Third Point
Offshore Investors Limited (the "Company")
Legal Entity Identifier (LEI):
549300WXTCG65AQ7V644
(a closed-ended investment company
incorporated with limited liability under the laws of Guernsey with registered number 47161)
25 August 2017
HALF YEARLY
FINANCIAL REPORTS AND AUDIT REPORTS/LIMITED REVIEWS
(Classified Regulated Information,
under DTR 6 Annex 1 section 1.2)
FOR THE SIX MONTHS
ENDED 30 JUNE 2017
~ Strong NAV
growth driven by well-balanced portfolio ~
Third Point Offshore Investors Limited (“TPOIL” or the
“Company”), the closed-end, London
listed event-driven, value-oriented hedge fund managed by Daniel S.
Loeb’s Third Point LLC (the “Investment Manager”) announces its
half year results for the six months ended 30 June 2017.
Financial Highlights (as at 30
June 2017, unless otherwise stated)
§ Net Asset Value (“NAV”) total return in USD class of 11.0% and
GBP class of 10.7%
Ticker |
Tranche |
NAV HY17 |
NAV FY16 |
NAV Total
Return1 |
TPOU |
USD Class $ |
$18.86 |
$17.63 |
11.0% |
TPOG |
GBP Class £ |
£17.97 |
£16.84 |
10.7% |
§ The Company’s NAV increased 7.3% to $943.0 million (FY16: $879.2 million)
1 Calculation includes dividends paid
during the period ended 30 June
2017.
Portfolio Performance of the Master
Fund
§ During the first six months of 2017, global economic growth
coupled with volatility created by several large political and
macroeconomic events created a favourable investment environment
for the Investment Manager. Performance was driven by the
Investment Manager’s security selection and well-balanced portfolio
construction, including benefitting from the addition of several
compelling new core positions at attractive valuations.
§ Returns for the year to date have been led primarily by
positive performance in several large constructive stakes in global
companies. The portfolio has generated positive returns across
every sector with Healthcare, Consumer, and Industrials as the top
contributors.
§ The Investment Manager continues to focus on opportunities in
equities and has reduced exposure to credit strategies for the time
being, as attractive entry points are currently elusive.
Outlook
§ During the second half of the year, the Investment Manager
will closely monitor news from central banks globally and will
adjust exposures as deemed appropriate.
§ The Manager remains positive on the portfolio’s well-balanced
equity portfolio with a global mix of event driven situations,
higher-multiple defensive companies, and activist
opportunities.
Marc Antoine Autheman, Chairman of Third Point Offshore
Investors Limited, commented: “I am pleased to report a strong
first half performance from Third Point Offshore Investors, which
saw significant NAV growth during the period. This was driven by
the Investment Manager’s ability to construct a well-balanced
portfolio, including several compelling new positions, able to
capitalise on the favourable investment environment.
“The Investment Manager remains positive on the outlook for the
second half of the year and believes that the its carefully
constructed portfolio, which includes a mix of event driven
opportunities alongside both activist and defensive equity
investments, leaves it well positioned.”
Enquiries:
Third
Point Offshore investors
Investor Relations |
+1 212 715 6707 |
FTI
Consulting
Ed Berry
Tom Blackwell |
+44 (0)20 3727 1046
+44 (0)20 3727 1051 |
|
|
Notes to Editors
TPOIL is a feeder fund that invests in Third Point Offshore Fund
Ltd. (the “Master Fund”), with the investment objective of
achieving uncorrelated, long term, attractive risk-adjusted
returns. The Company has two share classes which differ by
denomination (LSE: TPOU, TPOG).
Chairman’s Statement
I am pleased to present the Tenth Unaudited Semi-Annual
Financials for Third Point Offshore Investors (“the Company”).
The Company was established as a closed-end investment company,
registered and incorporated in Guernsey on 19 July
2007. The Company invests its assets in Third Point Offshore
Master Fund L.P. (the “Master Partnership”) via Third Point
Offshore Fund, Ltd. (the “Master Fund”), which pursues an
opportunistic investment approach based on event-driven fundamental
value analysis.
During the first six months of 2017, the Company’s net asset
value appreciated by 11.0% and 10.7% for the U.S. Dollar and
Sterling share classes, respectively. Performance was driven by
Third Point LLC’s (the “Investment Manager”) security selection and
well-balanced portfolio construction. Returns for the year to date
have been led primarily by positive performance in several large
constructive stakes in global companies. The portfolio has
generated positive returns across every sector with Healthcare,
Consumer, and Industrials as the top contributors. The Investment
Manager continues to focus on opportunities in equities and has
reduced exposure to credit strategies for the time being, as
attractive entry points are currently elusive.
The Board and the Investment Manager have noted the widening of
the discount to NAV in 2017 and have engaged in a number of
initiatives in accordance with the discount control policy outlined
in the Company’s annual report, including the issuance of a
dividend in respect of the year ended 31
December 2016. We believe in the importance of transparent
communications with shareholders and aim to be responsive to your
inquiries. To this end, the Company’s website
(www.thirdpointpublic.com) publishes monthly NAVs, a monthly
shareholder report, a narrative quarterly letter from the
Investment Manager and other relevant information about the
Company.
In corporate governance matters, the independent Board of
Directors and Audit Committee have met regularly. Long-standing
Board Director, Chris Fish, retired
from the Board in June 2017. We thank
Chris for all his hard work during his 10 year tenure and are
grateful to him for his guidance, insight, commitment and
expertise. The Board is pleased to announce the appointment of
Claire Whittet as a non-executive
Director effective April 2017. Claire
has extensive experience gained over the past 40 years in the
finance sector and will replace, supplement, and expand the range
of skills which are already available to the Board.
My fellow Directors and I are honoured to serve our
shareholders.
Marc Antoine Autheman
24 August 2017
Directors’ Report
The Directors submit their Report together with the Company’s
Statements of Assets and Liabilities, Unaudited Statements of
Operations, Statements of Changes in Net Assets, Unaudited
Statements of Cash Flows and the related notes for the period ended
30 June 2017, “Unaudited Condensed
Interim Financial Statements”. These Unaudited Condensed Interim
Financial Statements have been properly prepared, in accordance
with accounting principles generally accepted in the United States of America, any relevant
enactment for the time being in force, and are in agreement with
the accounting records and have been properly prepared in all
material aspects.
The Company
The Company was incorporated in Guernsey on 19 June
2007 as an authorised closed-ended investment scheme and was
admitted to a secondary listing (Chapter 14) on the Official List
of the London Stock Exchange on 23 July
2007. The proceeds from the initial issue of shares on
listing amounted to approximately US$523
million. Following changes to the Listing Rules on
6 April 2010, the secondary listing
became a standard listing.
The Company is a member of the Association of Investment
Companies (“AIC”).
Investment Objective and Policy
The Company’s investment objective is to provide its
Shareholders with consistent long term capital appreciation
utilising the investment skills of Third Point LLC (the “Investment
Manager”) through investment of all of its capital (net of short
term working capital requirements) in Class E Shares of Third Point
Offshore Fund, Ltd (the “Master Fund”), an exempted company formed
under the laws of the Cayman
Islands on 21 October
1996.
The Master Fund is a limited partner of Third Point Offshore
Master Fund L.P. (the “Master Partnership”), an exempted limited
partnership organised under the laws of the Cayman Islands, of which Third Point Advisors
II L.L.C., an affiliate of the Investment Manager, is the general
partner. Third Point LLC is the Investment Manager to the Company,
the Master Fund and the Master Partnership. The Master Fund and the
Master Partnership have the same investment objectives, investment
strategies and investment restrictions.
The Master Fund and Master Partnership’s investment objective is
to seek to generate consistent long term capital appreciation, by
using an event driven, bottom-up, fundamental approach to evaluate
various types of securities throughout companies’ capital
structures. The Investment Manager’s implementation of the Master
Fund and Master Partnership’s investment policy is the main driver
of the Company’s performance.
The Investment Manager’s fundamental approach to investing
begins with analysing a company’s financial performance, its
management and competitive advantages, its position within its
industry and the overall economy. This analysis is performed on
historical and current data with the ultimate goal of producing a
set of projected financial results for the company. Once the
projections are established, the Investment Manager compares the
current valuation of the company in question relative to its
historical valuation range, the valuation range of its peers and
the overall market in general to determine whether the markets are
mis-pricing the company. The Investment Manager ultimately invests
in situations where it believes mis-pricing exists because this
fundamental analysis indicates that such a disconnection will
correct itself over the long term.
The Investment Manager’s bottom-up approach attempts to identify
individual companies that would make attractive investment targets
based on their growth and profitability characteristics. This
approach differs from a top-down methodology which first evaluates
macro-economic, sector, industry or geographic factors to select
the best sectors or industries for investment.
The Investment Manager seeks to identify Event Driven situations
in which it can take either a long or short investment position
where it can identify a near or long-term catalyst that would
unlock value.
Results and Dividends
Except in unusual circumstances it is anticipated that the Board
following discussions with the Investment Manager, will declare an
annual cash dividend between 4% and 5% of the Net Asset Value
(“NAV”) of the Company to the extent that the positive NAV
performance of the Company is sufficient to support such dividends
and there are no extenuating circumstances preventing the Company
from doing so. The results for the period are set out in the
Unaudited Statements of Operations. On 10
January 2017, an annual distribution was declared equivalent
to 4% of the NAV of the Company in respect of the year ended
31 December 2016, amounting to
$0.71 per USD Share and £0.67 per GBP
Share (31 December 2015: $Nil) and
paid on 14 February 2017.
Share Capital
Share Capital Conversions took place during the period ended
30 June 2017. A summary and the
number of shares in issue at the period-end are disclosed in Note 6
to the Unaudited Condensed Interim Financial Statements.
Key performance indicators
(“KPI’s”)
At each Board meeting, the Board considers a number of
performance measures to assess the Company’s success in achieving
its objectives. Below are the main KPI’s which have been identified
by the Board for determining the progress of the Company:
• Net asset value;
• Share price; and
• Ongoing charges.
