portfolio (recorded within
net gains on financial assets at fair value through profit or loss)
and the net foreign currency losses on the forward currency
contracts (included within net foreign currency losses) are
recognised in accordance with the hedging policy and International
Financial Reporting Standards, within the Condensed Statement of
Comprehensive Income.
TwentyFour Asset Management
15 November 2018
TOP TWENTY HOLDINGS
As at 30 September 2018
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Percentage of Net Asset Value |
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Nominal/ |
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|
Asset Backed
Security |
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Fair
Value |
Security |
Shares |
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|
Sector |
|
£ |
OPTOM 3 MEZZ |
19,300,000 |
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Non-Conforming
RMBS |
|
19,300,000 |
|
4.22 |
SCGC 2015-1 E |
18,000,000 |
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Consumer ABS |
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17,231,015 |
|
3.77 |
CBFLU 1 MEZZ |
14,000,000 |
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Buy-to-Let RMBS |
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14,000,000 |
|
3.06 |
TLPNS 1 A |
15,000,000 |
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Prime RMBS |
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13,360,300 |
|
2.92 |
WARW 1 E |
10,500,000 |
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Non-Conforming
RMBS |
|
10,521,950 |
|
2.30 |
WARW 2 E |
9,250,000 |
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Non-Conforming
RMBS |
|
9,277,953 |
|
2.03 |
TPMF 2016-GR1X E |
9,000,000 |
|
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Prime RMBS |
|
9,071,438 |
|
1.98 |
TWRBG 2 A |
9,000,000 |
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Non-Conforming
RMBS |
|
8,973,401 |
|
1.96 |
RMS 28 E |
8,550,000 |
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Non-Conforming
RMBS |
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8,687,655 |
|
1.90 |
AURUS 2017-1 G |
9,200,000 |
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Consumer ABS |
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8,277,883 |
|
1.81 |
ERF 5 B |
9,050,000 |
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Prime RMBS |
|
7,240,416 |
|
1.58 |
SCGC 2016-1 E |
7,500,000 |
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Consumer ABS |
|
7,229,764 |
|
1.58 |
EMACP 2007-NL4 D |
9,000,000 |
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Prime RMBS |
|
6,891,954 |
|
1.51 |
ALME 3X FRNE |
7,500,000 |
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Leveraged Loan
CLO |
|
6,607,319 |
|
1.45 |
AVOCA 16X ER |
7,250,000 |
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Leveraged Loan
CLO |
|
6,249,444 |
|
1.37 |
PARGN 15X CB |
7,600,000 |
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Buy-to-Let RMBS |
|
6,243,354 |
|
1.37 |
CASTE 2017-1 F |
6,000,000 |
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Non-Conforming
RMBS |
|
6,027,240 |
|
1.32 |
BLACK 2017-2X F |
6,100,000 |
|
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Leveraged Loan
CLO |
|
5,088,725 |
|
1.11 |
WARW 2 D |
5,000,000 |
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Non-Conforming
RMBS |
|
5,015,550 |
|
1.10 |
ERF 5 C |
6,800,000 |
|
|
Prime RMBS |
|
4,964,000 |
|
1.09 |
BOARD MEMBERS
Biographical details of the Directors are as follows:
Trevor Ash –
(Chairman) (age 72)
Mr Ash is a resident of Guernsey
and has over 30 years of investment experience. He is a Fellow of
the Chartered Institute for Securities and Investment. He was
formerly a managing director of Rothschild Asset Management (CI)
Limited. Mr Ash retired as a director of NM Rothschild & Sons
(CI) Limited, the banking arm of the Rothschild Group in the
Channel Islands in 1999. Since
retirement, he has acted as a director of a number of hedge funds,
fund of hedge funds, venture capital, derivative and other offshore
funds including several managed or advised by Insight, JP Morgan
and Merrill Lynch. Mr Ash was appointed to the Board on
11 January 2013.
Ian Burns –
(Non-executive Director, Senior Independent Director and
Chairman of the Audit Committee) (age 59)
Mr Burns is a resident of Guernsey
and a fellow of the Institute of Chartered Accountants in
England and Wales and a member of the Society of Trust and
Estate Planners. He is a founder and Executive Director of Via
Executive Limited, a specialist management consulting company and
managing director of Regent Mercantile Holdings Limited, a
privately owned investment company. Mr Burns is currently a
non-executive director of London
listed River and Mercantile UK Micro Cap Limited and FastForward
Innovations Limited (AIM) and a number of private investment funds.
Mr Burns was appointed to the Board on 17
January 2013.
Richard Burwood –
(Non-executive Director) (age 51)
Mr Burwood is a resident of Guernsey with over 25 years’ experience in
banking and investment management. During 18 years with Citibank
London, Mr Burwood spent 11 years as a fixed income portfolio
manager spanning both banks/finance investments and Asset Backed
Securities. He gained direct experience as a portfolio manager of
securities backed by mortgages, auto loans and collateralised loan
obligations. Mr Burwood has lived in Guernsey since 2010, initially working as a
portfolio manager for EFG Financial Products (Guernsey) Ltd, managing the treasury
department’s ALCO Fixed Income portfolio. From 2011 to 2013, Mr
Burwood worked as the Business and Investment Manager for the
Guernsey branch of Man Investments
(CH) AG. This role involved overseeing all aspects of the business
including operations and management of proprietary investments. In
January 2014, Mr Burwood joined the
board of RoundShield Fund I GP Ltd, a Guernsey private equity fund, focused on
European small to mid-cap opportunities. In August 2015, he became a Board Member of Funding
Circle SME Income Fund Ltd, a Guernsey company, offering investors access to
a diversified pool of SME loans originated through Funding Circle’s
marketplaces in the UK, US and Europe. Mr Burwood was appointed to the Board
on 17 January 2013.
Jeannette (Jan) Etherden
– (Non-executive Director) (age 58)
Ms Etherden is a resident of the United
Kingdom, with over 35 years’ experience in the investment
industry as an analyst, a fund manager, then a non-executive
director. Previously head of UK equities for Confederation Life /
Sun Life of Canada, she joined
Newton in 1996 as a director specialising in multi-asset segregated
portfolios and was also their Investment COO from 1999 to 2001.
Subsequently she worked with Olympus Capital Management as business
development manager for specialist hedge fund product. She is a
director of Miton UK MicroCap Trust plc and of LXI REIT plc. Ms
Etherden was appointed to the Board on 17
January 2013.
STATEMENT OF PRINCIPAL RISKS AND
UNCERTAINTIES
The Company’s assets are mainly comprised of Asset Backed
Securities carrying exposure to risks related to the underlying
assets backing the security or the originator of the security. The
Company’s principal risks are therefore market or economic in
nature.
The principal risks and uncertainties assessed by the Board
relating to the Company were disclosed in the Annual Report and
Audited Financial Statements for the year ended 31 March 2018. The principal risks disclosed can
be divided into the various areas as follows:
Market risk is
risk associated with changes in market prices including spreads,
interest rates, economic uncertainty, changes in laws and national
and international political circumstances.
Reinvestment
risk is the risk that any monies resulting from principal and
income payments from a bond will not be reinvested at the
prevailing interest rate when the bond was initially purchased.
The investment
portfolio is comprised of Asset Backed Securities which expose the
Company to credit risk, being the risk that a counterparty will
default on its contractual obligations resulting in financial loss
to the Company.
Liquidity risk
is that the Company does not have sufficient cash resources to meet
obligations, including the dividend target, as they fall due or can
only do so on terms that are materially disadvantageous.
