3rd Apr 2017 13:17
Jupiter Dividend & Growth Trust plc (the 'Company')
Annual Financial Results for the year ended 31 December 2016
This announcement contains regulated information
Financial Highlights
Performance | |||
As at | As at | ||
31.12.16 | 31.12.15 | % change | |
Total assets less current liabilities (£'000) | 55,956 | 53,957 | +3.7 |
FTSE All-Share Index (Capital)* | 3,873.22 | 3,444.26 | +12.5 |
FTSE All-Share Index (Total Return)* | 6,424.25 | 5,502.42 | +16.8 |
Share Performance | |||
As at | As at | ||
31.12.16 | 31.12.15 | % change | |
Zero Dividend Preference shares | |||
Mid market price (p) | 125.75 | 114.75 | +9.6 |
Net Asset Value (p) | 137.58 | 131.73 | +4.4 |
Discount (%) | (8.6) | (12.9) | - |
Ordinary Income shares | |||
Mid market price (p) | 3.50 | 3.63 | -3.6 |
Net Asset Value (p) | 0.75 | 1.13 | -33.6 |
Premium (%) | 366.7 | 221.2 | - |
Total dividends declared and paid during the year (p) | 1.60 | 0.83 | +92.8 |
Total Return (NAV & dividends) (p) | 2.35 | 1.96 | +19.9 |
Common shares | |||
Mid market price (p) | 136.25 | 120.50 | +13.1 |
Net Asset Value (p) | 139.84 | 134.45 | +4.0 |
Discount (%) | (2.6) | (10.4) | - |
Total dividends declared and paid during the year (p) | 4.48 | 2.32 | +93.1 |
Total Return (NAV & dividends) (p) | 144.32 | 136.77 | +5.5 |
Revenue Performance | |||
Year to | Year to | ||
31.12.16 | 31.12.15 | % change | |
Revenue after taxation due to Ordinary Income shareholders (£'000) | 1,317 | 1,174 | +12.2 |
Return per Ordinary Income share (p) | 1.44 | 1.28 | +12.5 |
Return per Common share (p) (shown within revenue finance costs) | 4.02 | 3.66 | +9.8 |
* This document contains information based on the FTSE All-Share Index. 'FTSE®' is a trade mark owned by the London Stock Exchange Plc and is used by FTSE International Limited ('FTSE') under licence. The FTSE All-Share Index is calculated by FTSE. FTSE does not sponsor, endorse or promote the product referred to in this document and is not in any way connected to it and does not accept any liability in relation to its issue, operation and trading. All copyright and database rights in the index values and constituent list vest in FTSE.
Strategic Report
Chairman's Statement
Investment Performance
The total assets less current liabilities of the Company increased by 3.7 per cent. during the year to 31 December 2016. By comparison, the Company's benchmark index, the FTSE All-Share Index, increased by 12.5 per cent. (in capital terms) during the same period.
The Net Asset Value of the Common shares increased by 4.0 per cent. during the period under review from 134.45p to 139.84p (including income and expenses), while the discount on the Common shares narrowed from 10 per cent. to 3 per cent.
The Net Asset Value of the Zero Dividend Preference shares increased by 4.4 per cent. during the period under review from 131.73p to 137.58p, while the discount on the Zero Dividend Preference shares narrowed from 13 per cent. to 9 per cent.
Revenue & Dividends
The Company's revenues after tax for the year ended 31 December 2016 amounted to £1,317,000. Dividends totalling 1.60p (net) per Ordinary Income share and 4.48p (net) per Common share were paid to the respective shareholders for the year ending 31 December 2016.
On 17 January 2017, the Company declared a 4th interim dividend of 0.65p (net) per Ordinary Income share and 1.82p (net) per Common Share for the year ended 31 December 2016, which was paid on 17 February 2017.
The Company's planned liquidation on 30 November 2017
The Company has a planned life under the terms of its articles of association to 30 November 2017, whereupon holders of Ordinary Income, Common and Zero Dividend Preference shares will each have an entitlement to redeem their holdings for cash in the context of the liquidation of the Company. Further details of the capital entitlements of each class of shareholders are set out in the section entitled 'Capital Structure' on page 11 of the Company's Annual Report & Accounts.
Hurdle rates between now and the end of the Company's planned life
Between now and the end of the Company's planned life on 30 November 2017, the Manager estimates that the Company's investment portfolio (total assets) would need to grow by approximately 6.7 per cent. (annualised, after meeting the operating expenses of the Company) in order for the Common and Zero Dividend Preference shareholders to expect a final entitlement on that date equal to their preferred entitlement of 150p per share.
The Company's investment portfolio would need to grow by approximately 20.5 per cent. on the same annualised basis in order for the Company's Ordinary Income shareholders to expect a final entitlement on that date equal to their closing middle market price, as at 29 March 2017, of 4.50p per share.