Directors
The Directors of the Company during the period and to the date
of this report are as listed on the Unaudited Condensed Interim
Financial Statements.
Directors’ Interests
Mr. Targoff holds the position of Chief Operating Officer,
Partner and General Counsel of Third Point LLC.
Pursuant to an instrument of indemnity entered into between the
Company and each Director, the Company has undertaken, subject to
certain limitations, to indemnify each Director out of the assets
and profits of the Company against all costs, charges, losses,
damages, expenses and liabilities arising out of any claims made
against them in connection with the performance of their duties as
a Director of the Company.
Christopher Legge and
Keith Dorrian held 4,500 and
2,500 U.S. Dollar shares respectively
as at 30 June 2017 (31 December 2016: Christopher Legge and Keith Dorrian held 4,500 and 2,500 U.S. Dollar shares respectively). No other
Directors held shares in the Company during the period.
Corporate Governance Policy
The Board has considered the principles and recommendations of
the Association of Investment Companies Code of Corporate
Governance (“AIC Code”) by reference to the Association of
Investment Companies Corporate Governance Guide for Investment
Companies (“AIC Guide”). The AIC Code, as explained by the AIC
Guide, addresses all the principles set out in the UK Corporate
Governance Code, as well as setting out additional principles and
recommendations on issues that are of specific relevance.
The Board has determined that reporting against the principles
and recommendations of the AIC Code, and by reference to the AIC
Guide (which incorporates the UK Corporate Governance Code), will
provide better information to Shareholders. The Company has
complied with all the recommendations of the AIC Code and the
relevant provisions of the UK Corporate Governance Code, except as
set out below.
The UK Corporate Governance Code includes provisions relating
to:
• the role of the chief executive;
• executive directors’ remuneration; and
• the need for an internal audit function.
For the reasons set out in the AIC Guide, the Board considers
these provisions are not relevant to the position of the Company,
being an externally advised investment company with no executive
directors or employees. The Company has therefore not reported
further in respect of these provisions.
The AIC Code provides a “comply or explain” code of corporate
governance designed especially for the needs of investment
companies. The AIC published the code of corporate governance and
the Company has reviewed its compliance with these standards. The
UK Financial Reporting Council (“FRC”) has confirmed that so far as
investment companies are concerned it considers that companies
which comply with the AIC Code will be treated as meeting their
obligations under the UK Corporate Governance Code (“The UK Code”)
and Section 9.8.6 of the Listing Rules. The AIC Code is publicly
available at:
http://www.theaic.co.uk/sites/default/files/hidden-files/AICCodeofCorporateGovernanceJUL16_0.pdf.
The Company does not have employees, hence no whistle-blowing
policy is necessary. However, the Directors have satisfied
themselves that the Company’s service providers have appropriate
whistleblowing policies and procedures and confirmation has been
sought from the service providers that nothing has arisen under
those policies and procedures which should be brought to the
attention of the Board. The UK Code is publicly available at:
https://www.frc.org.uk/Our-Work/Publications/Corporate-Governance/UK-Corporate-Governance-Code-April-2016.pdf.
The Code of Corporate Governance (the “Guernsey Code”) provides
a framework that applies to all entities licensed by the Guernsey
Financial Services Commission (“GFSC”) or which are registered or
authorised as a collective investment scheme. Companies reporting
against the UK Code or the AIC Code are deemed to comply with the
Guernsey Code. It is the Company’s policy to comply with the AIC
Code.
The Board confirms that, throughout the period covered in the
financial statements, the Company complied with the Guernsey Code
issued by the GFSC, to the extent it was applicable based upon its
legal and operating structure and its nature, scale and
complexity.
Board
Structure
The Board currently consists of five non-executive Directors. As
the Chairman of the Board is an independent non-executive, the
Board considers it unnecessary to appoint a senior independent
Director.
Name |
Position |
Independent |
Date
Appointed |
Marc Antoine Autheman |
Non-Executive Chairman |
Yes |
21 June 2007 |
|
Keith Dorrian |
Non-Executive Director |
Yes |
19 June 2007 |
|
Christopher Legge |
Non-Executive Director |
Yes |
19 June 2007 |
|
Joshua L Targoff |
Non-Executive Director |
No |
29 May 2009 |
|
Claire Whittet |
Non-Executive Director |
Yes |
27 April 2017 |
|
One third of the Directors retire by rotation at every Annual
General Meeting (“AGM”) with the exception of Joshua Targoff, who as the Chief Operating
Officer, General Counsel and Partner of the Investment Manager, is
not considered independent and will therefore be subject to annual
re-election by Shareholders. All other Directors are considered by
the Board to be independent of the Company’s Investment Manager.
Christopher Fish retired from the
Board at the 2017 AGM, he was succeeded by Claire Whittet on 27
April 2017. Any Directors appointed to the Board since the
previous AGM also retire and stand for re-election. The Independent
Directors take the lead in any discussions relating to the
appointment or re-appointment of directors. The Independent
Directors consider it important that the Board includes a
representative of the Investment Manager.
The Board meets at least four times a year and in addition there
is regular contact between the Board, the Investment Manager and
Northern Trust International Fund Administration Services
(Guernsey) Limited (the
“Administrator”), and the Board requires to be supplied in a timely
manner with information by the Investment Manager, the
Administrator, Northern Trust International Fund Administration
Services (Guernsey) Limited (the
“Company Secretary”) and other advisors in a form and of a quality
appropriate to enable it to discharge its duties. The Board,
excluding Mr. Targoff, regularly reviews the performance of the
Investment Manager and the Master Fund to ensure that performance
is satisfactory and in accordance with the terms and conditions of
the relative appointments and Prospectus. It carries this review
out through consideration of a number of objective and subjective
criteria and through a review of the terms and conditions of the
advisors’ appointment with the aim of evaluating performance,
identifying any weaknesses and ensuring value for money for the
Company’s Shareholders.
New Directors will receive an induction from the Investment
Manager on joining the Board, and all Directors undertake relevant
training as necessary.
The Company has no executive directors or employees. All
matters, including strategy, investment and dividend policies,
gearing and corporate governance procedures are reserved for
approval by the Board of Directors. The Board receives full
information on the Company’s investment performance, assets,
liabilities and other relevant information in advance of Board
meetings.
Board Tenure and Succession
planning
The Board notes the AIC Code and UK Code suggest it would be
good practice for all Directors to be offered for re-election at
regular intervals subject to continued satisfactory performance. In
accordance with the Company’s articles of incorporation, at least
one third of the Independent Directors and Mr. Targoff (treated for
the purposes of the AIC Code as a Non-Independent Director) will
retire at each Annual General Meeting (Principle 3 - AIC Code). The
Company considers that putting forward all Independent Directors
for re-election more frequently would not be in the best interests
of Shareholders.
The Board believes that benefits to Shareholders arise from the
Directors’ long-term knowledge and experience of the Company and
its management including their ongoing ability to independently
review the performance of the Investment Manager.
The majority of the Board have been in office since the company
was incorporated in 2007 and have served longer than nine years.
The Board however, takes the view that independence is not
necessarily compromised by the length of tenure on the Board and
experience can add significantly to the Board’s strength.
The Directors undertake an annual evaluation of the Board’s
performance and continuing independence and during this evaluation
(which includes a review of the diversity of experience within the
Board to ensure that it remains appropriate) all Directors are
asked to confirm their future intentions. At the recent review Mr.
Fish indicated his intention to retire from the Board at the 2017
AGM. The Board has robust procedures for the identification of
prospective Non-Executive Director candidates, and as part of the
election process, due regard is paid to the recommendations for
board diversity, however, ability and experience will be the prime
considerations. During the last 12 months the Board has sought
nominations from the Directors and from other relevant parties. A
shortlist of well qualified candidates was produced who were then
interviewed by an ad-hoc committee of independent Directors. On
27 April 2017, the Board appointed
Ms. Whittet as a successor to Mr. Fish.
Directors’ Biographies
Marc Antoine Autheman
Marc Antoine Autheman, is a resident of France. He has over 39 years of experience in
the public and private finance sectors. Mr. Autheman is currently
Chairman of Euroclear S.A. and Chairman of Cube Infrastructure
Fund. He worked in the French Treasury for ten years from 1978 to
1988, prior to joining the Minister of Finance’s private office,
Minister Beregovoy, as advisor for monetary and financial affairs
between 1988 and 1993. From 1993 to 1997, he worked as Executive
Director for France for the
International Monetary Fund and the World Bank and chaired the
audit committee of the World Bank during this time. From 1997 to
2004, he worked in a number of roles at Credit Agricole S.A.
(“CASA”), mainly as CEO of Credit Agricole Indosuez. He holds
Master’s degrees in Law and Economics from the University of
Paris.
Keith
Dorrian
Keith Dorrian, is a Guernsey resident and has over 44 years’
experience in the offshore finance industry. Joining Manufacturers
Hanover in 1973 he moved to First National Bank of Chicago in 1984 where he was appointed Vice
President and Company Secretary. In 1989 he joined ANZ Bank (Guernsey) where, as a Director of the Bank and
Fund Management company, he was closely involved in the banking and
fund management services of the Group. He took up the position of
Manager Corporate Clients in Bank of Bermuda Guernsey in 2000 and
was appointed local Head of Global Fund Services and Managing
Director of the Guernsey Bank’s Fund Administration company
Management International (Guernsey) Limited in Guernsey in 2001, retiring on 31 December 2003. He is currently a member of the
Guernsey Investment Fund Association, the Institute of Financial
Services, the Institute of Directors and is a Director of a number
of funds and fund management companies and holds the Institute of
Directors Diploma in Company Direction. Mr. Dorrian was elected a
Fellow of the Institute of Directors.