Foreign currency
risk is the risk that the value of a financial instrument will
fluctuate due to changes in foreign exchange rates. The Company is
exposed to foreign currency risk through its investment in
predominately Euro denominated assets although mitigates this risk
through hedging.
A detailed explanation of these can be found in note 16 of the
Annual Report. The Board and Portfolio Manager do not consider
these risks to have changed and these risks are considered to
remain relevant for the remaining six months of the financial
year.
Related Parties
Related party balances and transactions are disclosed in note 13 of
these Unaudited Condensed Interim Financial Statements.
Going Concern
Under the 2016 UK Corporate Governance Code and applicable
regulations, the Directors are required to satisfy themselves that
it is reasonable to assume that the Company is a going concern and
to identify any material uncertainties to the Company’s ability to
continue as a going concern for at least 12 months from the date of
approving these Unaudited Condensed Interim Financial
Statements.
The Directors believe that it is appropriate to continue to
adopt a going concern basis in preparing the Interim Management
Report and Unaudited Condensed Interim Financial Statements given
the Company’s holdings of cash and cash equivalents, the liquidity
of investments and the income deriving from those investments,
meaning the Company has adequate financial resources to meet its
liabilities as they fall due over a period of 12 months from the
approval of these Unaudited Condensed Interim Financial
Statements.
The Company’s articles provide for a realisation opportunity
under which Shareholders may elect to realise some or all of their
holdings of Ordinary Shares at each third Annual General Meeting,
with the next realisation opportunity being in September 2019.
Although there remains uncertainty concerning the outcome of the
Realisation Opportunity, having assessed these uncertainties, the
Directors consider it appropriate to adopt the going concern basis
of accounting in preparing the Interim Report and Unaudited
Condensed Interim Financial Statements.
DIRECTORS’ RESPONSIBILITY
STATEMENT
We confirm that to the best of our knowledge:
- these Unaudited Condensed Interim Financial Statements have
been prepared in accordance with International Accounting Standard
34, "Interim Financial Reporting" and give a true and fair view of
the assets, liabilities, financial position and profit or loss of
the Company as required by DTR 4.2.4R.
- the interim management report includes a fair review of the
information required by:
(a) DTR 4.2.7R of the Disclosure and Transparency Rules, being
an indication of important events that have occurred during the
period from 1 April 2018 to
30 September 2018 and their impact on
the Unaudited Condensed Interim Financial Statements; and a
description of the principal risks and uncertainties for the
remaining six months of the year; and
(b) DTR 4.2.8R of the Disclosure and Transparency Rules, being
related party transactions that have taken place during the period
from 1 April 2018 to 30 September 2018 and that have materially
affected the financial position or performance of the Company
during that period as included in note 13.
By order of the Board
Trevor
Ash
Chairman
Ian Burns
Director
15 November
2018
INDEPENDENT REVIEW REPORT
TO TWENTYFOUR INCOME FUND LIMITED
Our conclusion
We have reviewed the accompanying condensed interim financial
information of TwentyFour Income Fund Limited (the “Company”) as of
30 September 2018. Based on our
review, nothing has come to our attention that causes us to believe
that the accompanying condensed interim financial information is
not prepared, in all material respects, in accordance with
International Accounting Standard 34, ‘Interim Financial
Reporting’, and the Disclosure Guidance and Transparency Rules
sourcebook of the United Kingdom’s Financial Conduct Authority.
What we have reviewed
The accompanying condensed interim financial information
comprise:
- the condensed statement of financial position as of
30 September 2018;
- the condensed statement of comprehensive income for the
six-month period then ended;
- the condensed statement of changes in equity for the six-month
period then ended;
- the condensed statement of cash flows for the six-month period
then ended; and
- the notes, comprising a summary of significant accounting
policies and other explanatory information.
The condensed interim financial information has been prepared in
accordance with International Accounting Standard 34, ‘Interim
Financial Reporting’, and the Disclosure Guidance and Transparency
Rules sourcebook of the United Kingdom’s Financial Conduct
Authority.
Our responsibilities and those of the directors
The Directors are responsible for the preparation and presentation
of this condensed interim financial information in accordance with
the Disclosure Guidance and Transparency Rules sourcebook of the
United Kingdom’s Financial Conduct Authority.
Our responsibility is to express a conclusion on this condensed
interim financial information based on our review. This report,
including the conclusion, has been prepared for and only for the
Company for the purpose of complying with the Disclosure Guidance
and Transparency Rules sourcebook of the United Kingdom’s Financial
Conduct Authority and for no other purpose. We do not, in giving
this conclusion, accept or assume responsibility for any other
purpose or to any other person to whom this report is shown or into
whose hands it may come save where expressly agreed by our prior
consent in writing.
Scope of review
We conducted our review in accordance with International Standard
on Review Engagements 2410, 'Review of interim financial
information performed by the independent auditor of the entity'
issued by the International Auditing and Assurance Standards Board.
A review of interim financial information consists of making
inquiries, 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 and
consequently does not enable us to obtain assurance that we would
become aware of all significant matters that might be identified in
an audit. Accordingly, we do not express an audit opinion.
We have read the other information contained in the Interim
Management Report and Unaudited Condensed Interim Financial
Statements and considered whether it contains any apparent
misstatements or material inconsistencies with the information in
the interim financial statements.
PricewaterhouseCoopers CI LLP
Chartered Accountants
Guernsey, Channel Islands
16 November 2018
(a) The maintenance and integrity of the TwentyFour Income
Fund Limited website is the responsibility of the directors; the
work carried out by the auditors does not involve consideration of
these matters and, accordingly, the auditors accept no
responsibility for any changes that may have occurred to the
financial statements since they were initially presented on the
website.
(b) Legislation in Guernsey governing the preparation and
dissemination of financial statements may differ from legislation
in other jurisdictions.
CONDENSED STATEMENT OF COMPREHENSIVE INCOME
for the period from 1 April 2018 to
30 September 2018
|
|
|
|
|
|
|
For
the period |
|
|
For
the period |
|
|
|
|
|
|
|
from
01.04.18 to 30.09.18 |
|
|
from
01.04.17 to 30.09.17 |
|
|
|
Note |
|
|
|
£ |
|
|
£ |
Income |
|
|
|
|
|
|
(Unaudited) |
|
|
(Unaudited) |
|
|
|
|
|
|
|
|
|
|
|
Interest income on
financial assets at fair value through profit and loss |
|
|
|
|
|
|
13,909,213 |
|
|
14,398,886 |
Net foreign currency
losses |
|
|
7 |
|
|
|
(2,806,146) |
|
|
(8,115,300) |
Net
(losses)/gains on financial assets |
|
|
|
|
|
|
|
|
|
at fair value through
profit or loss |
|
|
8 |
|
|
|
(4,923,865) |
|
|
20,309,231 |
Total
income |
|
|
|
|
|
|
6,179,202 |
|
|
26,592,817 |
|
|
|
|
|
|
|
|
|
|
|
Portfolio management
fees |
|
|
13 |
|
|
|
(1,727,461) |
|
|
(1,696,608) |
Directors' fees |
|
|
13 |
|
|
|
(63,750) |
|
|
(63,750) |
Administration and
secretarial fees |
|
|
14 |
|
|
|
(119,706) |
|
|
(117,910) |
Audit fees |
|
|
|
|
|
|
(27,500) |
|
|
(25,850) |
Custody fees |
|
|
14 |
|
|
|
(23,033) |
|
|
(22,621) |
Broker fees |
|
|
|
|
|
|
(22,890) |
|
|
(17,679) |
AIFM management
fees |
|
|
14 |
|
|
|
(84,090) |
|
|
(82,823) |
Depositary fees |
|
|
14 |
|
|
|
(32,551) |
|
|
(32,017) |
Legal and professional
fees |
|
|
|
|
|
|
(251,725) |
|
|
(22,895) |
Other expenses |
|
|
|
|
|
|
(71,072) |
|
|
21,422 |
Total
expenses |
|
|
|
|
|
|
(2,423,778) |
|
|
(2,060,731) |
|
|
|
|
|
|
|
|
|
|
|
Total
comprehensive income for the period |
|
|
|
3,755,424 |
|
|
24,532,086 |
|
|
|
|
|
|
|
|
|
|
|
Earnings per Ordinary Redeemable Share - |
|
|
|
|
|
|
|
|
Basic &
Diluted |
|
|
3 |
|
|
|
0.009 |
|
|
0.062 |
All items in the above statement derive from continuing
operations.