In the event that the Company's investment portfolio does not grow sufficiently to meet the final entitlements of Common and Zero Dividend Preference shareholders on 30 November 2017 then those two share classes will receive as much of the Company's capital assets as are available for distribution in accordance with their preferred entitlements to capital under the Company's articles of association. Regrettably Ordinary Income shareholders would not receive any capital distribution from the Company in those circumstances.
The hurdle rates refer to capital growth only and do not take into account any further dividend(s) which may be payable to Ordinary Income or Common shareholders between now and 30 November 2017.
Reconstruction proposals for the Company
Detailed proposals for the liquidation or reconstruction of the Company and information about the arrangements for shareholders wishing to either cash in their investment at the end of the Company's planned life on 30 November 2017 or to continue or 'roll over' their investment in a UK capital gains tax efficient manner have yet to be formulated in detail. The directors are considering various options and proposals are expected to be announced in the autumn.
A circular will be sent to all shareholders at that time containing full details of the proposals. All shareholders will, in any event, be given an opportunity to elect for cash should they wish to conclude their investment in the Company on 30 November 2017 rather than roll over their investment.
Since any proposals for the continuation or reconstruction of the Company will necessarily require the prior approval of Shareholders at a General Meeting there can be no guarantee, at this stage, that any such proposals will be implemented. This is reflected in the comments in Note 1 of the Annual Report & Accounts which relate to the going concern basis on which these accounts have been prepared. It is anticipated that the Manager will make a material contribution towards the cost of implementation of the Company's reconstruction proposals.
Annual General Meeting
The Company's Annual General Meeting ('AGM') will be held on Tuesday 13 June 2017 at 11:45 at the offices of Jupiter Asset Management Limited, The Zig Zag Building, 70 Victoria Street, London, SW1E 6SQ.
Outlook
Solid global growth is anticipated this year as the US economy continues to improve, although expectations for what the Trump administration can actually achieve may have got ahead of themselves, especially since the high debt level burden that it and other developed economies have has not gone away.
While this upbeat mood may continue for a while longer, scepticism is warranted on the size and consequences of the positive multiplier effect of Trump's proposed aggressive fiscal easing given that the debt burden remains deflationary. If there is a strong cyclical upturn, the US central bank (aware of the leverage in the system) is likely to temper this with higher interest rates. Elsewhere, the eurozone still has the potential to be a disruptive catalyst for world financial markets. Set against this, China might surprise on the upside.
In the UK, the risks around Brexit are substantial. Given that the EU has a long history of putting politics ahead of economic self-interest the possibility of a 'no deal' outcome should not be ignored. In the longer term, the UK's open trading instincts should prove successful. It is already a big player on the global stage in areas like pharmaceuticals, finance, media, education and technology - all areas which are unlikely to be much hampered by trade agreements. London still remains an attractive place to do business.
For the Company, every twist and turn of the Brexit saga is likely to be reflected and amplified in the ups and downs of sterling. The investment adviser has already taken action to reshape the Company's assets towards more global and defensive areas, while remaining opportunistic on those domestic businesses whose fundamentals continue to look supportive over the medium term. In the short term, uncertainty looks set to remain high in 2017.
Martin Boase
Chairman
3 April 2017
Investment Adviser's Review
Market Review for 2016
In the period under review the FTSE All Share (capital only) Index returned 12.5 per cent. while the total assets of the Company rose 3.7 per cent.
The year began with a bang when China allowed the yuan to fall against the dollar and trading on the country's stock market was suspended temporarily. Global investors feared a potential implosion of the country's credit bubble on the back of faltering growth. China later calmed markets with a massive fiscal stimulus but the first quarter of 2016 was highly volatile as markets underwent a bout of rotation.
In the second quarter, there were clear signs that the domestic economy slowed as plans were put on hold ahead of the UK referendum on EU membership in June. The latter half of that month was particularly volatile for equities as investors responded to the fluctuating opinion polls ahead of the vote and then immediately afterwards to the unexpected result. Sterling fell swiftly to a 30-year low against the dollar as global investors took fright. Although equity markets were quick to reprice global blue chip businesses, domestic stocks were marked down to reflect the fears of a self-inflicted recession. In fact, the UK economy slowed much less than expected. This was due to a boost from a weaker Sterling along with supportive action by the Bank of England. Consumer confidence and private sector activity - particular services - held up surprisingly well.
On the world stage, OPEC proposed its first production cap since 2008. This sent the price of Brent crude up from a trough of $28 a barrel in January to $56 a barrel by the end of December - a near doubling and closer to levels where UK oil majors' dividends are fully covered. The fourth quarter was positive for UK equities buoyed by a number of stronger-than-expected data points for the economy and a reanimation of 'animal spirits' arising from Donald Trump's unexpected election victory and his proposed tax cuts. Oil prices surged in December after both OPEC and some significant non-OPEC countries agreed to reduce output.
Policy Review
The Company was buffeted by three large bouts of sector rotation in the equity market.