Christopher
Fish (retired 21 June
2017)
Christopher Fish, is Guernsey resident and is a director of a UK
listed fund as well as three Guernsey based financial companies. During the
past 43 years he has held executive positions as a director of the
Royal Bank of Canada (Channel Islands) Limited and as the Americas
Offshore Head of Coutts where he was responsible for the
Bahamas, Bermuda, Cayman and Uruguay offices. In 1997 he was appointed the
Senior Client Partner for Coutts Offshore before taking up the
position of Managing Director of Close International Private
Banking in 1999 from where he retired in 2005.
Christopher
Legge
Christopher Legge, is a
Guernsey resident and worked for
Ernst & Young in Guernsey from
1983 to 2003. Having joined the firm as an audit manager in 1983,
he was appointed a partner in 1986 and managing partner in 1998.
From 1990 to 1998, he was head of Audit and Accountancy and was
responsible for the audits of a number of insurance, banking,
investment fund and financial services clients. He also had
responsibility for the firm’s training, quality control and
compliance functions. He was appointed managing partner of Ernst
& Young for the Channel
Islands region in 2000. Since his retirement from Ernst
& Young in 2003, Mr. Legge has held a number of non-executive
directorships in the financial sector. He is an FCA and holds a BA
(Hons) in Economics from the University of Manchester.
Joshua L.
Targoff
Joshua L. Targoff has been the
Chief Operating Officer of the Investment Manager since
May 2009. He joined as General
Counsel in May 2008. Previously, Mr.
Targoff was the General Counsel of the Investment Banking Division
of Jefferies & Co. Mr. Targoff spent seven years doing M &
A transactional work at Debevoise & Plimpton LLP. Mr. Targoff
graduated with a J.D. from Yale Law School, and holds a B.A. from
Brown University. In 2012, Mr. Targoff
was made a Partner of the Investment Manager.
Claire
Whittet (appointed 27 April
2017)
Claire Whittet is a Guernsey resident and has 40 years’ experience
in the banking industry. After gaining an MA in Geography from
Edinburgh University, she joined the
Bank of Scotland where she
remained until moving to Guernsey
in 1996. In the intervening period she was involved in a wide
variety of credit transactions including commercial and corporate
finance. She joined Bank of Bermuda in Guernsey becoming Global Head of Private
Client Credit and moved to Rothschild Bank International as
Director of Lending in 2003. She was latterly Co-Head and Managing
Director and since May 2016 has been
a Non-Executive Director of the bank. She is a Non-Executive
Director of 5 other listed funds, is a Member of the Chartered
Institute of Bankers in Scotland,
the Insurance Institute and holds the Institute of Directors
Diploma in Company Direction.
Meeting Attendance Records
The table below lists Directors’ attendance at meetings for the
period ended 30 June 2017.
|
Scheduled
Board
Meetings
Attended |
Audit
Committee
Meetings
Attended |
|
(max 2) |
(max 1) |
Marc Antoine Autheman |
2 of 2 |
1 of 1 |
Christopher Legge |
2 of 2 |
1 of 1 |
Keith Dorrian |
2 of 2 |
1 of 1 |
Christopher Fish 1 |
2 of 2 |
1 of 1 |
Joshua L. Targoff 2,3 |
2 of 2 |
N/A |
Claire Whittet 4 |
1 of1 |
0 of 0 |
1Mr. Fish resigned from the Board of
Directors on 21 June 2017.
2Mr. Targoff is not a member of the Audit
Committee.
3Mr. Targoff does not attend Meetings as a
director where recommendations from the Investment Manager are
under consideration.
4Ms. Whittet was appointed to the Board of
Directors on 27 April 2017.
Committees of the Board
The AIC Code requires the Company to appoint nomination,
remuneration and management engagement committees. The Board has
not deemed this necessary as, being comprised wholly of
non-executive Directors, the whole Board considers these
matters.
Following the “Women on Boards” review conducted by Lord Davies’
of Abersoch in February 2011, the
Board has examined Lord Davies’ recommendations and noted that it
was consistently reviewing its policy and future appointments to
the Board would continue to be based on the individual’s skills and
experience regardless of gender.
Investment Manager
The Investment Manager has wide experience in managing and
administering fund vehicles and has access to extensive investment
management resources. The Board considers that the continued
appointment of the Investment Manager on the terms agreed would be
in the interests of the Company’s Shareholders as a whole.
Audit Committee
The Company’s Audit Committee conducts formal meetings at least
three times a year for the purpose, amongst others, of considering
the appointment, independence, effectiveness of the audit and
remuneration of the auditors and to review and recommend the annual
statutory accounts and interim report to the Board of
Directors.
Directors’ Duties and
Responsibilities
The Directors have adopted a set of Reserved Powers, which
establish the key purpose of the Board and detail its major duties.
These duties cover the following areas of responsibility:
· Statutory obligations and public
disclosure;
· Strategic matters and financial
reporting;
· Board composition and
accountability to Shareholders;
· Risk assessment and management,
including reporting, compliance, monitoring, governance and
control; and
· Other matters having material
effects on the Company.
These Reserved Powers of the Board have been adopted by the
Directors to clearly demonstrate the seriousness with which the
Board takes its fiduciary responsibilities and as an ongoing means
of measuring and monitoring the effectiveness of its actions.
The Directors are responsible for the overall management and
direction of the affairs of the Company. The Company has no
Executive Directors or employees. The Company invests all of its
assets in shares of the Master Fund and Third Point LLC acts as
Investment Manager to the Master Fund and is responsible for the
discretionary investment management of the Master Fund’s investment
portfolio under the terms of the Master Fund Prospectus.
Northern Trust International Fund Administration Services
(Guernsey) Limited (“NT”) acts as
Administrator and Company Secretary and is responsible to the Board
under the terms of the Administration Agreement. The Administrator
is also responsible to the Board for ensuring compliance with the
Rules and Regulations of The Companies (Guernsey) Law, London Stock Exchange listing
requirements and observation of the Reserved Powers of the Board
and in this respect the Board receives detailed quarterly
reports.
The Directors have access to the advice and services of the
Company Secretary who is responsible to the Board for ensuring that
Board procedures are followed and that it complies with applicable
rules and regulations of The Companies (Guernsey) Law, the GFSC and the London Stock
Exchange. Individual Directors may, at the expense of the Company,
seek independent professional advice on any matter that concerns
them in the furtherance of their duties. The Company maintains
appropriate Directors’ and Officers’ liability insurance in respect
of legal action against its Directors on an ongoing basis and the
Company has maintained appropriate Directors’ Liability Insurance
cover throughout the period.
The Board is also responsible for safeguarding the assets of the
Company and for taking reasonable steps for the prevention and
detection of fraud and other irregularities.
Internal Control and Financial
Reporting
The Directors acknowledge that they are responsible for
establishing and maintaining the Company’s system of internal
control and reviewing its effectiveness. Internal control systems
are designed to manage rather than eliminate the failure to achieve
business objectives and can only provide reasonable but not
absolute assurance against material misstatements or loss.
The Directors review all controls including operations,
compliance and risk management. The key procedures which have been
established to provide internal control are:
• Investment advisory
services are provided by the Investment Manager. The Board is
responsible for setting the overall investment policy, ensuring
compliance with the Company’s Investment Strategy and monitors the
action of the Investment Manager and Master Fund at regular Board
meetings. The Board has also delegated administration and company
secretarial services to NT; however it retains accountability for
all functions it has delegated.
• The Board considers the
process for identifying, evaluating and managing any significant
risks faced by the Company on an on-going basis. It ensures that
effective controls are in place to mitigate these risks and that a
satisfactory compliance regime exists to ensure all local and
international laws and regulations are upheld. Particular attention
has been given to the effectiveness of controls to monitor
liquidity risk, asset values, counterparty exposure and credit
availability.
• The Board clearly define
the duties and responsibilities of their agents and advisors and
appointments are made by the Board after due and careful
consideration. The Board monitors the ongoing performance of such
agents and advisors.
• The Investment Manager and
NT maintain their own systems of internal control, on which they
report to the board. The Company, in common with other
investment companies, does not have an internal audit function. The
Audit Committee has considered the need for an internal audit
function, but because of the internal control systems in place at
the Investment Manager and NT, has decided it appropriate to place
reliance on their systems and internal control procedures.
• The systems are designed
to ensure effectiveness and efficient operation, internal control
and compliance with laws and regulations. In establishing the
systems of internal control, regard is paid to the materiality of
relevant risks, the likelihood of costs being incurred and costs of
control. It follows therefore that the systems of internal control
can only provide reasonable but not absolute assurance against the
risk of material misstatement or loss.
Board Performance
The Board and Audit Committee undertake a formal annual
evaluation of their own performance and that of their committees
and individual Directors. In order to review their effectiveness,
the Board and Audit Committee carry out a process of formal
self-appraisal. The Directors and Committee consider how the Board
and Audit Committee functions as a whole and also review the
individual performance of its members. This process is conducted by
the respective Chairman reviewing individually with each of the
Directors and members of the Committee their performance,
contribution and commitment to the Company. The performance of the
Chairman is evaluated by the other independent Directors.
Management of Principal Risks and
Uncertainties
As noted in the Statement of Directors’ Responsibilities in
respect of the Unaudited Condensed Interim Financial Statements,
the Directors are required to provide a description of the
principal risks and uncertainties facing the Company. The Directors
have considered the risks and uncertainties facing the Company and
have prepared and review regularly a risk matrix which documents
the significant risks faced by the Company.
This process has been in place for the period under review and
up to the date of approval of this Interim Report and Unaudited
Financial Statements and is reviewed by the Board and is in
accordance with the Guidance on Risk Management, Internal Control
and Related Financial and Business Reporting.
This document considers the following information:
• Identifying and reporting
changes in the risk environment;
• Identifying and reporting
changes in the operational controls;
• Identifying and reporting
on the effectiveness of controls and remediation of errors arising;
and
• Reviewing the risks faced
by the Company and the controls in place to address those
risks.
