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Annual Financial Report

8th Mar 2013 07:00

RNS Number : 5365Z
Princess Private Equity Holding Ltd
07 March 2013
 



Princess Private Equity Holding Limited

For Immediate Release

 

ANNUAL FINANCIAL RESULTS ANNOUNCEMENT

YEAR ENDED 31 DECEMBER 2012

 

The Board of Princess Private Equity Holding Limited (Princess or the Company) announces the Audited Consolidated Annual Financial Results of the Company for the year ended 31 December 2012.

 

In accordance with DTR4.1, the full Annual Financial Report will be issued to Shareholders on or about 7 March 2012. The required announcement in accordance with DTR4.1 will be made on the day of issue of the Annual Financial Report.

 

CHAIRMAN'S REPORT

Dear Investors

As Chairman of the Board of Princess Private Equity Holding Limited, I am pleased to present the Annual Report for 2012. I continue to have great confidence in the Princess portfolio and its Investment Manager, especially with the Company's ongoing enhancement of shareholder value in the face of persistent macroeconomic uncertainty.

2012 was a transitional year for Princess, with the acceleration in direct investment activity ultimately raising the portfolio's exposure to direct investments by 14 percentage points over the year to 36%. To complement this change in focus, the Company implemented a series of new corporate initiatives aimed at narrowing the stubbornly wide NAV discount. These initiatives included: the consolidation of all trading activities on the London Stock Exchange in an effort to boost liquidity for investors; the standardization of management fees at the lower level of 1.5%, to align the Company's costs with its new strategic focus on direct investments; and the increasing of dividend payments by 8.9% over last year, thus confirming its commitment to return capital to shareholders by offering a high dividend yield of 5-8% per annum. The Company also bought and cancelled shares during the year, as part of its ongoing share buyback program.

Princess' transition towards becoming a direct investment vehicle was supported by the sale of third-party fund positions on the secondary market. Though these secondary sales ultimately constrained Princess' NAV returns over the year, the circa EUR 170 million raised through secondary sales in 2012 should help Princess achieve an above 50% exposure to direct investments by the end of 2013. In aggregate, the market responded well to these strategic initiatives, with Princess' shares delivering a total return of 26.0% in 2012 and the discount narrowing to 18.7% from 33.6% as at the end of 2011.

Valuation developments within the portfolio positively impacted NAV performance in 2012. Constructive value creation initiatives continued to foster operational improvements in underlying portfolio companies, while Princess' mature portfolio also generated sizable distribution proceeds. Princess' balance sheet remains strong, with high levels of net liquidity, and is therefore well poised to support, future dividend payments, share buybacks and further direct investments by the Company.

My fellow Directors and I would like to take this opportunity to thank you for the confidence you have shown in Princess. It is our sincere belief that the substantial progress made this year with the repositioning of Princess, should ensure that the Company is well-placed to continue enhancing value for its shareholders. We would also like to take this opportunity to thank Andreas Billmaier, who stepped down from the Board in November 2012, for his dedicated and constructive service to the Company.

Brian Human, Chairman

Guernsey, 5 March 2013

Audited consolidated statement of comprehensive income for the period from 01 January 2012 to 31 December 2012

 

 

Notes

In thousands of EUR

01.01.2012

01.01.2011

31.12.2012

31.12.2011

Net income from financial assets at fair value through profit or loss

21'332

74'420

Private equity

15'121

63'791

Interest & dividend income

20

54

-

Revaluation

10,21

16'586

51'868

Net foreign exchange gains / (losses)

10,22

(1'519)

11'923

Private debt

4'713

9'039

Interest income (including PIK)

20

2'697

2'346

Revaluation

10,21

1'707

5'129

Net foreign exchange gains / (losses)

10,22

309

1'564

Private real estate

1'126

1'455

Revaluation

10,21

1'129

1'458

Net foreign exchange gains / (losses)

10,22

(3)

(3)

Private infrastructure

372

135

Revaluation

10,21

372

135

Net income from cash & cash equivalents and other income

32

500

Interest income

20

17

330

Net foreign exchange gains / (losses)

22

15

170

Total net income

21'364

74'920

Operating expenses

(18'282)

(18'468)

Management fees

23

(10'937)

(12'067)

Incentive fees

14,23

(2'271)

(4'471)

Administration fees

23

(307)

(306)

Other operating expenses

(3'063)

(1'449)

Other net foreign exchange gains / (losses)

22

(1'704)

(175)

Other financial activities

2'068

(18'069)

Setup expenses - credit facilities

(31)

(811)