The notes form an integral part of these Unaudited Condensed
Interim Financial Statements.
CONDENSED STATEMENT OF FINANCIAL POSITION
as at 30 September 2018
|
|
|
30.09.2018 |
|
31.03.2018 |
Assets |
Note |
|
£ |
|
£ |
|
|
|
(Unaudited) |
|
(Audited) |
Current
assets |
|
|
|
|
|
Financial assets at
fair value through profit and loss |
|
|
|
|
|
- Investments |
8 |
|
439,772,585 |
|
457,332,017 |
- Derivative assets:
Forward currency contracts |
16 |
|
3,858,606 |
|
4,135,400 |
Amounts due from
broker |
|
|
- |
|
2,607,294 |
Other receivables |
9 |
|
2,528,559 |
|
2,844,683 |
Cash and cash
equivalents |
|
|
19,302,873 |
|
11,624,245 |
Total current
assets |
|
|
465,462,623 |
|
478,543,639 |
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
Current
liabilities |
|
|
|
|
|
Financial liabilities
at fair value through profit and loss |
|
|
|
|
|
- Derivative
liabilities: Forward currency contracts |
16 |
|
18,621 |
|
202,337 |
Amounts due to
brokers |
|
|
7,644,478 |
|
7,560,754 |
Other payables |
10 |
|
773,908 |
|
767,417 |
Total
liabilities |
|
|
8,437,007 |
|
8,530,508 |
Net current
assets |
|
|
457,025,616 |
|
470,013,131 |
|
|
|
|
|
|
Equity |
|
|
|
|
|
Share capital
account |
11 |
|
407,509,059 |
|
407,509,059 |
Retained earnings |
|
|
49,516,557 |
|
62,504,072 |
Total
equity |
|
|
457,025,616 |
|
470,013,131 |
|
|
|
|
|
|
Ordinary Redeemable
Shares in issue |
11 |
|
395,814,151 |
|
395,814,151 |
|
|
|
|
|
|
Net Asset Value per
Ordinary Redeemable Share (pence) |
5 |
|
115.46 |
|
118.75 |
The Financial Statements were approved by the Board of Directors
on 15 November 2018 and signed on its behalf by:
Trevor
Ash
Chairman
Ian
Burns
Director
The notes form an integral part of these Unaudited Condensed
Interim Financial Statements.
CONDENSED STATEMENT OF CHANGES IN EQUITY
for the period from 1 April 2018 to
30 September 2018
|
|
Share
capital |
|
Retained |
|
|
|
|
account |
|
earnings |
|
Total |
|
|
£ |
|
£ |
|
£ |
Balances at 1 April 2018 |
407,509,059 |
|
62,504,072 |
|
470,013,131 |
Distributions paid |
- |
|
(16,742,939) |
|
(16,742,939) |
Total
comprehensive gain for the period |
- |
|
3,755,424 |
|
3,755,424 |
Balances at 30 September 2018 (unaudited) |
407,509,059 |
|
49,516,557 |
|
457,025,616 |
|
|
|
|
|
|
|
|
|
Share
capital |
|
Retained |
|
|
|
|
account |
|
earnings |
|
Total |
|
|
£ |
|
£ |
|
£ |
Balances at 1 April 2017 |
407,509,059 |
|
45,102,990 |
|
452,612,049 |
Distributions paid |
- |
|
(15,792,985) |
|
(15,792,985) |
Total
comprehensive gain for the period |
- |
|
24,532,086 |
|
24,532,086 |
Balances at 30 September 2017 (unaudited) |
407,509,059 |
|
53,842,091 |
|
461,351,150 |
The notes form an integral part of these Unaudited Condensed
Interim Financial Statements.
CONDENSED STATEMENT OF CASH FLOWS
for the period from 1 April 2018 to
30 September 2018
|
|
For
the period |
|
For
the period |
|
Note |
from
01.04.18 to 30.09.18 |
|
from
01.04.17 to 30.09.17 |
|
|
£ |
|
£ |
|
|
(Unaudited) |
|
(Unaudited) |
Cash flows from
operating activities |
|
|
|
|
Total comprehensive
income for the period |
|
3,755,424 |
|
24,532,086 |
|
|
|
|
|
Adjustments for: |
|
|
|
|
Net losses/(gains) on
investments |
8 |
4,923,865 |
|
(20,309,231) |
Amortisation
adjustment under effective interest rate method |
|
(2,931,412) |
|
(4,532,307) |
Unrealised losses on
forward currency contracts |
7 |
93,078 |
|
4,105,073 |
Exchange
losses/(gains) on cash and cash equivalents |
|
1,121 |
|
(165) |
Decrease in other
receivables |
|
316,124 |
|
403,819 |
Increase other
payables |
|
6,491 |
|
463,431 |
Purchase of
investments |
|
(162,114,527) |
|
(209,928,866) |
Sale of
investments |
|
180,372,524 |
|
216,815,844 |
Net cash generated
from operating activities |
|
24,422,688 |
|
11,549,684 |
|
|
|
|
|
Cash flows from
financing activities |
|
|
|
|
Dividend
distribution |
|
(16,742,939) |
|
(15,792,985) |
Net cash outflow from
financing activities |
|
(16,742,939) |
|
(15,792,985) |
|
|
|
|
|
Increase/(decrease)
in cash and cash equivalents |
|
7,679,749 |
|
(4,243,301) |
|
|
|
|
|
Cash and cash
equivalents at beginning of the period |
|
11,624,245 |
|
24,561,068 |
Exchange (losses)/gains
on cash and cash equivalents |
|
(1,121) |
|
165 |
|
|
|
|
|
Cash and cash
equivalents at end of the period |
|
19,302,873 |
|
20,317,932 |
The notes form an integral part of these Unaudited Condensed
Interim Financial Statements.
NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS
for the period from 1 April 2018 to
30 September 2018
1. General Information
TwentyFour Income Fund Limited (the “Company”) was incorporated
with limited liability in Guernsey, as a closed-ended investment company
on 11 January 2013. The Company’s
Shares were listed with a Premium Listing on the Official List of
the UK Listing Authority and admitted to trading on the Main Market
of the London Stock Exchange on 6 March
2013.
The Company’s investment objective and policy is set out in the
Summary Information.
The Portfolio Manager of the Company is TwentyFour Asset
Management LLP (the “Portfolio Manager”).
2. Principal Accounting Policies
a) Statement of compliance
The Unaudited Condensed Interim Financial Statements for the period
1 April 2018 to 30 September 2018 have been prepared on a going
concern basis in accordance with IAS 34 “Interim Financial
Reporting”, the Disclosure Guidance and Transparency Rules
Sourcebook of the United Kingdom’s Financial Conduct Authority
(“FCA”) and applicable legal and regulatory requirements.