The Directors have acknowledged they are responsible for
establishing and maintaining the Company’s system of internal
control and reviewing its effectiveness by focusing on four key
areas:
• Consideration of the
investment advisory services provided by the Investment
Manager;
• Consideration of the
process for identifying, evaluating and managing any significant
risks faced by the Company on an ongoing basis;
• Clarity around the duties
and responsibilities of the agents and advisors engaged by the
Directors; and
• Reliance on the Investment
Manager and Administrator maintaining their own systems of internal
controls.
Further discussion on Internal Control is documented in the
Directors’ Report under “Internal Control and Financial
Reporting”.
The main risks and uncertainties that the Directors consider to
apply to the Company are as follows:
• Underlying investment
performance of the Master Fund. To mitigate this risk the Directors
receive regular updates from the Investment Manager on the
performance of the Master Fund. The Board reviews quarterly
performance updates on the Master Fund and has access to the
Investment Manager on any potential question raised;
• Concentration of Investor
Base. The Directors receive quarterly investor reports from
Jefferies International Limited (“Corporate Broker”) and there is
regular communication between the Directors and Broker to identify
potential significant changes in the shareholder base;
• Discount/Premium to the
NAV. The Investment Manager, Corporate Broker and, when considered
necessary, the Board of Directors, maintain regular contact with
the significant Shareholders in the Company. As part of the ongoing
process to seek to narrow the discount to NAV per Share at which
the Shares are traded, the Directors introduced an annual dividend
policy and a share repurchase programme which is outlined in Note
6. Under the dividend policy it was anticipated that the Company
would pay a cash dividend between 4% and 5% of the NAV to the
extent that the positive NAV performance of the Company would
support such a dividend and absent other, exigent circumstances
relating to the Investment Manager and/or otherwise. An annual
distribution equivalent to 4% of the NAV of the Company was
declared on 10 January 2017 in
respect of the year ended 31 December
2016 amounting to $35,416,482
(30 June 2016: $Nil) and paid on
14 February 2017. The Board monitors
the discount/premium to the NAV on a regular basis and continually
maintains regular contact with significant Shareholders and the
Investment Manager when necessary.
• Performance of the
Investment Manager. The Directors review the performance of the
Investment Manager on an annual basis and Board representatives
conduct annual visits to the Investment Manager;
• Failure of appointed
service providers to the Company. The Directors conduct a formal
review of each service provider annually in addition to receiving
regular updates from each service provider and ensuring that there
is ongoing communication between the Board and the various service
providers to the Company;
• Financial Risk. The Board
employs independent administrators to prepare the Financial
Statements of the Company and meets with the independent auditors
at least twice a year to discuss all financial matters including
the appropriateness of the accounting policies.
• Liquidity Risk. Shares of
the Master Fund may be redeemed quarterly on 60 days’ prior written
notice or at other times with the consent of the Master Fund’s
Board of Directors in order to pay Company expenses. The majority
of the investments held by the Master Fund are held in cash and
securities with quoted prices available in active
markets/exchanges.
The Directors acknowledge the two year notice period of the
Investment Manager serving notice under the Management Agreement.
To mitigate against this risk, the Directors meet regularly with
the Investment Manager to review the Company’s performance, and
closely monitor the relationship with the Investment Manager. The
Directors confirm their belief that the Company will remain viable
for the period to 31 December
2019.
Going Concern
During the first six months of 2017, the Directors have carried
out a robust assessment of the principal risks facing the Company,
including those that would threaten its business model, future
performance, solvency or liquidity. The Directors believe that the
Company is well placed to manage its business risks successfully,
having taken into account the current economic outlook.
The Directors, having considered the above risks and reviewed
ongoing budgeted expenses, have a reasonable expectation that the
Company will be able to continue in operation and meet its
liabilities as they fall due.
After making enquiries and given the nature of the Company and
its investment, the Directors are satisfied that it is appropriate
to continue to adopt the going concern basis in preparing these
Unaudited Interim Condensed Financial Statements. The Master Fund
Shares are liquid and can be converted to cash to meet liabilities
as they fall due. After due consideration, the Directors consider
that the Company is able to continue for the foreseeable
future.
Significant Events During The
Period
On 10 January 2017, an annual
distribution was declared equivalent to 4% of the NAV of the
Company in respect of the year to 31
December 2016, amounting to $0.71 per USD Share and £0.67 per GBP Share
(31 December 2015: $Nil) and paid on
14 February 2017.
Relations with Shareholders
The Board welcomes Shareholders’ views and places great
importance on communication with its Shareholders. The Board
receives regular reports on the views of shareholders and the
Chairman and other Directors are available to meet shareholders if
required. Shareholders who wish to communicate with the Board
should, in the first instance contact the Administrator, whose
contact details can be found on the Company’s website. The Annual
General Meeting of the Company provides a forum for shareholders to
meet and discuss issues with the Directors of the Company. The
tenth Annual General Meeting was held on 21
June 2017 with all proposed resolutions being passed by the
Shareholders.
Foreign Account Tax Compliance Act and
International Tax Reporting
The Foreign Account Tax Compliance Act (“FATCA”) legislation is
aimed at determining the ownership of US assets in foreign accounts
and improving US tax compliance with respect to those assets. On
13 December 2013, The States of
Guernsey signed an
intergovernmental agreement (“IGA”) with US Treasury in order to
facilitate the requirements under FATCA. The US-Guernsey IGA came
into effect on 30 June 2014. In
accordance with FATCA, the Company has registered with the US
Internal Revenue Services (“IRS”) as a Guernsey reporting Foreign Financial
Institution (“FFI”) and has received a Global Intermediary
Identification Number (“GIIN”) which can be found on the IRS FFI
list.
The Common Reporting Standard (“CRS”) is a global standard for
the automatic exchange of financial account information developed
by the Organisation for Economic Co-operation and Development
(“OECD”), which has been adopted by Guernsey and which came into effect on
1 January 2016. The CRS replaced the
intergovernmental agreement between the UK and Guernsey to improve international tax
compliance that had previously applied in respect of 2014 and 2015.
This standard has been adopted by the Company.
Significant Shareholdings
As at 14 August 2017, the Company
have been notified that the following had significant shareholdings
in excess of 5% in the Company:
|
Total Shares
Held |
% Holdings in
Class |
Significant Shareholders |
|
|
|
|
|
US Dollar Shares |
|
|
Goldman Sachs Securities (Nominees)
Limited |
10,039,355 |
21.16 |
Vidacos Nominees Limited |
5,879,753 |
12.39 |
Vidacos Nominees Limited |
2,546,036 |
5.37 |
Lynchwood Nominees Limited |
2,406,466 |
5.07 |
|
|
|
Sterling Shares |
|
|
Vidacos Nominees Limited |
272,090 |
13.18 |
Nortrust Nominees Limited |
201,598 |
9.77 |
Alliance Trust Savings Nominee
Limited |
163,522 |
7.92 |
BNY (OCS) Nominees Limited |
116,024 |
5.62 |
The Directors confirm to the best of their knowledge:-
• these Unaudited Condensed
Interim Financial Statements have been prepared in accordance with
accounting principles generally accepted in the United States of America and have been
properly prepared in all material aspects;
• these Unaudited Condensed
Interim Financial Statements include information detailed in the
Directors’ Report, the Investment Manager’s Review and Notes to the
Unaudited Condensed Interim Financial Statements, which provide a
fair review of the information required by:-
a) DTR 4.2.7 of the Disclosure and
Transparency Rules (“DTR”), being an indication of important events
that have occurred during the first six months of the financial
year 2017 and their impact on these Unaudited Condensed Interim
Report and Financial Statements, and a description of the principal
risks and uncertainties for the remaining six months of the year;
and
b) DTR 4.2.8 of the DTR, being related party
transactions that have taken place in the first six months of the
current financial year 2017 and that have materially affected the
financial position or the performance of the Company during the six
month period ended 30 June 2017 and
any changes in the related party transactions described in the last
Annual Audited Financial Statements that could have a material
effect on the financial position or performance of the Company in
the first six months of the financial year 2017.
Signed on behalf of the Board by:
Marc Antoine Autheman
Keith
Dorrian
24 August 2017
Disclosure of Directorships in Public
Listed Companies
The following summarises the Directors’ directorships in public
companies:
Company Name
Exchange
Christopher
Legge
Ashmore Global Opportunities Limited
London
John Laing Environmental Assets Group Limited
London
Sherborne Investors (Guernsey)
B Limited
London
Sherborne Investors (Guernsey)
C Limited
London
TwentyFour Select Monthly Income Fund Limited
London
Keith
Dorrian
AB Alternative Strategies PCC Limited
Channel Islands
AB International Fund PCC Limited
Channel Islands
DW Catalyst Fund Limited
London
IIAB PCC Limited
Channel Islands
MasterCapital Fund Limited
Ireland
Christopher
Fish
Boussard & Gavaudan Holding Limited
Euronext and
London
Claire
Whittet
BH Macro Limited
Bermuda, London and Dubai
Eurocastle Investment Limited
Euronext
International Public Partners Limited
London
Riverstone Energy Limited
London
TwentyFour Select Monthly Income Fund Limited
London
Statement of Directors’
Responsibilities in Respect of the Financial Statements
The Directors are responsible for preparing the Unaudited
Condensed Interim Financial Statements in accordance with
applicable Guernsey Law and generally accepted accounting
principles. Guernsey Company Law requires the Directors to prepare
Financial Statements for each financial period which give a true
and fair view of the state of affairs of the Company and of the net
income or expense of the Company for that period.
In preparing these Unaudited Condensed Interim Financial
Statements the Directors should:
• select suitable accounting
policies and then apply them consistently;
• make judgements and
estimates that are reasonable and prudent;
• state whether the
applicable accounting standards have been followed subject to any
material departures disclosed and explained in the Unaudited
Condensed Interim Financial Statements; and
• prepare the Unaudited
Condensed Interim Financial Statements on a going concern basis
unless it is inappropriate to presume that the Company will
continue in business.