Interest expense - credit facilities

20

(869)

(2'886)

Other finance cost

(2'283)

(24)

Net gains / (losses) from hedging activities

11,21

5'250

(14'414)

Other income

1

66

Surplus / (loss) for the financial period

5'150

38'383

Other comprehensive income for the period; net of tax

-

-

Total comprehensive income for the period

5'150

 38'383

Weighted average number of shares outstanding

69'514'391

69'825'277

Basic surplus per share for the financial period

0.07

0.55

Diluted surplus per share for the financial period

0.07

0.55

The Euro earnings per share is calculated by dividing the surplus / (loss) for the financial period by the weighted average number of shares outstanding

Audited consolidated statement of financial position

 

 

 

As at 31 December 2012

Notes

In thousands of EUR

31.12.2012

31.12.2011

ASSETS

Financial assets at fair value through profit or loss

Private equity

10

330'260

523'201

Private debt

10

63'462

65'728

Private real estate

10

19'166

15'714

Private infrastructure

10

4'895

3'782

Deferred receivables on investments

15

95'797

-

Non-current assets

513'580

608'425

Other short-term receivables

7'027

231

Hedging assets

11

5'166

-

Cash and cash equivalents

12

65'724

19'339

Current assets

77'917

19'570

TOTAL ASSETS

591'497

627'995

EQUITY AND LIABILITIES

Share capital

13

70

70

Retained earnings

(16'386)

(21'536)

Reserves

13

599'459

634'293

Total Equity

583'143

612'827

Hedging liabilities

11

-

3'852

Accruals and other short-term payables

8'354

11'316

Liabilities falling due within one year

8'354

15'168

TOTAL EQUITY AND LIABILITIES

591'497

627'995

Audited consolidated statement of changes in equity for the period from 01 January 2012 to 31 December 2012

 

In thousands of EUR Share capital

Reserves

Retainedearnings

Total

Equity at beginning of reporting period

70

634'293

(21'536)

612'827

Dividend paid during the period

-

(34'057)

-

(34'057)

Other comprehensive income for the period; net of tax

-

-

-

-

Share buyback and cancellation

-

(777)

-

(777)

Surplus / (loss) for the financial period

-

-

5'150

5'150

Equity at end of reporting period

for the period from 1 January 2011 to 31 December 2011

70

599'459

(16'386)

583'143

In thousands of EUR Share capital

Reserves

Retainedearnings

Total

Equity at beginning of reporting period

70

668'882

(59'919)

609'033

Dividend paid during the period

-

(31'401)

-

(31'401)

Other comprehensive income for the period; net of tax

-

-

-

-

Share buyback and cancellation

-

(3'188)

-

(3'188)

Surplus / (loss) for the financial period

-

-

38'383

38'383

Equity at end of reporting period

70

634'293

(21'536)

612'827

Audited consolidated cash flow statement

for the period from 01 January 2012 to 31 December 2012

 

In thousands of EUR

01.01.2012

01.01.2011

31.12.2012

31.12.2011

Operating activities

Surplus / (loss) for the financial period

5'150

38'383

Adjustments:

Net foreign exchange (gains) / losses

22

2'902

(13'479)

Investment revaluation

21

(19'794)

(58'590)

Net (gain) / loss on interests

20

(1'866)

210

Net (gain) / loss on dividends

20

(33)

-

Revaluation on forward hedges

11

(7'075)

6'739

Revaluation on option hedges

11

1'825

7'674

(Increase) / decrease in receivables

(104'141)

1'354

Increase / (decrease) in payables

(3'118)

3'486

Realized revaluation on forward hedges

11

(3'768)

(1'062)

Option premiums paid

11

-

72

Purchase of private equity investments

10

(66'223)

(60'487)

Purchase of private debt investments

10

(10'641)

(16'605)

Purchase of private real estate investments

10

(2'326)

(2'899)

Purchase of private infrastructure investments

10

(959)

(1'704)

Distributions from and proceeds from sales of private equity investments

10

277'134

125'964

Distributions from and proceeds from sales of private debt investments

10

13'062

8'319

Distributions from and proceeds from sales of private real estate investments

10

-

946

Distributions from and proceeds from sales of private infrastructure investments

10

218

402

Interest & dividends received

1'726

1'272

Net cash from / (used in) operating activities

82'073

39'995

Financing activities

Increase / (decrease) in credit facilities

-

(32'500)

Interest expense - credit facilities

20

(869)

(2'886)

Dividends paid

13

(34'057)

(31'401)

Share buyback and cancellation

13

(777)