The Unaudited Condensed Interim Financial Statements should be
read in conjunction with the annual financial statements for the
year ended 31 March 2018, which were
prepared in accordance with International Financial Reporting
Standards (“IFRS”) and which received an unqualified auditor’s
report.
b) Changes in accounting policy
In the current financial period, there have been no changes to the
accounting policies from those applied in the most recent audited
annual financial statements, except for IFRS 9 ‘Financial
Instruments’ and IFRS 15 ‘Revenue from Contracts with
Customers’.
c) Significant judgements and estimates
In the current financial period, there have been no changes to the
significant accounting judgements, estimates and assumptions from
those applied in the most recent audited annual financial
statements.
d) Standards, amendments and interpretations effective during
the period
The accounting policies adopted are consistent with those used in
the Annual Report and Audited Financial Statements for the year
ended 31 March 2018. As disclosed in
those Annual Financial Statements, IFRS 9, ‘Financial Instruments’,
and IFRS 15, ‘Revenue from contracts with customers’, were
applicable for financial reporting periods starting 1 January 2018. As such, these standards have
been adopted by the Company, but have not materially affected the
Company. There were no other new standards, interpretations or
amendments to standards issued and effective for the period that
materially impacted the Company.
3. Earnings per Ordinary Redeemable Share -
Basic & Diluted
The earnings per Ordinary Redeemable Share - Basic and Diluted has
been calculated based on the weighted average number of Ordinary
Redeemable Shares of 395,814,151 (30 September 2017:
395,814,151) and a net gain of £3,755,424 (30 September 2017: net gain of £24,532,086).
4. Income equalisation on new
issues
In order to ensure there are no dilutive effects on earnings per
share for current shareholders when issuing new shares, earnings
are calculated in respect of accrued income at the time of purchase
and a transfer is made from share capital to income to reflect
this. The transfer for the year is £Nil as there were no share
issues (30 September 2017: £Nil).
5. Net Asset Value per Ordinary Redeemable
Share
The net asset value of each Share of £1.15 (31 March 2018: £1.19) is determined by dividing
the net assets of the Company attributed to the Shares of
£457,025,616 (31 March 2018:
£470,013,131) by the number of Shares in issue at 30 September 2018 of 395,814,151
(31 March 2017: 395,814,151).
6. Taxation
The Company has been granted Exempt Status under the terms of The
Income Tax (Exempt Bodies) (Guernsey) Ordinance, 1989 to income tax in
Guernsey. Its liability for
Guernsey taxation is limited to an
annual fee of £1,200 (2017: £1,200).
7. Net foreign currency
losses
|
|
|
|
|
|
|
For
the period |
|
For
the period |
|
|
|
|
|
|
|
from
01.04.18 to 30.09.18 |
|
from
01.04.17
to 30.09.17 |
|
|
|
|
|
|
|
£ |
|
£ |
|
|
|
|
|
|
|
(Unaudited) |
|
(Unaudited) |
Movement
on unrealised loss on forward currency contracts |
(93,078) |
|
(4,105,073) |
Realised
loss on foreign currency contracts |
|
(2,695,110) |
|
(3,906,430) |
Unrealised
foreign currency loss on receivables/payables |
(26,768) |
|
(75,394) |
Unrealised
foreign currency exchange gain/(loss) on interest receivable |
8,810 |
|
(28,403) |
|
|
|
|
|
|
|
(2,806,146) |
|
(8,115,300) |
8. Investments
|
|
|
|
|
|
|
For
the period from 01.04.18 to 30.09.18 |
|
01.04.17 to 31.03.18 |
Financial assets at fair value through profit or loss: |
£ |
|
£ |
Unlisted Investments: |
|
|
|
|
(Unaudited) |
|
(Audited) |
Opening
book cost |
|
|
|
|
|
434,416,774 |
|
400,893,973 |
Purchases
at cost |
|
|
|
|
162,198,251 |
|
376,649,889 |
Proceeds
on sale/principal repayment |
|
(177,765,230) |
|
(383,727,152) |
Amortisation adjustment under effective interest rate method |
2,931,412 |
|
9,424,396 |
Realised
gains on sale/principal repayment |
|
10,381,636 |
|
33,089,087 |
Realised
losses on sale/principal repayment |
|
(2,108,544) |
|
(1,913,419) |
Closing
book cost |
|
|
|
|
430,054,299 |
|
434,416,774 |
|
|
|
|
|
|
|
|
|
|
Unrealised
gains on investments |
|
14,868,491 |
|
24,351,361 |
Unrealised
losses on investments |
|
(5,150,205) |
|
(1,436,118) |
Fair value |
|
|
|
|
|
|
439,772,585 |
|
457,332,017 |
The Company does not experience any seasonality or cyclicality
in its investment activities.
|
|
|
|
|
|
|
For
the period from 01.04.18 to 30.09.18 |
|
For
the period from 01.04.17
to 30.09.17 |
|
|
|
|
|
|
|
£ |
|
£ |
|
|
|
|
|
|
|
(Unaudited) |
|
(Unaudited) |
Realised
gains on sale/principal repayment |
|
10,381,636 |
|
22,861,967 |
Realised
losses on sales/principal repayment |
(2,108,544) |
|
(6,857,786) |
Movement
in unrealised gains |
|
(9,482,870) |
|
8,250,717 |
Movement
in unrealised losses |
|
(3,714,087) |
|
(3,945,667) |
Net
(losses)/gains on financial assets at fair value through profit or
loss |
(4,923,865) |
|
20,309,231 |
9. Other
receivables
|
|
|
|
|
|
|
As
at |
|
As
at |
|
|
|
|
|
|
|
30.09.18 |
|
31.03.18 |
|
|
|
|
|
|
|
£ |
|
£ |
|
|
|
|
|
|
|
(Unaudited) |
|
(Audited) |
|
|
|
|
|
|
|
|
|
|
Coupon
interest receivable |
|
|
2,479,741 |
|
2,825,071 |
Prepaid
expenses |
|
|
|
|
48,818 |
|
19,612 |
|
|
|
|
|
|
|
2,528,559 |
|
2,844,683 |
10. Other payables
|
|
|
|
|
|
|
As
at |
|
As
at |
|
|
|
|
|
|
|
30.09.18 |
|
31.03.18 |
|
|
|
|
|
|
|
£ |
|
£ |
|
|
|
|
|
|
|
(Unaudited) |
|
(Audited) |
|
|
|
|
|
|
|
|
|
|
Portfolio
management fees payable |
|
553,019 |
|
546,666 |
Custody
fee payable |
|
|
|
|
2,672 |
|
2,957 |
Administration and secretarial fees payable |
|
62,657 |
|
60,044 |
Directors'
fee payable |
|
|
|
|
31,875 |
|
31,875 |
Audit fee
payable |
|
|
|
|
27,500 |
|
55,000 |
AIFM
management fee payable |
|
35,970 |
|
35,991 |
Depositary
fees payable |
|
|
|
|
4,962 |
|
5,257 |
General
expenses payable |
|
|
|
55,253 |
|
29,627 |
|
|
|
|
|
|
|
773,908 |
|
767,417 |
11. Share Capital
Authorised Share Capital
Unlimited number of Ordinary Redeemable Shares at no par value.