The first, early in the year was a reversion from 2015's winners and losers. For example, we have long steered clear of mining stocks but these bounced strongly from distressed prices after a weaker dollar boosted commodity prices and led to a sector-wide bear squeeze, e.g. Glencore and Anglo American rallied 75 per cent. and 83 per cent. respectively in the quarter, while struggling supermarkets Tesco and Morrison surged 27 per cent. and 32 per cent. Your Company owned none of these; the rotation came at the expense of the more reliable areas of the market in which we were invested including some retailers such as Next.
The second, saw a gradual sell off of domestic cyclicals ahead of the EU vote followed immediately by indiscriminate selling after the surprise result. This hurt returns as your Company had significant exposure to such businesses. Immediately following the vote to Leave, domestic cyclicals such as ITV and housebuilders Crest Nicholson and Galliford Try sold off sharply on fears that a self-inflicted recession would curtail advertising spending in 2017 and cause a 10 per cent. fall in house prices wherein housebuilder earnings would fall by 20 per cent.
The third, saw a huge rotation out of bond proxies and into cyclicals (financials, miners) as the market began to price in prospects of an upturn in ultra-low US interest rates and significant fiscal stimulus. The effect was enhanced by Donald Trump's surprise win in the US presidential election. Although we did not own 'expensive' bond proxies such as Unilever, Diageo and Reckitt Benckiser, we did own 'cheap' bond proxies such as pharmaceuticals, telecoms and tobacco. So this rotation was not entirely painless.
In the first half of the reporting year there were strong returns from Verizon, Imperial Brands, Royal Dutch Shell, Royal Mail and car insurer esure. In early February we thought pessimism around low oil prices was overdone so we added to BP (an attractive yield not under immediate threat) and bought Centrica which should be able to deliver solid dividend growth even if the oil price were to remain around $35 a barrel for the next three years. We added to Conviviality whose transformative takeover of Matthew Clark delivered synergies faster than expected.
A slowing in the UK domestic economy led us to reduce our exposure to banks such as Lloyds Banking Group (Lloyds) and businesses susceptible to a slowdown in consumer discretionary spending such as N Brown and William Hill. We took some profits in Cineworld as the shares were fully valued. We sold retirement home builder McCarthy & Stone following its Initial Public Offering (IPO) after the shares rallied some 40 per cent. to a full valuation.
It is fair to say that the vote for Brexit was not expected by either side. The Company had been positioned for a Remain vote so immediately following the result we acted swiftly to reduce some of our pure domestic exposure due to lower conviction about their immediate prospects - we cut positions such as Balfour Beatty (construction) and Next. We made the Company more defensive and less reliant on discretionary spending.
That said, we added to positions where we felt the strongest conviction, e.g. L&G, Aviva, Galliford Try and Crest Nicholson. As the summer progressed, these stocks made significant recoveries as companies confirmed that their current trading appeared to be 'business as usual.' We also increased our holdings in companies with international earnings such as BAE Systems where weaker sterling should make its products more attractive. We added to Babcock International which benefits from long-term contracts and good visibility in future earnings. In particular, we thought that it was deserving of a higher valuation. We also added to Micro Focus International which continued to deliver strong growth and a significant dividend increase yet traded on much lower valuation multiple than comparable companies.
Melrose operates a private equity style 'buy, improve, sell' model. We took part in a placing to fund its purchase of Nortek which we believe offers Melrose a clear opportunity to improve the depressed profit margins of this US company. We also increased international exposure by adding slightly to GlaxoSmithKline and buying Novartis, whose shares were cheap in our view. After a period of weakness we think the pharmaceutical giant is likely to recover helped by rising sales of its new heart drug and a restructuring of its eye care division. Other international businesses held by your Company included AbbVie and Verizon.
We reduced our overall exposure to banks where lower base rates were likely to delay prospects for a big step-up in dividends. Thus, we trimmed Lloyds and sold Barclays in favour of adding to HSBC where an increasingly strong capital position and the start of a share buy-back programme suggested the high dividend yield was sustainable and had the potential to grow if US interest rates rose. We increased our weightings in insurance companies (Aviva, L&G and Prudential) which already had attractive yields; these looked set to grow further. For example, Aviva's acquisition of the backbook of Friends Life should help the new CEO improve cash generation and thus accelerate dividend growth.
We tended to pass on the majority of IPOs but we did take part in the flotation of Hollywood Bowl - which continued to roll out high quality, ten-pin bowling alleys that offer an affordable night out. We think the business faces little competition while having the ability to take market share from older, underinvested peers. We saw considerable parallels with Cineworld which proved to be a good investment for your Company. We also took part in an IPO of Midwich Group, a B2B distributor of audio-visual equipment across the UK and Europe. It has a large and diverse base of customers.
Other new holdings included RPC and Informa. RPC is a plastic product design and engineering company with global operations. Packaging is not a high growth area but RPC has used its balance sheet to grow strongly via select acquisitions in a highly fragmented market. RPC enjoys steady underlying demand and good pricing power. Informa is a publishing and events business expanding in the US. We think it is attractively valued.