The Directors are responsible for keeping proper accounting
records which disclose with reasonable accuracy at any time the
financial position of the Company and to enable them to ensure that
the Unaudited Condensed Interim Financial Statements comply with
The Companies (Guernsey) Law,
2008. They are also responsible for the system of internal
controls, safeguarding the assets of the Company and hence for
taking reasonable steps for the prevention and detection of fraud
and other irregularities.
The Directors have responsibility to confirm that:
• these Unaudited Condensed
Interim Financial Statements have been prepared in accordance with
accounting principles generally accepted in the United States of America and have been
properly prepared in all material aspects;
• these Unaudited Condensed
Interim Financial Statements include information detailed in the
Directors’ Report, the Investment Manager’s Review and Notes to the
Unaudited Condensed Interim Financial Statements, which provide a
fair review of the information required by:-
a) DTR 4.2.7 of the Disclosure and
Transparency Rules (“DTR”), being an indication of important events
that have occurred during the first six months of the financial
year 2017 and their impact on these Unaudited Condensed Interim
Report and Financial Statements, and a description of the principal
risks and uncertainties for the remaining six months of the year;
and
b) DTR 4.2.8 of the DTR, being related party
transactions that have taken place in the first six months of the
current financial year 2017 and that have materially affected the
financial position or the performance of the Company during the six
month period ended 30 June 2017 and
any changes in the related party transactions described in the last
Annual Audited Financial Statements that could have a material
effect on the financial position or performance of the Company in
the first six months of the financial year 2017.
Signed on behalf of the Board by:
Marc Antoine Autheman
Keith
Dorrian
24 August 2017
Investment Manager’s Review
Performance Summary
USD Class |
|
|
% Change1 |
Share price |
|
|
|
Net asset value per share |
|
|
|
|
|
|
|
|
|
|
|
GBP Class |
|
|
% Change |
Share price |
|
|
|
Net asset value per share |
|
|
|
|
|
|
|
1 Calculation includes dividends paid
during the period ended 30 June
2017.
Strategy Performance
For the six months ended 30 June
2017, the net asset value per share increased by 11.0% and
10.7% in the U.S. Dollar and Sterling share classes,
respectively.
During the first half of 2017, market dynamics shifted as
expectations of significant changes in U.S. trade and tax policy
were reduced. Global economic growth coupled with volatility
created by several large political and macroeconomic events created
a favorable investment environment for the Investment Manager.
Accordingly, the portfolio benefited from the addition of several
compelling new core positions at attractive valuations. The
Investment Manager balanced long exposure driven by conviction in
top equity positions with several market and macroeconomic hedges
to protect against possible future market volatility.
Profits in the Investment Manager’s equity portfolio were
partially offset by modest negative returns in credit. Within
equities, outperformance from several large global investments was
compounded by a lack of significant detractors for the year to
date. The portfolio maintains minimal credit exposure relative to
recent years and therefore was not significantly impacted by
broader movement in credit markets.
Risk Outlook
During the second half of the year, the Investment Manager will
closely monitor news from central banks globally and will adjust
exposures as deemed appropriate. The Manager remains positive on
the portfolio’s well-balanced equity portfolio with a global mix of
event driven situations, higher-multiple defensive companies, and
activist opportunities.
At 30 June 2017, exposure in the
Investment Manager’s portfolio across four funds and three managed
accounts was as follows¹.:
|
Long |
Short |
Net |
Equities |
88.9% |
(25.8%) |
63.1% |
Credit |
15.3% |
(5.5%) |
9.8% |
Macro & Other |
13.1% |
(1.8%) |
11.3% |
|
|
|
|
|
|
Net equity exposure is defined as the long exposure minus the
short exposure of all equity positions (including long/short,
arbitrage, and other strategies), and can serve as a rough measure
of the exposure to fluctuations in overall market levels. The
Investment Manager continues to closely monitor the liquidity of
the portfolio, and is comfortable that the current composition is
aligned with the redemption terms of the fund.
¹ Relates to the Third Point Offshore Master Fund
L.P.
Independent Review Report
Third Point Offshore Investors
Limited
Introduction
We have been engaged by Third Point Offshore Investors Limited
(the “Company”) to review the Unaudited Condensed Interim Financial
Statements in the Unaudited Condensed Interim Report for the six
months ended 30 June 2017 which
comprise the Statements of Assets and Liabilities, Unaudited
Statements of Operations, Statements of Changes in Net Assets,
Unaudited Statements of Cash Flows and the related notes 1 to 13.
We have read the other information contained in the Unaudited
Condensed Interim Report and considered whether it contains any
apparent misstatements or material inconsistencies with the
information in the Unaudited Condensed Interim Financial
Statements.
This report is made solely to the Company in accordance with
guidance contained in International Standard on Review Engagements
(UK and Ireland) 2410 (“ISRE
2410”) “Review of Interim Financial Information Performed by the
Independent Auditor of the Entity” issued by the Auditing Practices
Board. To the fullest extent permitted by law, we do not accept or
assume responsibility to anyone other than the Company, for our
work, for this report, or for the conclusions we have formed.
Directors’ Responsibilities
The Unaudited Condensed Interim Report is the responsibility of,
and has been approved by, the Directors. The Directors are
responsible for preparing the Unaudited Condensed Interim Report in
accordance with the Disclosure and Transparency Rules of the United
Kingdom’s Financial Conduct Authority. As disclosed in note 3, the
Unaudited Condensed Interim Financial Statements of the Company are
prepared in accordance with accounting principles generally
accepted in the United States.
Our Responsibility
Our responsibility is to express to the Company a conclusion on
the Unaudited Condensed Interim Financial Statements in the
Unaudited Condensed Interim Report based on our review.
Scope of Review
We conducted our review in accordance with ISRE 2410, “Review of
Interim Financial Information Performed by the Independent Auditor
of the Entity” issued by the Auditing Practices Board for use in
the United Kingdom. A review of
interim financial information consists of making enquiries,
primarily of persons responsible for financial and accounting
matters, and applying analytical and other review procedures. A
review is substantially less in scope than an audit conducted in
accordance with International Standards on Auditing (UK and
Ireland) and consequently does not
enable us to obtain assurance that we would become aware of all
significant matters that might be identified in an audit.
Accordingly, we do not express an audit opinion.
Conclusion
Based on our review, nothing has come to our attention that
causes us to believe that the Unaudited Condensed Interim Financial
Statements in the Unaudited Condensed Interim Report for the six
months ended 30 June 2017 are not
prepared, in all material respects, in accordance with accounting
principles generally accepted in the
United States and the Disclosure and Transparency Rules of
the United Kingdom’s Financial Conduct Authority.
Ernst & Young LLP
Guernsey, Channel Islands
24 August 2017
1. The maintenance and integrity of
the Third Point Offshore Investors Limited web site is the
responsibility of the directors; the work carried out by the
auditor does not involve consideration of these matters and,
accordingly, the auditor accept no responsibility for any changes
that may have occurred to the financial statements since they were
initially presented on the web site.
2. Legislation in Guernsey governing the preparation and
dissemination of financial statements may differ from legislation
in other jurisdictions.
Statements of Assets and
Liabilities
|
Unaudited |
Audited |
(Stated in United States Dollars) |
As at
30 June 2017
US$ |
As at
31 December 2016
US$ |
Assets |
|
|
Investment in Third Point Offshore
Fund Ltd at fair value (Cost:US$435,544,917, 31 December 2016:
US$451,424,093) |
943,102,821 |
879,180,943 |
Cash |
86,631 |
88,845 |
Redemption receivable |
96,500 |
132,000 |
Other assets |
33,498 |
16,782 |
Total assets |
943,319,450 |
879,418,570 |
|
|
|
Liabilities |
|
|
Accrued expenses and other
liabilities |
210,367 |
118,217 |
Directors’ fees payable (Note
5) |
64,550 |
70,549 |
Administration fee payable (Note
4) |
46,612 |
43,858 |
Total liabilities |
321,529 |
232,624 |
Net assets |
942,997,921 |
879,185,946 |
Number of Ordinary Shares in issue (Note 6) |
|
|
US Dollar Shares |
47,462,941 |
47,500,847 |
Sterling Shares |
2,045,060 |
2,014,842 |
Net asset value per Ordinary Share (Notes 8 and 11) |
|
|
US Dollar Shares |
$18.86 |
$17.63 |
Sterling Shares |
£17.97 |
£16.84 |
Number of Ordinary B Shares in issue (Note 6) |
|
|
US Dollar Shares |
31,641,982 |
31,667,254 |
Sterling Shares |
1,363,387 |
1,343,242 |
The financial statements were approved by the Board of Directors
on 24 August 2017 and signed on its
behalf by:
Marc Antoine Autheman
Chairman
Keith
Dorrian
Director
See accompanying notes and attached
Unaudited Condensed Interim Financial Statements of Third Point
Offshore Fund Ltd. and Third Point Offshore Master Fund L.P.