Issued Share Capital
|
|
|
|
|
|
|
As
at |
|
As
at |
|
|
|
|
|
|
|
30.09.18 |
|
31.03.18 |
|
|
|
|
|
|
|
£ |
|
£ |
Ordinary Redeemable Shares |
|
(Unaudited) |
|
(Audited) |
Share
Capital at the beginning of the period/year |
|
407,509,059 |
|
407,509,059 |
Total Share
Capital at the end of the period/year |
|
407,509,059 |
|
407,509,059 |
|
|
|
|
|
|
|
As
at |
|
As
at |
|
|
|
|
|
|
|
30.09.18 |
|
31.03.18 |
|
|
|
|
|
|
|
Shares |
|
Shares |
Ordinary Redeemable
Shares |
|
|
|
|
|
|
(Unaudited) |
|
(Audited) |
Shares at
the beginning of the period/year |
|
|
395,814,151 |
|
395,814,151 |
Total
Shares in issue at the end of the period/year |
|
|
395,814,151 |
|
395,814,151 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As
at |
|
As
at |
|
|
|
|
|
|
|
30.09.18 |
|
31.03.18 |
|
|
|
|
|
|
|
£ |
|
£ |
Treasury
Shares |
|
|
|
|
|
|
(Unaudited) |
|
(Audited) |
Treasury
share capital at the beginning of the period/year |
43,083,300 |
|
43,083,300 |
Total
Treasury Share capital in issue at the end of the
period/year |
|
43,083,300 |
|
43,083,300 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As
at |
|
As
at |
|
|
|
|
|
|
|
30.09.18 |
|
31.03.18 |
|
|
|
|
|
|
|
Shares |
|
Shares |
Treasury
Shares |
|
|
|
|
|
|
(Unaudited) |
|
(Audited) |
Treasury
shares at the beginning of the period/year |
39,000,000 |
|
39,000,000 |
Total
Shares in issue at the end of the period/year |
|
|
39,000,000 |
|
39,000,000 |
The Share Capital of the Company consists of an unlimited number
of Shares with or without par value which, upon issue, the
Directors may designate as: Ordinary Redeemable Shares; Realisation
Shares or such other class as the Board shall determine and
denominated in such currencies as shall be determined at the
discretion of the Board.
As at 30 September 2018, one share
class has been issued, being the Ordinary Redeemable Shares of the
Company.
The Ordinary Redeemable Shares carry the following rights:
a) the Ordinary Redeemable Shares carry the right to receive all
income of the Company attributable to the Ordinary Redeemable
Shares.
b) the Shareholders present in person or by proxy or present by
a duly authorised representative at a general meeting
has, on a show of hands, one vote and, on a poll, one vote for each
Share held.
c) 56 days before the annual general meeting date of the Company
in each third year (the “Reorganisation Date”), the Shareholders
are entitled to serve a written notice (a “Realisation Election”)
requesting that all or a part of the Ordinary Redeemable Shares
held by them be redesignated to Realisation Shares, subject to the
aggregate NAV of the continuing Ordinary Redeemable Shares on the
last business day before the Reorganisation Date being not less
than £100 million. A Realisation Notice, once given is irrevocable
unless the Board agrees otherwise. If one or more Realisation
Elections be duly made and the aggregate NAV of the continuing
Ordinary Redeemable Shares on the last business day before the
Reorganisation Date is less than £100 million, the Realisation will
not take place. Shareholders do not have a right to have their
shares redeemed and shares are redeemable at the discretion of the
Board. The next realisation opportunity is due to occur at the end
of the next three year term, at the date of the AGM in September 2019.
The Company has the right to issue and purchase up to 14.99% of
the total number of its own shares at £0.01 each, to be classed as
Treasury Shares and may cancel those Shares or hold any such Shares
as Treasury Shares, provided that the number of Shares held as
Treasury Shares shall not at any time exceed 10% of the total
number of Shares of that class in issue at that time or such amount
as provided in the Companies Law.
On 24 January 2017, the Company
issued and purchased 39,000,000 Ordinary Shares of £0.01 at a price
of 110.47p, to be held in treasury. The total amount paid to
purchase these shares was £43,083,300 and has been deducted from
the shareholders’ equity. The Company has the right to re-issue
these shares at a later date. All shares issued were fully
paid.
Shares held in Treasury are excluded from calculations when
determining Earnings per Ordinary Redeemable Share or Net Asset
Value per Ordinary Redeemable Share, as detailed in notes 3 and
5.
12. Analysis of Financial Assets and
Liabilities by Measurement Basis
|
|
|
|
|
|
|
|
Assets at fair |
|
|
|
|
|
|
|
|
|
|
|
|
value
through |
|
Loans
and |
|
|
|
|
|
|
|
|
|
|
profit and loss |
|
receivables |
|
Total |
|
|
|
|
|
|
|
|
£ |
|
£ |
|
£ |
30
September 2018 (Unaudited) |
|
|
|
|
|
|
|
|
|
Financial Assets as per Statement of Financial Position |
|
|
|
|
Financial
assets at fair value through profit or loss: |
|
|
|
|
|
|
-
Investments |
|
|
|
|
|
|
439,772,585 |
|
- |
|
439,772,585 |
-
Derivative assets: Forward currency contracts |
|
3,858,606 |
|
- |
|
3,858,606 |
Other
receivables (excluding prepayments) |
|
- |
|
2,479,741 |
|
2,479,741 |
Cash and
cash equivalents |
|
|
|
|
- |
|
19,302,873 |
|
19,302,873 |
|
|
|
|
|
|
|
|
443,631,191 |
|
21,782,614 |
|
465,413,805 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities at fair |
|
Other |
|
|
|
|
|
|
|
|
|
|
value
through |
|
financial |
|
|
|
|
|
|
|
|
|
|
profit and loss |
|
liabilities |
|
Total |
|
|
|
|
|
|
|
|
£ |
|
£ |
|
£ |
Financial Liabilities as per Statement of Financial
Position |
|
|
|
|
Financial
liabilities at fair value through profit or loss: |
|
|
|
|
|
-
Derivative liabilities: Forward currency contracts |
|
18,621 |
|
- |
|
18,621 |
Amounts
due to brokers |
|
|
|
|
- |
|
7,644,478 |
|
7,644,478 |
Other
payables |
|
|
|
|
|
|
- |
|
773,908 |
|
773,908 |
|
|
|
|
|
|
|
|
18,621 |
|
8,418,386 |
|
8,437,007 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Assets at fair |
|
|
|
|
|
|
|
|
|
|
|
|
value
through |
|
Loans
and |
|
|
|
|
|
|
|
|
|
|
profit and loss |
|
receivables |
|
Total |
|
|
|
|
|
|
|
|
£ |
|
£ |
|
£ |
31 March
2018 (Audited) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial Assets as per Statement of Financial
Position |
|
|
|
|
Financial
assets at fair value through profit or loss: |
|
|
|
|
|
|
-
Investments |
|
|
|
|
|
|
457,332,017 |
|
- |
|
457,332,017 |
-
Derivative assets: Forward currency contracts |
|
4,135,400 |
|
- |
|
4,135,400 |
Amounts
due from broker |
|
|
|
|
- |
|
2,607,294 |
|
2,607,294 |
Other
receivables (excluding prepayments) |
|
- |
|
2,825,071 |
|
2,825,071 |
Cash and
cash equivalents |
|
|
|
|
- |
|
11,624,245 |
|
11,624,245 |
|
|
|
|
|
|
|
|
461,467,417 |
|
17,056,610 |
|
478,524,027 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities at fair |
|
Other |
|
|
|
|
|
|
|
|
|
|
value
through |
|
financial |
|
|
|
|
|
|
|
|
|
|
profit and loss |
|
liabilities |
|
Total |
|
|
|
|
|
|
|
|
£ |
|
£ |
|
£ |
Financial Liabilities as per Statement of Financial
Position |
|
|
|
|
Financial
liabilities at fair value through profit or loss: |
|
|
|
|
|
-
Derivative liabilities: Forward currency contracts |
|
202,337 |
|
- |
|
202,337 |
Amounts
due to brokers |
|
|
|
|
- |
|
7,560,754 |
|
7,560,754 |
Other
payables |
|
|
|
|
|
|
- |
|
767,417 |
|
767,417 |
|
|
|
|
|
|
|
|
202,337 |
|
8,328,171 |
|
8,530,508 |
13. Related Parties
a) Directors’ Remuneration & Expenses
The Directors of the Company are remunerated for their services at
such a rate as the Directors determine. The aggregate fees of the
Directors will not exceed £150,000.