(3'188)

Net cash from / (used in) financing activities

(35'703)

(69'975)

Net increase / (decrease) in cash and cash equivalents

46'370

(29'980)

Cash and cash equivalents at beginning of reporting period

12

19'339

49'149

Effects of foreign currency exchange rate changes on cash and cash equivalents

22

15

170

Cash and cash equivalents at end of reporting period

12

65'724

19'339

NAV performance slightly up in 2012

 

In 2012, Princess' audited net asset value (NAV) was slightly up at EUR 8.40 per share, adjusted for the total dividend of EUR 0.49 per share paid out over the year. Valuation developments contributed as much as +3.2% to Princess' NAV in 2012, as constructive value creation initiatives by the Investment Manager and its partners continued to foster operational improvements in underlying portfolio companies. For instance, the last twelve months saw the 50 largest portfolio companies, representing approximately 34.6% of NAV, achieve a weighted average revenue and earnings (EBITDA) growth rate of 11.7% and 13.9%, respectively.

 

Realizations also had a positive impact on portfolio valuations in 2012, as Princess' mature portfolio exited a number of investments at significant valuation uplifts to book value. In 2012, Princess generated exit proceeds of EUR 139 million, or 22.7% of end-2011 NAV, with two notable contributors being the divestment of its stake in Bartec, a leading global provider of industrial safety technology, and the full realization of a direct investment in the nutritional products retailer General Nutrition Centers (GNC).

 

However, despite these positive valuation developments and strong realizations, Princess' NAV performance was constrained in 2012 by the discounted sale of a number of third-party fund positions on the secondary market. In aggregate, the secondary sales had a circa -3.0% impact on Princess' NAV, as the funds were disposed of at a discount to their carrying values. The secondary sales nonetheless enhanced Princess' shareholder value over the year, as they helped to significantly accelerate the portfolio's phased transition towards becoming a pure direct investment vehicle, a key objective of the Company's 2010 strategic review.

 

Strong share price performance reflects new corporate initiatives

Over the year, the market responded well to a number of new strategic initiatives by the Company, as evidenced by the 26.0% total return achieved by Princess' shares, based on its 2012 closing price of EUR 6.83 (2011: EUR 5.85). These initiatives included the increased focus on direct investments, the consolidation of the Company's listing on the London Stock Exchange, the simplification and reduction of Princess' management fee structure, and the sale of selected third-party funds on the secondary market. Rallying global stock markets provided further impetus for the strong showing of Princess' shares in 2012. As a result of the significant re-rating of Princess in the market, the Company's price to NAV discount narrowed sharply to 18.7% as of 31 December 2012, from 33.6% as at the end of last year.

 

Pick-up in direct investment activity

 

In 2012, Princess made EUR 80.1 million in new investments, of which over 50% was allocated to new direct deals. As part of its phased transition towards becoming a pure direct investment vehicle, Princess, in 2012, invested in 13 direct mezzanine deals with an average target IRR of 20% and equity cushion at entry of 46%. Key investments included Securitas Direct, BSN medical and Mercury Pharma. Princess also invested in four direct private equity transactions at an average entry multiple of 8.5x EBITDA. These deals were Trimco, Global Blue, Strategic Partners and Grupo SBF. The increase in direct investment activity helped Princess boost its exposure to direct investments by 14 percentage points over the year, from 22% to 36% of the portfolio.

 

Going forward, Princess plans to further increase its allocation to direct investments, focusing on opportunities in the small-to-mid-cap sector, where the Investment Manager believes valuations to be more attractive than in the large-cap segment of the market. The expectation is that by the end of 2013, the Princess portfolio will be over 50% allocated towards direct investments.

Secondary sales to fuel investment activity

In August 2012, Princess signed a binding agreement to sell a portfolio of 17 large-cap European and North American buyout fund positions to a third-party buyer, at a discount of 4.95% based on the 31 December 2011 NAV. Expected proceeds from the sale (EUR 162.4 million) will be paid in installments over the next three years, with the first tranche already fully received as of 1 January 2013. This staggered payment structure was designed for two specific purposes. The first was to help Princess execute the secondary sale at a small discount, while the second was to provide Princess with the necessary dry powder to complete attractive direct investments, diversified across future vintage years.

In December, Princess entered into another agreement with a single buyer to sell 19 tail-end funds (predominantly venture), which were deemed to offer only limited upside potential. Net proceeds from the sale are expected to be in the region of EUR 11 million, and should provide further fire power for Princess to make targeted direct investments. This second transaction is expected to be completed in the first quarter of 2013.