For the period under review, the strong performances came from Micro Focus International, Royal Dutch Shell, Melrose, Mondi, TP ICAP and BAE Systems. Set against this, negative contributions compared to the index came from some domestic holdings (e.g. BT, Crest Nicholson and ITV) and particularly from not holding any miners.
Outlook
We believe there will be two defining themes for markets in 2017: policy uncertainty and stagflationary pressures. The policy uncertainty is likely to arise as mainstream parties adapt their policies to the rise of populism. This widens the spectrum of risk for investors both positively and negatively. A series of elections across the eurozone (Netherlands, France and Germany) is set to heighten unpredictability. This necessarily includes increased market unpredictability given that polling organisations now find it hard to assess voters' intentions correctly. For example, should she win (pollsters say it's unlikely) Marine Le Pen has promised France an In-Out referendum on EU membership within six months. That would be of systemic importance and, in our view, favours a more risk averse positioning. The lesson of 2016 was not to underestimate the potential for game-changing populist backlashes.
In the UK, we will be dealing with the fallout from Brexit uncertainty for several years. At the very least, this is likely to restrain investment and, with sterling taking the immediate pressure, consumers look set to face lower real disposable incomes. Arguably, the Bank of England was overzealous in the scale of its initial reaction to the Brexit vote and we expect it to ease back on those measures during the course of the year.
Equity markets began 2017 in a skittish mood. For example, any shares regarded as 'safe' were sold in favour of the so-called 'reflation trade', i.e. miners, banks and other companies that may benefit from tax cuts/infrastructure spending and the higher interest rates likely to arise from an uptick in inflationary pressures. The Company has coped well enough with that, although not owning miners has hurt relative performance. We think the reflation trade has got a little further to run; Trump can enact tax cuts fairly quickly and feel these will surely give a fillip to US equities. Set against this is the likelihood that a stronger dollar will weigh on world trade, while higher oil prices if sustained will reverse some of the effective 'tax cut' enjoyed by consumers last year.
In the UK, we remain wary of retailers and other areas likely to be squeezed by higher input prices (from a weaker pound) and lower real disposable incomes. So far, consumers have confounded economists and carried on spending but, six to nine months hence, we would expect higher inflation and higher oil prices to begin to bite. Even if retailers enjoy another reasonable quarter we would expect such companies to remain downbeat in their outlook statements - no chief executive wants to be the last optimist standing.
We expect real economic activity to remain muted and tail risks to remain prevalent - placing a lid on the extent to which bond yields can rise and thus potentially underpinning share valuations. The election of Donald Trump does not change the structural constraints to growth such as excessive debt, over-extended monetary policy and demographic trends, which all remain in place. However, this shift to populism and renewed focus on fiscal policy at a time when economic capacity looks stretched, does increase the spectrum of risks.
Such a scenario of low real growth, but more uncertain inflation outlook, is likely to cause considerable volatility in markets and create a conundrum for policy makers. Our view is that the current short-term boost to economic activity is the tail end of the transitory benefits of China's government stimulus and lower oil prices from the start of 2016, pushed along by a post-US election confidence boost. We expect these benefits to roll off over coming months and the secular trends to reassert themselves.
Alastair Gunn
Fund Manager
Jupiter Asset Management Limited
Investment Adviser
3 April 2017
Investment Portfolio
Market value | Percentage | ||
Company | Sector | £'000 | of Portfolio |
BP | Oil & Gas | 3,414 | 6.1 |
Royal Dutch Shell 'B' | Oil & Gas | 3,176 | 5.7 |
HSBC Holdings | Financials | 2,954 | 5.3 |
Imperial Brands | Consumer Goods | 1,945 | 3.5 |
Aviva | Financials | 1,845 | 3.3 |