The annual Directors’ fees comprise £35,000 payable to Mr Ash,
the Chairman, £32,500 to Mr Burns as Chairman of the Audit
Committee and £30,000 to Mr Burwood and Ms Etherden. During the
period ended 30 September 2018,
Directors fees of £63,750 (30 September
2017: £63,750) were charged to the Company, of which £31,875
(31 March 2018: £31,875) remained
payable at the end of the period.
b) Shares held by related parties
As at 30 September 2018, Directors of
the Company held the following shares beneficially:
|
Number of Shares |
Number of Shares |
|
30.09.18 |
31.03.18 |
Trevor Ash |
50,000 |
50,000 |
Ian Burns |
29,242 |
29,242 |
Richard Burwood |
5,000 |
5,000 |
Jeannette
Etherden |
25,000 |
25,000 |
As at 30 September 2018, the
Portfolio Manager held Nil Shares (31 March
2018: Nil Shares) and partners and employees of the
Portfolio Manager held 1,468,286 Shares (31
March 2018: 1,689,670 Shares), which is 0.37% (31 March 2018: 0.43%) of the Issued Share
Capital.
c) Portfolio Manager
The portfolio management fee is payable to the Portfolio Manager,
TwentyFour Asset Management LLP, monthly in arrears at a rate of
0.75% per annum of the lower of Net Asset Value, which is
calculated weekly on each valuation day, or market capitalisation
of each class of shares. Total portfolio management fees for the
period amounted to £1,727,461 (30 September
2017: £1,696,608) of which £553,019 (31 March 2018: £546,666) is due and payable at
the period end. The Portfolio Management Agreement dated 29
May 2014 remains in force until determined by the Company or the
Portfolio Manager giving the other party not less than twelve
months' notice in writing. Under certain circumstances, the Company
or the Portfolio Manager is entitled to immediately terminate the
agreement in writing.
The Portfolio Manager is also entitled to a commission of 0.15%
of the aggregate gross offering proceeds plus any applicable VAT in
relation to any issue of new Shares, following admission, in
consideration of marketing services that it provides to the
Company. During the period, the Portfolio Manager received £Nil
(30 September 2017: £Nil) in
commission.
14. Material Agreements
a) Alternative Investment Fund Manager
The Company’s Alternative Investment Fund Manager (the “AIFM”) is
Maitland Institutional Services Limited. In consideration for the
services provided by the AIFM under the AIFM Agreement the AIFM is
entitled to receive from the Company a minimum fee of £20,000 per
annum and fees payable quarterly in arrears at a rate of 0.07% of
the Net Asset Value of the Company below £50 million, 0.05% on Net
Assets between £50 million and £100 million and 0.03% on Net Assets
in excess of £100 million. During the period ended 30 September 2018, AIFM fees of £84,090
(30 September 2017: £82,823) were
charged to the Company, of which £35,970 (31
March 2018: £35,991) remained payable at the end of the
year.
b) Administrator and Secretary
Administration fees are payable to Northern Trust International
Fund Administration Services (Guernsey) Limited monthly in arrears at a rate
of 0.06% of the Net Asset Value of the Company below £100 million,
0.05% on Net Assets between £100 million and £200 million and 0.04%
on Net Assets in excess of £200 million as at the last business day
of the month subject to a minimum £75,000 each year. In addition,
an annual fee of £25,000 is charged for corporate governance and
company secretarial services. Total administration and secretarial
fees for the period amounted to £119,706 (30
September 2017: £117,910) of which £62,657 (31 March 2018: £60,044) is due and payable at end
of the period.
c) Depositary
Depositary fees are payable to Northern Trust (Guernsey) Limited, monthly in arrears, at a
rate of 0.0175% of the Net Asset Value of the Company up to £100
million, 0.0150% on Net Assets between £100 million and £200
million and 0.0125% on Net Assets in excess of £200 million as at
the last business day of the month subject to a minimum £25,000
each year. Total depositary fees and charges for the period
amounted to £32,551 (30 September
2017: £32,017) of which £4,962 (31
March 2018: £5,257) is due and payable at the period
end.
The Depositary is also entitled to a Global Custody fee of a
minimum of £8,500 per annum plus transaction fees. Total Global
Custody fees and charges for the period amounted to £23,033
(30 September 2017: £22,621) of
which £2,672 (31 March 2018: £2,957)
is due and payable at the period end.
15. Financial Risk Management
The Company’s activities expose it to a variety of financial risks:
market risk (including price risk, interest rate risk, foreign
currency risk and reinvestment risk), credit risk, liquidity risk,
and capital risk.
These Unaudited Condensed Interim Financial Statements do not
include the financial risk management information and disclosures
required in the annual financial statements; they should be read in
conjunction with the Company’s annual financial statements for the
year ended 31 March 2018.
,
16. Fair Value Measurement
All assets and liabilities are carried at fair value or at carrying
value which equates to fair value.
IFRS 13 requires the Company to classify fair value measurements
using a fair value hierarchy that reflects the significance of the
inputs used in making the measurements. The fair value hierarchy
has the following levels:
(i) Quoted prices (unadjusted) in active markets for
identical assets or liabilities (level 1).
(ii) Inputs other than quoted prices included within level 1
that are observable for the asset or liability, either directly
(that is, as prices) or indirectly (that is, derived from prices
including interest rates, yield curves, volatilities, prepayment
speeds, credit risks and default rates) or other market
corroborated inputs (level 2).
(iii) Inputs for the asset or
liability that are not based on observable market data (that is,
unobservable inputs) (level 3).