Fee reduction and Frankfurt de-listing

In line with the Company's new focus on direct investments, Princess' Board agreed with the Investment Manager to introduce a standard management fee of 1.5% per annum across the Company's entire portfolio, effective from 1 January 2013. This should result in reduced operating expenses over time. Furthermore, the Board announced a consolidation of the Company's listing on the London Stock Exchange. The rationale was that this will consolidate all secondary market trading through a single and therefore more liquid quotation in London, while further raising the profile of Princess among analysts and investors in the listed private equity market. Accordingly, Princess' shares ceased to trade on the Frankfurt Stock Exchange from 6 December 2012. The transition occurred smoothly with no adverse impact on Princess' share price.

 

High dividend yield still on offer

In 2012, Princess paid investors a total dividend of EUR 0.49 per share, or EUR 34.0 million overall. This translated to an annualized dividend yield of 5.6% based on the NAV per share as of 30 September 2012, and of 7.2% based on the closing price of EUR 6.83 on the London Stock Exchange at the end of the year. Going forward, Princess intends to pay dividends semi-annually, with an aggregate of 5-8% per annum of NAV per share. The Board is confident that the strong dividend yield on offer will further enhance the attractiveness of Princess to new and existing investors alike.

 

Net liquidity position strengthened

 

Excluding secondary sale proceeds, the Company's net liquidity position continued to strengthen over the year, with distributions from successful realizations exceeding new investments by EUR 59 million, compared to EUR 34 million for 2011. Princess also received further cash of EUR 54 million in 2012 from executed secondary sales. The Company's net liquidity was EUR 165.4 million (including the deferred receivable) at the end of 2012, with circa EUR 96 million attributable to deferred receivables from the August 2012 secondary sale.

 

An undrawn EUR 80 million multi-currency credit facility is also available to address short-term funding needs if required.

Mature portfolio boosts distribution activity

Distribution proceeds increased significantly in 2012, despite a sharp decline in global initial public offering (IPO) deal values and volumes. In aggregate, Princess received distribution proceeds from realized portfolio companies of EUR 139 million over the year, surpassing the EUR 115.4 million received in 2011. The successful exit of six of Princess' 15 largest holdings proved the driving force behind the strong distribution activity witnessed in 2012.

A key exit for Princess in 2012 was the full realization of its direct investment in nutritional products retailer GNC, which prior to being exited was Princess' largest portfolio invest-ment. The exit from GNC represented a return of more than 4x the cost of Princess' original direct investment and an IRR above 35%. The direct investment generated overall proceeds of EUR 18.2 million for Princess, with an extra EUR 3.4 million coming from an additional indirect holding in GNC. Another notable direct investment successfully exited during the period was Bartec, the provider of explosion protection products and services for hazardous environments such as refineries, petrol stations and oil exploration platforms. Bartec was sold to Charterhouse Capital Partners at an attractive multiple, having almost doubled its EBITDA over the life of the investment.

Princess also exited German healthcare provider Ameos; US confectionary business Farley & Sathers Candy; Dutch cable operator Ziggo; ventilating systems provider Essman; and its direct investment in the specialist healthcare operator Lifeways Community Care. The latter achieved a 3.0x money multiple upon realization.

 

Unfunded commitments to third-party funds down 49%

Unfunded commitments to third-party funds decreased by 49% in 2012 to EUR 73.5 million, from EUR 143.9 million as of the end of 2011. This reduction was helped by the re-lease of EUR 27.1 million in unfunded commitments owing to the August 2012 secondary sale. Around EUR 28.8 million, or 40% of the portfolio's unfunded commitments from third-parties, originate from funds with vintage years 2000 or older, and as such are unlikely to be called.

Looking forward, unfunded commitments to third-party funds are expected to virtually disappear over the next 2-3 years as the underlying funds approach the end of their re-spective investment periods.

As part of its direct investment strategy, Princess also has unfunded commitments of EUR 154.7 million to two direct pooling vehicles, being Partners Group Direct Investments 2012 and Partners Group Direct Mezzanine 2011. These unfunded commitments are also expected to decrease at a steady pace over the next few years as capital is deployed on new investments.

 Outlook

The Investment Manager expects Princess to deliver positive NAV growth in 2013, with successful realizations from its mature portfolio and positive operating results from under-lying company holdings providing a boost to performance. With adequate liquidity for new investments, Princess is also expected to achieve an allocation to direct investments of over 50% by the end of 2013.