GlaxoSmithKline | Health Care | 1,756 | 3.1 |
Legal & General Group | Financials | 1,669 | 3.0 |
Playtech | Consumer Services | 1,650 | 2.9 |
Micro Focus International | Technology | 1,570 | 2.8 |
WPP | Consumer Services | 1,541 | 2.8 |
BT Group | Telecommunications | 1,467 | 2.6 |
AstraZeneca | Health Care | 1,439 | 2.6 |
Galliford Try | Consumer Goods | 1,432 | 2.6 |
Crest Nicholson | Consumer Goods | 1,428 | 2.6 |
British American Tobacco | Consumer Goods | 1,386 | 2.5 |
AbbVie | Health Care | 1,368 | 2.5 |
Mondi | Basic Materials | 1,309 | 2.3 |
BAE Systems | Industrials | 1,296 | 2.3 |
Vodafone Group | Telecommunications | 1,199 | 2.2 |
Babcock International Group | Industrials | 1,189 | 2.1 |
Conviviality | Consumer Services | 1,187 | 2.1 |
CRH | Industrials | 1,126 | 2.0 |
Prudential | Financials | 1,055 | 1.9 |
Ryanair Holdings | Consumer Services | 992 | 1.8 |
esure Group | Financials | 957 | 1.7 |
TP ICAP | Financials | 952 | 1.7 |
Cineworld Group | Consumer Services | 931 | 1.7 |
Royal Mail | Industrials | 923 | 1.7 |
Centrica | Utilities | 854 | 1.5 |
ITV | Consumer Services | 822 | 1.5 |
Standard Chartered | Financials | 762 | 1.4 |
Verizon Communications | Telecommunications | 756 | 1.4 |
Greencore Group | Consumer Goods | 750 | 1.3 |
RPC Group | Industrials | 745 | 1.3 |
IMI | Industrials | 648 | 1.2 |
Keller Group | Industrials | 637 | 1.2 |
Halfords Group | Consumer Services | 565 | 1.0 |
Informa | Consumer Services | 558 | 1.0 |
Melrose Industries | Industrials | 557 | 1.0 |
International Consolidated Airlines Group | Consumer Services | 551 | 1.0 |
Novartis | Health Care | 531 | 1.0 |
KCOM Group | Telecommunications | 474 | 0.9 |
Lloyds Banking Group | Financials | 469 | 0.8 |
Sage Group | Technology | 458 | 0.8 |
Hollywood Bowl Group | Consumer Services | 384 | 0.7 |
Midwich Group | Industrials | 371 | 0.7 |
N Brown Group | Consumer Services | 370 | 0.7 |
Smith & Nephew | Health Care | 365 | 0.6 |
Gocompare.Com Group | Consumer Services | 336 | 0.6 |
Direct Line Insurance Group | Financials | 295 | 0.5 |
Ladbrokes Coral Group | Consumer Services | 290 | 0.5 |
Total Investments | 55,704 | 100.0 |
Cross Holdings in other Investment Companies
It is the Company's stated policy that this exposure should not be permitted to exceed 15 per cent. of Total Assets. As at 31 December 2016, none of the Company's assets were invested in listed closed-ended investment funds.
Sector Analysis of Investments
Overseas | UK | |||
2015 | 2016 | Percentage | Percentage | |
% | % | Equities | of Portfolio | of Portfolio |
7.2 | 11.8 | Oil & Gas | ||
7.2 | 11.8 | Oil & Gas Producers | 11.8 | |
2.3 | 2.3 | Basic Materials | ||
2.3 | 2.3 | Forestry & Paper | 2.3 | |
9.5 | 13.5 | Industrials | ||
4.2 | 4.2 | Construction Materials | 4.2 | |
- | 1.3 | General Industrials | 1.3 | |
- | 2.3 | Aerospace & Defence | 2.3 | |
1.1 | 1.2 | Industrial Engineering | 1.2 | |
2.4 | 2.8 | Support Services | 2.8 | |
1.8 | 1.7 | Industrial Transportation | 1.7 | |
14.9 | 12.5 | Consumer Goods | ||
0.6 | - | Automobiles & Parts | - | |
1.5 | 1.3 | Food Producers | 1.3 | |
6.8 | 5.2 | Household Goods | 5.2 | |
6.0 | 6.0 | Tobacco | 6.0 | |
9.5 | 9.8 | Health Care | ||
- | 0.7 | Health Care Equipment & Services | 0.7 | |
9.5 | 9.1 | Pharmaceuticals & Biotechnology | 3.4 | 5.7 |
22.3 | 18.3 | Consumer Services | ||
2.1 | 2.1 | Food & Drug Retailers | 2.1 | |
5.8 | 5.9 | Media | 5.9 | |
3.3 | 1.7 | General Retailers | 1.7 | |
11.1 | 8.6 | Travel & Leisure | 1.8 | 6.8 |
3.5 | 3.6 | Technology | ||
3.5 | 3.6 | Software & Computer Services | 3.6 | |
10.1 | 7.1 | Telecommunications | ||
3.5 | 2.2 | Mobile Telecommunications | 2.2 | |
6.6 | 4.9 | Fixed Line Telecommunications | 1.4 | 3.5 |
0.8 | 1.5 | Utilities | ||
0.8 | 1.5 | Gas, Water & Multiutilities | 1.5 | |
19.4 | 17.9 | Financials | ||
8.5 | 7.5 | Banks | 7.5 | |
7.2 | 8.2 | Life Insurance | 8.2 | |
3.7 | 2.2 | Nonlife Insurance | 2.2 | |
0.5 | 1.7 | Financial Services | ||
0.5 | 1.7 | General Financial | 1.7 | |
100.0 | 100.0 | Total Equities | 6.6 | 93.4 |
Strategic Review
The Strategic Report has been prepared in accordance with the Companies Act 2006 (Strategic Report and Directors' Report) Regulations 2013.
The Strategic Report seeks to provide shareholders with the relevant information to enable them to assess the performance of the Directors of the Company during the period under review.