The following tables analyse
within the fair value hierarchy the Company’s financial assets and
liabilities (by class) measured at fair value for the period and
year ended 30 September 2018 and
31 March 2018.
|
|
Level
1 |
|
Level
2 |
|
Level
3 |
|
Total |
|
|
£ |
|
£ |
|
£ |
|
£ |
Assets |
|
(Unaudited) |
|
(Unaudited) |
|
(Unaudited) |
|
(Unaudited) |
Financial
assets at fair value through profit or loss: |
|
|
|
|
|
|
|
Asset Backed
Securities: |
|
|
|
|
|
|
|
|
Auto Loans |
|
- |
|
7,585,503 |
|
- |
|
7,585,503 |
Buy-to-Let
RMBS |
|
- |
|
27,500,732 |
|
5,204,706 |
|
32,705,438 |
CMBS |
|
- |
|
12,492,916 |
|
- |
|
12,492,916 |
Consumer
ABS |
|
- |
|
36,261,249 |
|
13,584,115 |
|
49,845,364 |
Leveraged Loan
CLO |
|
- |
|
125,854,807 |
|
15,863,766 |
|
141,718,573 |
Non-Conforming
RMBS |
|
- |
|
98,421,261 |
|
46,505,429 |
|
144,926,690 |
Prime RMBS |
|
- |
|
23,091,046 |
|
24,180,632 |
|
47,271,678 |
Student
Loans |
|
- |
|
3,226,423 |
|
- |
|
3,226,423 |
Forward currency
contracts |
|
- |
|
3,858,606 |
|
- |
|
3,858,606 |
Total
assets as at 30 September 2018 |
- |
|
338,292,543 |
|
105,338,648 |
|
443,631,191 |
|
|
|
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
|
|
Financial
liabilities at fair value through profit or loss: |
|
|
|
|
|
|
|
Forward
currency contracts |
- |
|
18,621 |
|
- |
|
18,621 |
Total
liabilities as at 30 September 2018 |
- |
|
18,621 |
|
- |
|
18,621 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Level
1 |
|
Level
2 |
|
Level
3 |
|
Total |
|
|
£ |
|
£ |
|
£ |
|
£ |
Assets |
|
(Audited) |
|
(Audited) |
|
(Audited) |
|
(Audited) |
Financial
assets at fair value through profit or loss: |
|
|
|
|
|
|
|
Asset Backed
Securities: |
|
|
|
|
|
|
|
|
Auto Loans |
|
- |
|
7,478,778 |
|
- |
|
7,478,778 |
Buy-to-Let
RMBS |
|
- |
|
37,148,081 |
|
11,415,545 |
|
48,563,626 |
CMBS |
|
- |
|
4,376,846 |
|
- |
|
4,376,846 |
Consumer
ABS |
|
- |
|
44,719,647 |
|
4,624,151 |
|
49,343,798 |
Leveraged Loan
CLO |
|
- |
|
137,037,519 |
|
26,925,077 |
|
163,962,596 |
Non-Conforming
RMBS |
|
- |
|
88,225,309 |
|
56,869,802 |
|
145,095,111 |
Prime RMBS |
|
- |
|
7,930,225 |
|
27,739,640 |
|
35,669,865 |
Student
Loans |
|
- |
|
1,235,651 |
|
1,605,746 |
|
2,841,397 |
Forward currency
contracts |
|
- |
|
4,135,400 |
|
- |
|
4,135,400 |
Total assets as at 31 March 2018 |
- |
|
332,287,456 |
|
129,179,961 |
|
461,467,417 |
|
|
|
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
|
|
Financial
liabilities at fair value through profit or loss: |
|
|
|
|
|
|
|
Forward
currency contracts |
- |
|
202,337 |
|
- |
|
202,337 |
Total
liabilities as at 31 March 2018 |
- |
|
202,337 |
|
- |
|
202,337 |
Asset Backed Securities which have a value based on quoted
market prices in active markets are classified in level 1. At the
end of the period, no Asset Backed Securities held by the Company
are classified as level 1.
Asset Backed Securities which are not traded or dealt on
organised markets or exchanges are classified in level 2 or level
3. Asset Backed securities priced at cost are classified as level
3. Asset Backed securities with prices obtained from independent
price vendors, where the Portfolio Manager is able to assess
whether the observable inputs used for their modelling of prices
are accurate and the Portfolio Manager has the ability to challenge
these vendors with further observable inputs, are classified as
level 2. Prices obtained from vendors who are not easily
challengeable or transparent in showing their assumptions for the
method of pricing these assets, are classified as level 3. Asset
Backed Securities priced at an average of two vendors’ prices are
classified as level 3.
Where the Portfolio Manager determines that the price obtained
from an independent price vendor is not an accurate representation
of the fair value of the Asset Backed Security, the Portfolio
Manager may source prices from third party broker or dealer quotes
and if the price represents a reliable and an observable price, the
Asset Backed Security is classified in level 2. Any broker quote
that is over 20 days old is considered stale and is classified as
level 3.
There were no transfers between level 1 and 2 during the period,
however transfers between level 2 and level 3 occur based on the
Portfolio Manager’s ability to obtain a reliable and observable
price as detailed above.
Due to the inputs into the valuation of Asset Backed Securities
classified as level 3 not being available or visible to the
Company, no meaningful sensitivity on inputs can be performed.
The following tables present the movement in level 3 instruments
for the period and year ended 30 September
2018 and 31 March 2018 by
class of financial instrument.
|
|
Opening
balance |
|
Net
Purchases
/(sales) |
Net realised gain for the period included in the Statement of
Comprehensive Income for level 3 Investments held at 30 September
2018 |
Net unrealised (loss)/gain for the period included in the Statement
of Comprehensive Income for level 3 Investments held at 30
September 2018 |
|
Transfer into Level 3 |
|
Transfer out Level 3 |
|
Closing balance |
|
|
£ |
|
£ |
|
£ |
|
£ |
|
£ |
|
£ |
|
£ |
|
|
(Unaudited) |
|
(Unaudited) |
|
(Unaudited) |
|
(Unaudited) |
|
(Unaudited) |
|
(Unaudited) |
|
(Unaudited) |
Buy-to-Let RMBS |
|
11,415,545 |
|
(8,054,458) |
|
35,359 |
|
(26,034) |
|
2,532,194 |
|
(697,900) |
|
5,204,706 |
Consumer ABS |
|
4,624,151 |
|
(3,745,990) |
|
2,242 |
|
32,019 |
|
12,671,693 |
|
- |
|
13,584,115 |
Leveraged Loan CLO |
|
26,925,077 |
|
(13,312,554) |
|
1,124,099 |
|
(1,375,398) |
|
11,825,128 |
|
(9,322,586) |
|
15,863,766 |
Non-Conforming RMBS |
|
56,869,802 |
|
842,245 |
|
335,460 |
|
(402,597) |
|
10,618,533 |
|
(21,758,014) |
|
46,505,429 |
Prime
RMBS |
|
27,739,640 |
|
7,542,327 |
|
921,480 |
|
(1,067,562) |
|
- |
|
(10,955,253) |
|
24,180,632 |
Student Loans |
|
1,605,746 |
|
- |
|
- |
|
- |
|
- |
|
(1,605,746) |
|
- |
Total
at 30 September 2018 |
|
129,179,961 |
|
(16,728,430) |
|
2,418,640 |
|
(2,839,572) |
|
37,647,548 |
|
(44,339,499) |
|
105,338,648 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Opening
balance |
|
Net
Purchases
/(sales) |
Net realised gain/(loss) for the year included in the Statement of
Comprehensive Income for level 3 Investments held at 31 March
2018 |
Net unrealised gain/(loss) for the year included in the Statement
of Comprehensive Income for level 3 Investments held at 31 March
2018 |
|
Transfer into Level 3 |
|
Transfer out Level 3 |
|
Closing balance |
|
|
£ |
|
£ |
|
£ |
|
£ |
|
£ |
|
£ |
|
£ |
|
|
(Audited) |
|
(Audited) |
|
(Audited) |
|
(Audited) |
|
(Audited) |
|
(Audited) |
|
(Audited) |
Buy-to-Let RMBS |
|
3,521,770 |
|
7,721,719 |
|
89,305 |
|
82,751 |
|
- |
|
- |
|
11,415,545 |
Consumer ABS |
|
19,375,719 |
|
(7,371,112) |
|
955,419 |
|
(179,095) |
|
- |
|
(8,156,780) |
|
4,624,151 |
Leveraged Loan CLO |
|
11,236,233 |
|
11,744,605 |
|
1,105,869 |
|
340,083 |
|
9,539,914 |
|
(7,041,627) |
|
26,925,077 |
Non-Conforming RMBS |
|
3,800,826 |
|
36,741,849 |
|
(114,809) |
|
1,154,226 |
|
19,088,536 |
|
(3,800,826) |
|
56,869,802 |
Prime
RMBS |
|
1,411,834 |
|
(2,295,001) |
|
540,318 |
|
1,808,040 |
|
27,686,283 |
|
(1,411,834) |
|
27,739,640 |
Student Loans |
|
- |
|
1,553,260 |
|
17,700 |
|
34,786 |
|
- |
|
- |
|
1,605,746 |
Total
at 31 March 2018 |
|
39,346,382 |
|
48,095,320 |
|
2,593,802 |
|
3,240,791 |
|
56,314,733 |
|
(20,411,067) |
|
129,179,961 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The following tables analyse within the fair value hierarchy the
Company’s assets and liabilities not measured at fair value at
30 September 2018 and 31 March 2018 but for which fair value is
disclosed.