However, while several potential investments are expected to be screened over the first half of 2013, a cautious, relative value approach to investing is likely to be maintained, as the global macroeconomic outlook remains uncertain. As such the Investment Manager will be focusing on small-to-mid-cap opportunities that offer stability, high margins, non-cyclicality and pricing power.

Despite the ongoing global uncertainty, investors in Princess should receive some assurance from the Company's robust liquidity position, strong balance sheet, the prospect of more distributions from its mature portfolio and the support of the undrawn credit facility.

To conclude, the Investment Manager remains confident that the attractive dividend yield on offer and the considerable progress made thus far with the strategic repositioning of Princess towards more direct investments will further enhance its value for shareholders.

PORTFOLIO ALLOCATION

Increased allocation to direct investments

At 61%, the largest allocation in the Company's portfolio as of the end of 2012 was to primary investments, down from 75% as of the end of the previous year. The allocation to direct investments increased to 36% as of year-end 2012, from 22% in 2011 and 17% in 2010. The allocation to secondary investments stayed at 3% over the year.

Small and mid-cap investments now account for 73% of all buyouts

The allocation of the portfolio to the buyout sector fell to 56% from 66% in the previous year. Small- and mid-cap investments accounted for 73% of all buyouts, while large and mega-large-cap investments accounted for the remaining 27%. The allocation to special situations investments rose by 7 percentage points in 2012 to 26% of the portfolio. Finally, the share of venture capital investments in the portfolio increased to 18% at the end of 2012 from 15% at the end of 2011.

 

Asian investments favored in the medium term

The geographical exposure of the Princess portfolio by value at the end of 2012 was split between North America (35% against 55% in 2011), Europe (46% against 34% in 2011) and Asia & Rest of World (19% against 11% in 2011). Following the 2010 strategic review, which called for the repositioning of the portfolio, it has been the intention to increase Princess' exposure to Asia and Rest of World in the medium term. Deals such as Global Blue and Trimco supported this initiative.

 

Highly diversified portfolio by industry sectors

The Princess portfolio is broadly diversified across a wide range of industries. The highest sector allocations were consumer discretionary (25%), industrials (25%), healthcare (13%), information technology (9%) and financials (14%), and together these represented more than four-fifths of Princess' portfolio as of the end of 2012.

  

Well-balanced split by investment year

The maturity of the Princess portfolio is further underpinned by a healthy level of diversification across investment years. Around 41% of Princess' current investments were made in 2007 or earlier. These portfolio companies have been developed in the past years in readiness for exiting over the next few years. Around 48% of the Company's more recent investments were made over the past four years and typically at lower entry valuations.

 

A detailed analysis and commentary on the developments of Princess during 2012 is presented in the Annual Report, which can be accessed via: http://www.princess-privateequity.net/financialreports

 

A copy of the report has also been submitted to the National Storage Mechanism and is available for inspection at: http://www.Hemscott.com/nsm.do

 

Ends.

 

About Princess

Princess is an investment holding company founded in 1999 and domiciled in Guernsey. It invests, inter alia, in private equity and private debt investments. Princess is advised in its investment activities by Partners Group AG, a global private markets investment management firm with over EUR 28 billion in investment programs under management in private equity, private debt, private real estate and private infrastructure. Princess aims to provide shareholders with long-term capital growth and an attractive dividend yield. Princess is traded on the London Stock Exchange (ticker symbol: PEY). Further information: www.princess-privateequity.net

 

Contacts

Princess Private Equity Holding Limited:

[email protected]

www.princess-privateequity.net

 

Registered Number: 35241

 

Media enquiries:

Partners Group AG

Dr. Anna Hollmann

Communications

Tel.: +41 41 768 83 72

[email protected]

www.partnersgroup.com

 

This document does not constitute an offer to sell or a solicitation of an offer to buy or subscribe for any securities and neither is it intended to be an investment advertisement or sales instrument of Princess Private Equity Holding Limited. The distribution of this document may be restricted by law in certain jurisdictions. Persons into whose possession this document comes must inform themselves about, and observe any such restrictions on the distribution of this document. In particular, this document and the information contained therein is not for distribution or publication, neither directly nor indirectly, in or into the United States of America, Canada, Australia or Japan.

 

This document may have been prepared using financial information contained in the books and records of the product described herein as of the reporting date. This information is believed to be accurate but has not been audited by any third party. This document may describe past performance, which may not be indicative of future results. No liability is accepted for any actions taken on the basis of the information provided in this document. Neither the contents of Princess' website nor the contents of any website accessible from hyperlinks on Princess' website (or any other website) is incorporated into, or forms part of, this announcement.

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