Business and Status
During the year the Company carried on business as an investment trust with its principal activity being portfolio investment. The Company has been approved by HM Revenue & Customs as an investment trust subject to the Company continuing to meet the eligibility conditions of sections 1158 and 1159 of the Corporation Taxes Act 2010 and the ongoing requirements for approved companies as detailed in Chapter 3 of Part 2 of the Investment Trust (Approved Company) (Tax) Regulations 2011. In the opinion of the Directors, the Company has conducted its affairs in the appropriate manner to retain its status as an investment trust.
The Company is an investment company within the meaning of section 833 of the Companies Act 2006.
The Company is not a close company within the meaning of the provisions of the Corporation Tax Act 2010 and has no employees.
The Company was incorporated in England & Wales on 28 September 1999 and started trading on 30 November 1999, immediately following the Company's launch.
Reviews of the Company's activities are included in the Chairman's Statement and Investment Adviser's Review on pages 4 to 6 of the Annual Report & Accounts.
There has been no significant change in the activities of the Company during the year to 31 December 2016 and the Directors anticipate that the Company will continue to operate in the same manner during the current financial period.
Planned life of the Company
The life of the Company was extended in January 2009 from 30 November 2010 to 30 November 2017. On 30 November 2017 the directors are required to convene an Extraordinary General Meeting and propose a resolution requiring the Company to be wound up voluntarily unless the directors have previously been released from the obligation by the Company's shareholders.
The limited life of the Company is designed to ensure that all shareholders can realise the underlying Net Asset Value of their shares (after liquidation costs), irrespective of their market price on the winding-up date.
Investment Objective
The investment objective of the Company is to provide Ordinary Income and Common shareholders with a high and rising income together with the possibility of capital appreciation and to provide Zero Dividend Preference and Common shareholders with a predetermined level of capital growth.
Investment Policy
The investment policy of the Company is to invest mainly in a portfolio of UK listed equities, UK equity-related securities (such as convertible securities, preference shares, convertible unsecured loan stock, warrants and other similar securities) and UK fixed interest securities.
The Company may invest in unlisted securities (up to a maximum of 5 per cent. of Total Assets) and derivatives but it is not the Investment Adviser's present intention to do so (save, in respect of derivatives for the purposes of efficient portfolio management).
It is the Company's policy to invest no more than 15 per cent. of its Total Assets in other listed closed-ended investment funds as defined in section 15.6.8 of the Listing Rules. As at 31 December 2016, none of the Company's assets were invested in listed closed-ended investment funds.
Investment Strategy
The Investment Adviser is not currently limited in the asset allocation between sectors, geographic regions or the types of equities and equity-related securities in which the Company may invest, but will consider each potential investment on its own merits. The Investment Adviser will focus on the sectors that it considers to be the most undervalued areas of the market from time to time and the allocation of assets between different sectors will be determined by the Investment Adviser in its absolute discretion.
The Company concentrates on generating capital growth and income rather than adhering closely to the Benchmark or any other indices. It focuses on investing in companies where, in the opinion of the Investment Adviser, valuations are low and growth in earnings or assets is not fully appreciated. The Investment Adviser seeks to identify companies within growth industries which enjoy certain key characteristics, including an imaginative, proven and incentivised management team and balance sheet strength. The portfolio also concentrates on situations which can be easily analysed and understood. The Investment Adviser intends to exercise caution with respect to purchase prices and a strong sell discipline is maintained where target valuations are exceeded.
The Board has not set an objective of a specific portfolio yield for the Investment Adviser as the level of such yield is expected to vary with the sectors and geographical regions to which the Company's portfolio is exposed at any given time. However, substantially all distributable revenues that are generated from the Company's investment portfolio will be paid out in the form of quarterly dividends.
Benchmark Index
The Company's benchmark index is the FTSE All-Share Index.
Gearing
Gearing is defined as the ratio of a company's total assets to its net assets, expressed as a percentage. The effect of gearing is that in rising markets a geared share class tends to benefit from any out-performance of the relevant company's investment portfolio above the cost of payment of the prior ranking entitlements of any lenders and other creditors. Conversely, in falling markets the value of the geared share classes suffer more if the Company's investment portfolio under-performs the cost of those prior entitlements.
The Company is geared by its Zero Dividend Preference and Common shares. As at 31 December 2016, the gearing was 98.8 per cent. (31 December 2015: 98.1 per cent.).
Key Performance Indicators
At the quarterly board meetings the Directors consider a number of performance indicators to help assess the Company's success in achieving its objectives. The key performance indicators used to measure the performance of the Company over time are as follows:
• Net Asset Value changes and the premium or discount of share price to Net Asset Value over time;
• Ordinary Income, Zero Dividend Preference and Common share price movement;
• Zero Dividend Preference and Common share cover and Ordinary Income and Common share yield and dividend rates; and
• Peer group comparative performance.