|
|
|
|
|
Level
1 |
|
Level
2 |
|
Level
3 |
|
Total |
|
|
|
|
|
(Unaudited) |
|
(Unaudited) |
|
(Unaudited) |
|
(Unaudited) |
|
|
|
|
|
£ |
|
£ |
|
£ |
|
£ |
Assets |
|
|
|
|
|
|
|
|
|
|
|
Cash and
cash equivalents |
|
|
19,302,873 |
|
- |
|
- |
|
19,302,873 |
Other receivables |
|
|
|
|
- |
|
2,528,559 |
|
- |
|
2,528,559 |
Total
assets as at 30 September 2018 |
19,302,873 |
|
2,528,559 |
|
- |
|
21,831,432 |
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
|
|
|
|
|
Amounts
due to brokers |
|
|
|
- |
|
7,644,478 |
|
- |
|
7,644,478 |
Other payables |
|
|
|
|
- |
|
773,908 |
|
- |
|
773,908 |
Total
liabilities as at 30 September 2018 |
- |
|
8,418,386 |
|
- |
|
8,418,386 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Level
1 |
|
Level
2 |
|
Level
3 |
|
Total |
|
|
|
|
|
(Audited) |
|
(Audited) |
|
(Audited) |
|
(Audited) |
|
|
|
|
|
£ |
|
£ |
|
£ |
|
£ |
Assets |
|
|
|
|
|
|
|
|
|
|
|
Cash and
cash equivalents |
|
11,624,245 |
|
- |
|
- |
|
11,624,245 |
Amounts
due from brokers |
|
- |
|
2,607,294 |
|
- |
|
2,607,294 |
Other receivables |
|
|
|
|
- |
|
2,844,683 |
|
- |
|
2,844,683 |
Total
assets as at 31 March 2018 |
11,624,245 |
|
5,451,977 |
|
- |
|
17,076,222 |
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
|
|
|
|
|
Amounts
due to brokers |
|
|
|
- |
|
7,560,754 |
|
- |
|
7,560,754 |
Other payables |
|
|
|
|
- |
|
767,417 |
|
- |
|
767,417 |
Total
liabilities as at 31 March 2018 |
- |
|
8,328,171 |
|
- |
|
8,328,171 |
The assets and liabilities included in the above table are
carried at amortised cost; their carrying values are a reasonable
approximation of fair value.
Cash and cash equivalents include cash in hand and deposits held
with banks.
Amounts due to brokers and other payables represent the
contractual amounts and obligations due by the Company for
settlement of trades and expenses. Amounts due from brokers and
other receivables represent the contractual amounts and rights due
to the Company for settlement of trades and income.
17. Segmental Reporting
The Board is responsible for reviewing the Company’s entire
portfolio and considers the business to have a single operating
segment. The Board’s asset allocation decisions are based on a
single, integrated investment strategy, and the Company’s
performance is evaluated on an overall basis.
The Company invests in a diversified portfolio of Asset Backed
Securities. The fair value of the major financial instruments held
by the Company and the equivalent percentages of the total value of
the Company, are reported in the Top Twenty Holdings, included
within the Directors’ Report.
Revenue earned is reported separately on the face of the
Condensed Statement of Comprehensive Income as investment income
being interest income received from Asset Backed Securities.
18. Dividend Policy
The Board intends to distribute an amount at least equal to the
value of the Company’s net income arising each quarter to the
holders of Ordinary Redeemable Shares. For these purposes, the
Company’s income will include the interest payable by the Asset
Backed Securities in the Portfolio and the amortisation of any
discount or premium to par at which an Asset Backed Security is
purchased over its remaining expected life, prior to its maturity,
however there is no guarantee that the dividend target for future
financial years will be met or that the Company will make any
distributions at all.
Distributions made with respect to any income period comprise
(a) the accrued income of the portfolio for the period, and (b) an
additional amount to reflect any income purchased in the course of
any share subscriptions that took place during the period.
Including purchased income in this way ensures that the
income yield of the shares is not diluted as a consequence of the
issue of new shares during an income period and (c) any income on
the foreign exchange contracts created by the LIBOR differentials
between each foreign currency pair.
The Board expects that dividends will constitute the principal
element of the return to the holders of Ordinary Redeemable
Shares.
The Company declared the following dividends in respect of
distributable profit for the period ended 30
September 2018:
Period to |
Dividend rate per Share (pence) |
|
Net
dividend payable (£) |
|
Record date |
|
Ex-dividend date |
|
Pay
date |
29 June 2018 |
0.0150 |
|
5,937,212 |
|
20 July
2018 |
|
19 July
2018 |
|
31 July
2018 |
30 September 2018 |
0.0150 |
|
5,937,212 |
|
19
October 2018 |
|
18
October 2018 |
|
31
October 2018 |
Under the Companies (Guernsey)
Law, 2008, the Company can distribute dividends from capital and
revenue reserves, subject to the net asset and solvency test. The
net asset and solvency test considers whether a company is able to
pay its debts when they fall due, and whether the value of a
company’s assets is greater than its liabilities. The Board
confirms that the Company passed the net asset and solvency test
for each dividend paid.
19. Ultimate Controlling Party
In the opinion of the Directors on the basis of shareholdings
advised to them, the Company has no ultimate controlling party.
20. Subsequent Events
These Financial Statements were approved for issuance by the Board
on 15 November 2018. Subsequent
events have been evaluated until this date.
On 31 October 2018, the Company
paid a dividend as detailed in note 18.
CORPORATE INFORMATION
Directors
Trevor Ash (Chairman)
Ian Burns (Senior Independent Director)
Richard Burwood
Jeannette Etherden |
Custodian, Principal Banker and Depositary
Northern Trust (Guernsey) Limited
PO Box 71
Trafalgar Court
Les Banques
St Peter Port
Guernsey, GY1 3DA |
Registered Office
PO Box 255
Trafalgar Court
Les Banques
St Peter Port
Guernsey, GY1 3QL |
Administrator and Company Secretary
Northern Trust International Fund Administration
Services (Guernsey) Limited
PO Box 255
Trafalgar Court
Les Banques
St Peter Port
Guernsey, GY1 3QL |
Alternative Investment Fund Manager (“AIFM”)
Maitland Institutional Services Limited
Springfield Lodge
Colchester Road
Chelmsford, CM2 5PW |
Broker
and Financial Adviser
Numis Securities Limited
The London Stock Exchange Building
10 Paternoster Square
London, EC4M 7LT |
Portfolio Manager
TwentyFour Asset Management LLP
8th Floor, The Monument Building
11 Monument Street,
London, EC3R 8AF |
Independent Auditor
PricewaterhouseCoopers CI LLP
PO Box 321
Royal Bank Place
1 Glategny Esplanade
St Peter Port
Guernsey, GY1 4ND |
UK
Legal Advisers to the Company
Eversheds Sutherland (International) LLP
One Wood Street
London, EC2V 7WS |
Receiving Agent
Computershare Investor Services PLC
The Pavilions
Bridgwater Road
Bristol, BS13 8AE |
|
|
Guernsey Legal Advisers to the Company
Carey Olsen
Carey House
Les Banques
St Peter Port
Guernsey, GY1 4BZ |
Registrars
Computershare Investor Services (Guernsey) Limited
1st Floor
Tudor House
Le Bordage
St Peter Port
Guernsey, GY1 1DB |
|
|
|