Unaudited Statements of Operations
(Stated in United States Dollars) |
For
the period ended
30 June 2017
US$ |
For
the period ended
30 June 2016
US$ |
Realised and
unrealised gain from investment transactions allocated from Master
Fund |
|
|
Net realised gain from
securities, derivative contracts and
foreign currency translations |
74,423,891 |
19,693,645 |
Net change in
unrealised gain/(loss) on securities, derivative
contracts and foreign currency translations |
50,463,072 |
(10,687,482) |
Net (loss)/gain from currencies
allocated from Master Fund |
(1,315,958) |
258,871 |
Total net realised
and unrealised gain from investment
transactions allocated from Master Fund |
123,571,005 |
9,265,034 |
Net investment income / (loss) allocated from Master
Fund |
|
|
Interest income |
10,043,554 |
10,423,583 |
Dividends, net of
withholding taxes of US$971,371
(30 June 2016: US$970,471) |
3,112,860 |
2,818,524 |
Other income |
119,989 |
19,295 |
Stock borrow fees |
(40,746) |
(291,786) |
Incentive allocation (Note 2) |
(24,372,622) |
(1,494,578) |
Investment Management fee |
(9,076,488) |
(8,188,108) |
Dividends on securities sold, not
yet purchased |
(654,400) |
(367,296) |
Interest expense |
(596,215) |
(1,605,424) |
Other expenses |
(2,283,059) |
(1,340,783) |
Total net investment loss
allocated from Master Fund |
(23,747,127) |
(26,573) |
Company expenses |
|
|
Administration fee (Note 4) |
(86,185) |
(80,019) |
Directors’ fees (Note 5) |
(122,758) |
(119,735) |
Other fees |
(338,338) |
(395,791) |
Expenses paid on behalf
of Third Point Offshore Independent
Voting Company Limited (Note 4) |
(48,140) |
(41,290) |
Total Company expenses |
(595,421) |
(636,835) |
Net loss |
(24,342,548) |
(663,408) |
Net increase in net assets
resulting from operations |
99,228,457 |
8,601,626 |
See accompanying notes and attached
Unaudited Condensed Interim Financial Statements of Third Point
Offshore Fund Ltd. and Third Point Offshore Master Fund L.P.
Statements of Changes in Net
Assets
|
Unaudited |
Audited |
|
(Stated in United States Dollars) |
For the
period ended
30 June 2017
US$ |
For the
year ended
31 December 2016
US$ |
|
|
Increase in net
assets resulting from operations |
|
|
|
|
Net
realised gain from securities, commodities, derivative
contracts and foreign currency translations allocated from
Master Fund |
74,423,891 |
18,699,871 |
|
|
Net change in unrealised
gain on securities, derivative contracts and foreign currency
translations allocated from Master Fund |
50,463,072 |
29,019,101 |
|
|
Net (loss)/gain from
currencies allocated from Master Fund |
(1,315,958) |
879,489 |
|
|
Total net investment
loss allocated from Master Fund |
(23,747,127) |
(4,137,136) |
|
|
Total Company
expenses |
(595,421) |
(1,186,124) |
|
|
Net increase in net
assets resulting from operations |
99,228,457 |
43,275,201 |
|
|
Decrease in net assets resulting from capital share
transactions |
|
|
|
|
Dividend
Distribution |
(35,416,482) |
|
|
|
Net assets at the beginning of the period |
879,185,946 |
835,910,745 |
|
|
Net assets at the end
of the period |
942,997,921 |
879,185,946 |
|
|
|
|
|
|
|
|
|
|
See accompanying notes and attached
Unaudited Condensed Interim Financial Statements of Third Point
Offshore Fund Ltd. and Third Point Offshore Master Fund L.P.
Unaudited Statements of Cash Flows
(Stated in United States Dollars) |
For the period
ended
30 June 2017
US$ |
For the period
ended
30 June 2016
US$ |
Cash flows from operating
activities |
|
|
Operating expenses paid |
(227,404) |
(398,484) |
Directors’ fees paid |
(128,759) |
(127,565) |
Administration fee paid |
(83,431) |
(77,764) |
Expenses paid on behalf
of Third Point Offshore Independent
Voting Company Limited¹ |
(48,140) |
(41,290) |
Redemption from Master Fund |
35,902,002 |
620,200 |
Cash outflow from operating activities |
35,414,268 |
(24,903) |
Cash flows from financing activities |
|
|
Dividend distribution |
(35,416,482) |
– |
Net increase/(decrease) in
cash |
(2,214) |
(24,903) |
Cash at the beginning of the
period |
88,845 |
99,015 |
Cash at the end of the
period |
86,631 |
74,112 |
¹Expenses paid on behalf of Third
Point Offshore Independent Voting Company Limited consists of
Director Fees, Audit Fee and General Expenses
See accompanying notes and attached
Unaudited Condensed Interim Financial Statements of Third Point
Offshore Fund Ltd. and Third Point Offshore Master Fund L.P.
Notes to the Unaudited Condensed
Interim Financial Statements
For the period ended 30 June
2017
1. The Company
Third Point Offshore Investors Limited (the “Company”) is an
authorised closed-ended investment company incorporated in
Guernsey on 19 June 2007 for an unlimited period, with
registration number 47161.
2. Organisation
Investment Objective and Policy
The Company’s investment objective is to provide its
Shareholders with consistent long term capital appreciation,
utilising the investment skills of the Investment Manager, through
investment of all of its capital (net of short-term working capital
requirements) in Class E shares of Third Point Offshore Fund, Ltd.
(the “Master Fund”), an exempted company formed under the laws of
the Cayman Islands on 21 October 1996. The Master Fund’s investment
objective is to seek to generate consistent long-term capital
appreciation, by using an event driven, bottom-up, fundamental
approach to evaluate various types of securities throughout
companies’ capital structures. The Master Fund is managed by the
Investment Manager and the Investment Manager’s implementation of
the Master Fund’s investment policy is the main driver of the
Company’s performance. The Master Partnership invests all of its
investable assets in a corresponding open-end investment company
having the same investment objective
as the Master Partnership.
The Master Fund is a limited partner of Third Point Offshore
Master Fund L.P. (the “Master Partnership”), an exempted limited
partnership organised under the laws of the Cayman Islands, of which Third Point Advisors
II L.L.C., an affiliate of the Investment Manager, is the general
partner. Third Point LLC is the Investment Manager to the Company,
the Master Fund and the Master Partnership. The Master Fund and the
Master Partnership share the same investment objective, strategies
and restrictions as described above.
The Unaudited Condensed Interim Financial Statements of the
Master Fund and the Unaudited Condensed Interim Financial
Statements of the Master Partnership, should be read alongside the
Company’s Unaudited Condensed Interim Report and Financial
Statements.
Investment Manager
The Investment Manager is a Limited Liability Company formed on
28 October 1996 under the laws of the
State of Delaware. The Investment
Manager was appointed on 27 June 2007
and is responsible for the management and investment of the
Company’s assets on a discretionary basis in pursuit of the
Company’s investment objective, subject to the control of the
Company’s Board and certain borrowing and leveraging
restrictions.
The Company does not pay the Investment Manager for its services
as the Investment Manager is paid a management fee of 2 per cent
per annum of the Company’s share of the Master Fund’s net asset
value (the “NAV”) and a general partner incentive allocation of 20
per cent of the Master Fund’s NAV growth (“Full Incentive Fee”)
invested in the Master Partnership, subject to certain conditions
and related adjustments, by the Master Fund. If a particular series
invested in the Master Fund depreciates during any fiscal year and
during subsequent years there is a profit attributable to such
series, the series must recover an amount equal to 2.5 times the
amount of depreciation in the prior years before the Investment
Manager is entitled to the Full Incentive Fee. Until this occurs,
the series will be subject to a reduced incentive fee equal to half
of the Full Incentive Fee. The Company was allocated US$24,372,622 (30 June
2016: US$1,494,578) of
incentive fees for the period ended 30 June
2017.
3. Significant Accounting Policies
Basis of Presentation
The Unaudited Condensed Interim Financial Statements do not
include all the information and disclosures contained in the Annual
Financial Statements and should be read in conjunction with the
Company’s Annual Financial Statements as at 31 December 2016.
These Unaudited Condensed Interim Financial Statements have been
prepared in accordance with relevant accounting principles
generally accepted in the United States
of America (“US GAAP”). The functional and presentation
currency of the Company is United States Dollars.
Management has determined that the Company is an investment
company in conformity with US GAAP. Therefore the Company follows
the accounting and reporting guidance for investment companies in
the Financial Accounting Standards Board (‘‘FASB’’) Accounting
Standards Codification (‘‘ASC’’) 946, Financial Services –
Investment Companies (‘‘ASC 946’’).
The following are the significant accounting policies adopted by
the Company:
Cash and Cash Equivalents
Cash in the Statements of Assets and Liabilities comprises cash
at bank and on hand. Usually this is short term cash that settles
between 0-3 months.
Valuation of Investments
The Company records its investment in the Master Fund at fair
value. Fair values are generally determined utilising the net asset
value (“NAV”) provided by, or on behalf of, the underlying
Investment Managers of each investment fund. In accordance with
Financial Accounting Standards Board (“FASB”) Accounting Standards
Codification (“ASC”) Topic 820 “Fair Value Measurement”, fair value
is defined as the price the Company would receive upon selling a
security in a timely transaction to an independent buyer in the
principal or most advantageous market of the security. For further
information refer to the Master Partnership’s Unaudited Condensed
Interim Financial Statements.
The valuation of securities held by the Master Partnership,
which the Master Fund directly invests in, is discussed in the
notes to the Master Partnership’s Unaudited Condensed Interim
Financial Statement. The net asset value of the Company’s
investment in the Master Fund reflects its fair value. At
30 June 2017, the Company’s US Dollar
and Sterling shares represented 12.81% and 0.68% (31 December 2016: 12.26% and 0.61%) respectively
of the Master Fund’s net asset value.
The Company has adopted ASU 2015-07, Disclosures for Investments
in Certain Entities that calculate Net Asset Value per Share (or
its equivalent) (“ASU 2015-07”), in which certain investments
measured at fair value using the net asset value per share method
(or its equivalent) as a practical expedient are not required to be
categorised in the fair value hierarchy. Accordingly the Company
has not levelled applicable positions.
Uncertainty in Income Tax
ASC Topic 740 “Income Taxes” requires the evaluation of tax
positions taken or expected to be taken in the course of preparing
the Company’s tax returns to determine whether the tax positions
are “more likely- than-not” of being sustained by the applicable
tax authority based on the technical merits of the position. Tax
positions deemed to meet the more-likely-than-not threshold would
be recorded as a tax benefit or expense in the year of
determination. Management has evaluated the implications of ASC 740
and has determined that it has not had a material impact on these
Unaudited Condensed Interim Financial Statements.
Income and Expenses
The Company records its proportionate share of the Master Fund’s
income, expenses and realised and unrealised gains and losses on a
monthly basis. In addition, the Company accrues interest income, to
the extent it is expected to be collected, and other expenses.