A history of the Net Asset Value, Ordinary Income, Zero Dividend Preference and Common share price and Benchmark Index are shown in the monthly factsheets which can be viewed on the Company's section of the Investment Adviser's website www.jupiteram.com/JDT and which are available on request from the Company Secretary.
Capital Structure
Zero Dividend Preference Shares
The Zero Dividend Preference shares are designed to provide a pre-determined capital entitlement of 150p on 30 November 2017 which ranks alongside the Common shares, behind the Company's creditors (if any), but in priority to the capital entitlements of the Ordinary Income shares. The Zero Dividend Preference shares are not entitled to income and their entire return will take the form of capital.
The Zero Dividend Preference shares entitle their holders to vote at all general meetings of the Company. In addition, they carry the right to vote as a class on certain proposals which would be likely to materially affect their position.
Ordinary Income Shares
The Ordinary Income shares are designed to provide holders with income and the possibility of capital growth alongside the Common shares in the Ordinary Income Share Proportion*.
Ordinary Income shareholders are entitled to share alongside the Common shares in the Company's surplus assets in the Ordinary Income share proportion after satisfying the pre-determined entitlements of the Zero Dividend Preference shares, the Common shares and the Company's creditors (if any) on the planned winding-up date of 30 November 2017. Any such surplus will be shared with the holders of Common Shares in the Ordinary Income Share Proportion*.
The Ordinary Income shares are geared by the Zero Dividend Preference shares and Common shares both in terms of income, where the Zero Dividend Preference shares have no entitlement and the Common shares which have the entitlement in the Common Share Proportion**, and capital, where the Zero Dividend Preference shares and Common shares have a fixed entitlement.
The Ordinary Income shares entitle their holders to vote at all general meetings of the Company. In addition, they carry the right to vote as a class on certain proposals which would be likely to materially affect their position.
Common Shares
The Common shares are designed to provide a pre-determined capital entitlement of 150p on 30 November 2017, which ranks alongside the Zero Dividend Preference shares, behind the Company's creditors (if any), but in priority to the capital entitlements of the Ordinary Income shares.
Common shares are also entitled to share in the Company's surplus assets, after satisfying the pre-determined entitlements of the Zero Dividend Preference shares and Common shares, (referred to above) and the Company's creditors (if any) on the planned wind-up date of 30 November 2017. Any such surplus will be shared alongside the holders of Ordinary Income shares in the Common Share Proportion**.
Common shareholders have the right to vote at general meetings of the Company. In addition they carry the right to vote as a class in certain circumstances. The Common shares are designed to provide holders with income, alongside the Ordinary Income shares in the Common Share Proportion**.
* Ordinary Income Share Proportion - the proportion of dividend and capital distributions to which Ordinary Income shares are entitled to share pari passu with the Common shares, calculated as at 30 November 2010 as 80.41 per cent.
** Common Share Proportion - the proportion of dividends and capital distributions to which the Common shares are entitled to share pari passu with Ordinary Income shares, calculated as at 30 November 2010 as 19.59 per cent.
Dividend Policy
Dividends on the Ordinary Income Shares and the Common Shares will be paid quarterly in arrears. From time to time, subject to the requirements of the Corporation Tax Act 2010, the Directors may retain income in the revenue reserve of the Company with a view to producing a consistent level of dividends for Ordinary Income Shareholders and Common Shareholders in subsequent accounting periods.
Management
The Company has no employees and most of its day-to-day responsibilities are delegated to Jupiter Asset Management Limited, who act as the Company's Investment Adviser and Company Secretary.
J.P. Morgan Europe Limited acts as the Company's Depositary and the Company has entered into an outsourcing arrangement with J.P. Morgan Chase Bank N.A. for the provision of accounting and administrative services.
Although JAM is named as the Company Secretary, J.P. Morgan Europe Limited provides administrative support to the Company Secretary as part of its formal mandate to provide broader Fund Administration services to the Company.
Viability Statement
In accordance with provision C.2.2 of the UK Corporate Governance Code as issued by the Financial Reporting Council in April 2016, the Board has assessed the prospects of the Company for the period to 30 November 2017, being the date at which a resolution will be put to shareholders at EGM for the Company to be voluntarily wound up unless the directors have previously been released from this obligation by the Company's shareholders. The Board is of the opinion that this is an appropriate timeframe as it will provide shareholders with assurances on the viability of the Company until the end of its current planned life.
As part of its assessment, the Board has considered the Company's business model including its investment objective and investment policy as well as the principal risks and uncertainties that may affect the Company as detailed below.
The Board has noted that:
• The Company holds a highly liquid portfolio invested predominantly in UK listed equities; and
• No significant increase to ongoing charges or operational expenses is anticipated other than any associated costs which will be incurred at the end of the current planned life of the Company.
The Board has therefore concluded that there is a reasonable expectation that the Company will be able to continue in operation and meet its liabilities as they fall due over the period to 30 November 2017.