Use of Estimates
The preparation of Unaudited Condensed Interim Financial
Statements in conformity with US GAAP may require management to
make estimates and assumptions that affect the amounts and
disclosures in the financial statements and accompanying notes.
Actual results could differ from those estimates. Other than what
is underlying in the Master Fund and the Master Partnership, the
Company does not use any estimates in respect of amounts that are
material to the Unaudited Condensed Interim Financial
Statements.
Foreign Exchange
Investment securities and other assets and liabilities
denominated in foreign currencies are translated into United States
Dollars using exchange rates at the reporting date. Purchases and
sales of investments and income and expense items denominated in
foreign currencies are translated into United States Dollars at the
date of such transaction. All foreign currency translation gains
and losses are included in the Unaudited Statement of
Operations.
Recent accounting pronouncements
In May 2015, the FASB issued ASU
2015-07, Disclosures for Investments in Certain Entities that
calculate Net Asset Value per share (or its equivalent) (“ASU
2015-07”), in which certain investments measured at fair value
using the net asset value per share method (or its equivalent) as a
practical expedient are not required to be categorised in the fair
value hierarchy. This guidance is effective for annual reporting
periods, including interim periods, beginning after 15 December 2016. The Master Partnership has
adopted ASU 2015-07 and accordingly has not levelled applicable
positions.
In January 2016, the FASB issued
Accounting Standards Update No. 2016-01 (ASU 2016-01) “Financial
Instruments-Overall (Subtopic 825-10): Recognition and Measurement
of Financial Assets and Financial Liabilities.” ASU 2016-01 amends
various aspects of the recognition, measurement, presentation, and
disclosure for financial instruments. ASU 2016-01 is effective for
annual reporting periods, and interim periods within those years
beginning after 15 December 2017. We
do not expect that this standard will have a material effect on our
financial statements.
4. Material Agreements
Management and Incentive fees
The Investment Manager was appointed by the Company to invest
its assets in pursuit of the Company’s investment objectives and
policies. As disclosed in Note 2, the Investment Manager is
remunerated by the Master Fund by way of management fees and
incentive fees.
Administration fees
Under the terms of an Administration Agreement dated
29 June 2007, the Company appointed
Northern Trust International Fund Administration Services
(Guernsey) Limited as
Administrator (the “Administrator”) and Corporate Secretary.
The Administrator is paid fees based on the NAV of the Company,
payable quarterly in arrears. The fee is at a rate of 2 basis
points of the NAV of the Company for the first £500 million of NAV
and a rate of 1.5 basis points for any NAV above £500 million. This
fee is subject to a minimum of £4,250 per month.
The Administrator is also entitled to an annual corporate
governance fee of £30,000 for its company secretarial and
compliance activities.
In addition, the Administrator is entitled to be reimbursed
out-of-pocket expenses incurred in the course of carrying out its
duties, and may charge additional fees for certain other
services.
Total Administrator expenses during the period amounted to
US$86,185 with US$46,612 outstanding (30
June 2016: US$80,019 with
US$43,149 outstanding).
Related Party
The Company has entered into a support and custody agreement
with Third Point Offshore Independent Voting Company Limited
(“VoteCo”) whereby, in return for the services provided by VoteCo,
the Company will provide VoteCo with funds from time to time in
order to enable VoteCo to meet its obligations as they fall due.
Under this agreement, the Company has also agreed to pay all the
expenses of VoteCo, including the fees of the directors of VoteCo,
the fees of all advisors engaged by the directors of VoteCo and
premiums for directors and officers insurance. The Company has also
agreed to indemnify the directors of VoteCo in respect of all
liabilities that they may incur in their capacity as directors of
VoteCo. The expenses paid by the Company on behalf of Voteco during
the period is outlined in the Unaudited Statement of Operations and
amounted to US$48,140 with
$25,258 outstanding (30 June 2016: US$41,290 with $24,243 outstanding).
5. Directors’ Fees
The Chairman is entitled to a fee of £63,000 per annum. All
other independent Directors are entitled to receive £38,000 per
annum with the exception of Mr. Legge who receives £46,000 per
annum as the audit committee chairman. Mr. Targoff has waived his
fees. The Directors are also entitled to be reimbursed for expenses
properly incurred in the performance of their duties as
Director. The Directors’ fees during the period amounted to
US$122,758 (30
June 2016: US$119,735) with
US$64,550outstanding (31 December 2016: US$70,549). As at 30 June
2017 Directors’ Fee’s accrued by the Company amounted to
$64,548 (31
December 2016: $54,368).
6. Share Capital
The Company was incorporated with the authority to issue an
unlimited number of Ordinary Shares (the “Shares”) with no par
value and an unlimited number of Ordinary B Shares (“B Shares”) of
no par value. The Shares may be divided into at least two classes
denominated in US Dollar and Sterling.
The Company has issued approximately 40 per cent of the
aggregate voting rights of the Company to VoteCo in the form of B
Shares. The B Shares are unlisted and except for an entitlement to
receive a fixed annual dividend at a rate of 0.0000001 pence (Sterling) do not carry any other
economic interests and at all times will represent approximately 40
per cent of the aggregate issued capital of the Company. The
Articles of Incorporation provide that the ratio of issued US
Dollar B Shares to Sterling B Shares shall at all times approximate
as closely as possible the ratio of issued US Dollar Shares to
Sterling Shares in the Company.
` |
US
Dollar
Shares |
Sterling
Shares |
Number of Ordinary
Shares |
|
|
Shares issued 1 January 2017 |
47,500,847 |
2,014,842 |
Shares Converted |
|
|
Total shares transferred to share
class during the period |
54,477 |
76,153 |
Total shares transferred out of
share class during the period |
(92,383) |
(45,935) |
Shares in issue at
end of period |
47,462,941 |
2,045,060 |
|
US Dollar
Shares |
Sterling
Shares |
Share Capital Account |
|
|
Share capital account at 1 January
2017 |
366,489,735 |
36,253,516 |
Shares Converted |
|
|
Total share value transferred to
share class during the period |
975,446 |
1,673,302 |
Total share value transferred out of
share class during the period |
(1,673,302) |
(975,446) |
Share capital account at end of
period |
365,791,879 |
36,951,372 |
|
US Dollar
Shares |
Sterling
Shares |
Number of Ordinary B
Shares |
|
|
Shares in issue as at 1 January
2017 |
31,667,254 |
1,343,242 |
Shares Converted |
|
|
Total shares transferred to share
class during the period |
36,317 |
50,769 |
Total shares transferred out of
share class during the period |
(61,589) |
(30,624) |
Shares in issue at end of
period |
31,641,982 |
1,363,387 |
In respect of each class of Shares a separate class account has
been established in the books of the Company. An amount equal to
the aggregate proceeds of issue of each Share Class has been
credited to the relevant class account. Any increase or decrease in
the NAV of the Master Fund, as calculated by the Master Fund, is
allocated to the relevant class account in the Company according to
the number of shares held by each class.
Each class account is allocated those costs, expenses, losses,
dividends, profits, gains and income which the Directors determine
in their sole discretion relate to a particular class. Expenses
which relate to the Company as whole rather than specific classes
are allocated to each class in the proportion that its NAV bears to
the Company as a whole.
Voting Rights
Ordinary Shares carry the right to vote at general meetings of
the Company and to receive any dividends, attributable to the
Ordinary Shares as a class, declared by the Company and, in a
winding-up will be entitled to receive, by way of capital, any
surplus assets of the Company attributable to the Ordinary Shares
as a class in proportion to their holdings remaining after
settlement of any outstanding liabilities of the Company. B Shares
also carry the right to vote at general meetings of the Company but
carry no rights to distribution of profits or in the winding-up of
the Company.
As prescribed in the Company’s Articles, each Shareholder
present at general meetings of the Company shall, upon a show of
hands, have one vote. Upon a poll, each Shareholder shall, in the
case of a separate class meeting, have one vote in respect of each
Share or B Share held and, in the case of a general meeting of all
Shareholders, have one vote in respect of each US Dollar Share or
US Dollar B Share held, and two votes in respect of each
Sterling Share or Sterling B Share
held. Fluctuations in currency rates will not affect the relative
voting rights applicable to the Shares and B Shares. In addition
all of the Company’s Shareholders have the right to vote on all
material changes to the Company’s investment policy.
Repurchase of Shares and Discount
Control
The Directors of the Company were granted authority to purchase
in the market up to 14.99 per cent of each class of Shares in issue
at the Annual General Meeting on 21 June
2017, and they intend to seek annual renewal of this
authority from Shareholders. The Directors propose to utilise this
share repurchase authority to address any imbalance between the
supply of and demand for shares. Pursuant to the Director’s share
repurchase authority, the Company, through the Master Fund,
commenced a share repurchase program in December 2007. The Shares are being held by the
Master Partnership. The Master Partnership’s gains or losses and
implied financing costs related to the shares purchased through the
share purchase programme are entirely allocated to the Company’s
investment in the Master Fund. The Master Partnership has an
ownership of 11.88% of the USD shares outstanding at 30 June 2017 (31 December
2016: 11.87%). In addition, the Company, the Master Fund,
the Investment Manager and its affiliates have the ability to
purchase Shares in the after-market at any time the Shares trade at
a discount to NAV.
At 30 June 2017 and 31 December 2016 the Master Partnership held the
following Shares in the Company in the after-market:
30 June 2017 |
Currency |
Number of
Shares |
Cost |
Average
Cost
per Share |
US Dollar Shares |
USD |
5,879,753 |
US$65,025,532 |
US$11.06 |
|
|
|
|
|
|
Currency |
Number of
Shares |
Cost |
Average
Cost
per Share |
US Dollar Shares |
USD |
5,879,753 |
US$65,025,532 |
US$11.06 |
Further issue of Shares
Under the Articles, the Directors have the power to issue
further shares on a non-pre-emptive basis. If the Directors issue
further Shares, the issue price will not be less than the
then-prevailing estimated weekly NAV per Share of the relevant
class of Shares.
Share Conversion Scheme
The Company’s Articles incorporate provisions to enable
Shareholders of any one Class of Ordinary Shares to convert all or
part of their holding into any other Currency Class of Ordinary
Share on a monthly basis on the following terms:
(1) the right of conversion is exercisable by the said holder
giving to the Company or its authorised agent at least 10 business
days’ notice;
(2) the notice shall specify the number and Currency Class to be
converted from and the Currency Class of Ordinary Shares into which
they are to be converted.
(3) the notice shall be submitted either through submission of
the relevant instruction mechanism or through the return of the
relevant Ordinary Share Certificate.
Upon conversion a corresponding number of B Shares will be
converted in a similar manner.
If the aggregate NAV of any Currency Class at any month-end
falls below the equivalent of US$50
million, the Shares of that Class may be converted
compulsorily into Shares of the Currency Class with the greatest
aggregate value in US Dollar terms at the time. Each conversion
will be based on NAV (Note 8) of the share classes to be converted.
At this time the Board has no intention to compulsorily convert the
Sterling Shares into US Dollar Shares.
7. Taxation
The Fund is exempt from taxation in Guernsey under the provisions of the Income
Tax (Exempt Bodies) (Guernsey)
Ordinance 1989.
8. Calculation of Net Asset Value
The NAV of the Company is equal to the value of its total assets
less its total liabilities. The NAV per Share of each class is
calculated by dividing the NAV of the relevant class account by the
number of Ordinary Shares of the relevant class in issue on that
day.
9. Related Party Transactions
At 30 June 2017 other investment
funds owned by or affiliated with the Investment Manager owned
5,630,444 (31 December 2016:
5,630,444) US Dollar Shares in the Company. Refer to note 4 and
note 5 for additional related party transactions disclosures.
10. Significant Events
On 10 January 2017, an annual
distribution was declared equivalent to 4% of the NAV of the
Company in respect of the year to 31
December 2016, amounting to $0.71 per USD Share and £0.67 per GBP Share
(31 December 2015: $Nil) and paid on
14 February 2017.
11. Financial Highlights
The following tables include selected data for a single Ordinary
Share of each of the Ordinary Share classes in issue at the period
end and other performance information derived from the Unaudited
Condensed Interim Financial Statements.
|
US Dollar
Shares
30 June 2017
US$ |
Sterling
Shares
30 June 2017
£ |
Per Share Operating
Performance |
|
|
Net Asset Value
beginning of the period |
17.63 |
16.84 |
Income from Operations |
|
|
Net realised and
unrealised loss from investment transactions allocated from
Master Fund¹ |
2.43 |
2.24 |
Net loss |
(0.49) |
(0.44) |
Total Return from
Operations |
1.94 |
1.80 |
Dividend Distribution |
(0.71) |
(0.67) |
Net Asset Value, end of the
period |
18.86 |
17.97 |
Total return before incentive fee
allocated from Master Fund |
13.77% |
13.44% |
Incentive allocation from Master
Fund |
(2.77%) |
(2.75%) |
Total return after incentive fee
allocated from Master Fund |
11.00% |
10.69% |
Total return from operations reflects the net return for an
investment made at the beginning of the period and is calculated as
the change in the NAV per Ordinary Share during the period ended
30 June 2017 and is not annualised.
An individual Shareholder’s return may vary from these returns
based on the timing of their purchases and sales of shares on the
market.
|
US Dollar
Shares
30 June 2016
US$ |
Sterling
Shares
30 June 2016
£ |
Per Share Operating
Performance |
|
|
Net Asset Value
beginning of the period |
16.62 |
15.95 |
Income from Operations |
|
|
Net realised and
unrealised loss from investment transactions allocated from
Master Fund¹ |
0.27 |
0.23 |
Net loss |
(0.01) |
(0.01) |
Total Return from
Operations |
0.26 |
0.22 |
Net Asset Value, end of the
period |
16.88 |
16.17 |
Total return before incentive fee
allocated from Master Fund |
1.74% |
1.54% |
Incentive allocation from Master
Fund |
(0.18%) |
(0.16%) |
Total return after incentive fee
allocated from Master Fund |
1.56% |
1.38% |
Footnote:
1Includes foreign currency translation of
profit/(loss) with respect to Sterling share class.
Total return from operations reflects the net return for an
investment made at the beginning of the period and is calculated as
the change in the NAV per Ordinary Share during the period ended
30 June 2016 and is not annualised.
An individual Shareholder’s return may vary from these returns
based on the timing of their purchases and sales of shares on the
market.
|
US Dollar
Shares
30 June 2017
US$ |
Sterling
Shares
30 June 2017
£ |
Supplemental data |
|
|
Net Asset Value, end of the
period |
895,178,265 |
36,741,959 |
Average Net Asset Value, for the
period² |
860,571,104 |
34,914,549 |
Ratio to average net
assets |
|
|
Operating expenses³ |
(1.46%) |
(1.46%) |
Incentive fee allocated from Master
Fund |
(2.70%) |
(2.61%) |
Total operating expense³ |
(4.16%) |
(4.07%) |
Net loss |
(2.69%) |
(2.61%) |
|
US Dollar
Shares
30 June 2016
US$ |
Sterling
Shares
30 June 2016
£ |
Supplemental data |
|
|
Net Asset Value, end of the
period |
807,208,261 |
28,164,673 |
Average Net Asset Value, for the
period² |
781,429,994 |
28,621,062 |
Ratio to average net
assets |
|
|
Operating expenses³ |
(1.51%) |
(1.57%) |
Incentive fee allocated from Master
Fund |
(0.18%) |
(0.17%) |
Total operating expense³ |
(1.69%) |
(1.74%) |
Net loss |
(0.08%) |
(0.06%) |
Footnote:
2Average Net Asset Value for the period is
calculated based on published monthly estimates of NAV.
3Operating expenses are Company expenses
together with operating expenses allocated from the Master
Fund.
12. Ongoing Charge Calculation
Ongoing charges for the period / year ended 30 June 2017 and 31
December 2016 have been prepared in accordance with the AIC
recommended methodology. Performance fees were charged to the
Master Fund. In line with AIC guidance, an Ongoing Charge has been
disclosed both including and excluding performance fees. The
Ongoing charges for the period / year ended 30 June 2017 and 31
December 2016 excluding performance fees and including
performance fees are based on Company expenses and allocated Master
Fund expenses outlined below.
(excluding performance
fees) |
30 June
2017 |
31 December
2016 |
US Dollar Shares |
2.67% |
2.30% |
Sterling Shares |
2.65% |
2.32% |
(including performance fees)4 |
30 June 2017 |
31 December 2016 |
US Dollar Shares |
8.11% |
3.05% |
Sterling Shares |
7.92% |
2.95% |
|
Footnote:
4Performance fees have been annualised in
accordance with AIC guidance; however they may fluctuate
significantly over the remainder of the year in line with the
Company’s performance.
13. Subsequent Events
There were no events subsequent to the period-end which, in the
opinion of the Directors, may have an impact on the Unaudited
Condensed Interim Financial Statements for the period ended
30 June 2017.
Management and Administration
Directors
Christopher
Legge*
Marc Antoine Autheman (Chairman)*
PO Box 255, Trafalgar Court, Les
Banques,
PO Box 255, Trafalgar Court, Les Banques,
St Peter Port, Guernsey,
St Peter Port, Guernsey,
Channel
Islands, GY1 3QL.
Channel Islands, GY1 3QL.
Keith
Dorrian*
Joshua L Targoff
PO Box 255, Trafalgar Court, Les Banques,
PO Box 255, Trafalgar Court, Les Banques,
St Peter Port, Guernsey,
St Peter Port, Guernsey,
Channel Islands, GY1 3QL.
Channel Islands, GY1 3QL.
Christopher
Fish*¹
Claire Whittet*²
PO Box 255, Trafalgar Court, Les Banques,
PO Box 255, Trafalgar Court, Les Banques,
St Peter Port, Guernsey,
St Peter Port, Guernsey,
Channel Islands, GY1 3QL.
Channel Islands, GY1 3QL.
* These Directors are
independent.
¹ Retired 21
June 2017.
² Appointed 27
April 2017.
Investment Manager
Registered Office
Third Point LLC
PO Box 255, Trafalgar Court, Les
Banques,
18th Floor, 390 Park Avenue,
St Peter Port, Guernsey,
New York, NY 10022,
Channel Islands, GY1 3QL.
United States of America.
Auditors
Administrator and Secretary
Ernst & Young LLP
Northern Trust International Fund
PO Box 9, Royal Chambers
Administration Services (Guernsey) Limited,
St Julian’s Avenue,
PO Box 255, Trafalgar Court, Les Banques,
St Peter Port, Guernsey,
St Peter Port, Guernsey,
Channel Islands, GY1 4AF.
Channel Islands, GY1
3QL.
Legal Advisors (UK Law)
Legal Advisors (Guernsey Law)
Herbert Smith Freehills LLP
Mourant Ozannes
Exchange House, Primrose Street,
PO Box 186, Le Marchant Street,
London, EC2A 2HS,
St Peter Port, Guernsey,
United Kingdom.
Channel
Islands, GY1 4HP.
Legal Advisors (US Law)
Receiving Agent
Cravath, Swaine & Moore, LLP
Capita Registrars
825 Eighth Avenue, Worldwide Plaza,
The
Registry,
New York, NY 10019-7475,
34 Beckenham Road,
United States of America.
Beckenham, Kent BR3 4TU,
United Kingdom.
Registrar and CREST Service Provider
Corporate Broker
Capita Registrars (Guernsey)
Limited
Jefferies International
Limited
2nd Floor, No.1 Le Truchot,
Vintners Place,
St Peter Port, Guernsey,
68 Upper Thames Street,
Channel Islands, GY1 1WO.
London EC4V 3BJ,
United Kingdom.