Risks and Uncertainties
The principal risk factors that may affect the Company and its business can be divided into the following areas:
Investment Strategy and Share Price Movement - The Company is exposed to the effect of variations in the price of its investments. A fall in the value of its portfolio will have an adverse effect on shareholders' funds. It is not the aim of the Board to eliminate entirely the risk of capital loss, rather it is its aim to seek capital growth. The Board reviews the Company's investment strategy and the risk of adverse share price movements at its quarterly board meetings taking into account the economic climate, market conditions and other factors that may have an effect on the sectors in which the Company invests.
Liquidity Risk - This risk can be viewed as the liquidity of the securities in which the Company invests and the liquidity of the Company's shares. The Company may invest in securities that have a very limited market which will affect the ability of the Company's Investment Adviser to dispose of securities when he no longer feels they offer the potential for future returns. Likewise the Company's shares may experience liquidity problems when shareholders are unable to realise their investment in the Company because there is a lack of demand for the Company's shares. At its quarterly meetings the Board considers the current liquidity in the Company's investments when setting restrictions on the Company's exposure. The Board also reviews, on a quarterly basis, the Company's buy back programme and in doing so is mindful of the liquidity in the Company's shares.
Gearing Risk - The Company's gearing (which includes the Company's Zero Dividend Preference and Common shares) can impact the Company's performance by accelerating the decline in value of the Company's Total Assets at a time when the Company's portfolio is declining. Conversely gearing can have the effect of accelerating the increase in the value of the Company's Total Assets at a time when the Company's portfolio is rising. At its quarterly meetings the Board is mindful of the outlook for equity markets when reviewing the Company's gearing.
Discount to Net Asset Value - A discount in the price at which the Company's shares trade to Net Asset Value would mean that shareholders would be unable to realise the true underlying value of their investment. The Directors have powers granted to them at the last Annual General Meeting to purchase Geared Ordinary shares and Zero Dividend Preference shares as a method of controlling the discount to Net Asset Value and enhancing shareholder value.
Regulatory Risk - The Company operates in a complex regulatory environment and faces a number of regulatory risks. A breach of section 1158 of the Corporation Tax Act 2010 could result in the Company being subject to capital gains on portfolio movements. Breaches of other regulations, such as the UKLA Listing Rules, could lead to a number of detrimental outcomes and reputational damage. Breaches of controls by service providers such as the Investment Adviser could also lead to reputational damage or loss. The Board relies on the services of its Company Secretary, Jupiter Asset Management Limited, and its professional advisers to ensure compliance with, amongst other regulations, the Companies Act 2006, the UKLA Listing Rules and the Alternative Investment Fund Managers Directive.
Credit and Counterparty Risk - The failure of the counterparty to a transaction to discharge its obligations under that transaction could result in the Company suffering a loss.
Loss of Key Personnel - The day-to-day management of the Company has been delegated to the Investment Adviser. Loss of the Investment Adviser's key staff members could affect investment return. The Board is aware that Jupiter Asset Management Limited (JAM) recognises the importance of its employees to the success of its business. Its remuneration policy is designed to be market competitive in order to motivate and retain staff and succession planning is regularly reviewed. The Board also believes that suitable alternative experienced personnel could be employed to manage the Company's portfolio in the event of an emergency.
Operational - Failure of the Investment Adviser's core accounting systems, or a disastrous disruption to its business, could lead to an inability to provide accurate reporting and monitoring. The Investment Adviser is contractually obliged to ensure that its conduct of business conforms to applicable laws and regulations.
Financial - inadequate financial controls could result in misappropriation of assets, loss of income and debtor receipts and inaccurate reporting of Net Asset Value per share. The Board annually reviews the Investment Adviser's and the Administrator's statements on its internal controls and procedures.
Directors
As at 31 December 2015, the Board comprises of four male directors.
Employees, Environmental, Social and Human Rights issues
The Company has no employees as the Board has delegated the day to day management and administration functions to Jupiter Unit Trust Managers Limited ('JUTM'), Jupiter Asset Management Limited ('JAM') and other third parties. There are therefore no disclosures to be made in respect of employees.
The Board has noted the Investment Adviser's policy on Environmental, Social and Human Rights issues as detailed below:
The Investment Adviser considers various factors when evaluating potential investments. While an investee company's policy towards the environmental and social responsibility, including with regard to human rights, is considered as part of the overall assessment of risk and suitability for the portfolio, the Investment Adviser does not necessarily decide to, or not to, make an investment on environmental and social grounds alone.
Global Greenhouse Gas Emissions
The Company has no greenhouse gas emissions to report from its operations as the day to day management and administration functions have been outsourced to third parties and it neither owns physical assets, property nor has employees of its own. It therefore does not have responsibility for any other emissions producing sources under the Companies Act 2006 (Strategic Report on Directors' Reports) Regulations 2013.
For and on behalf of the Board
Martin Boase
Chairman
3 April 2017
Statement of Directors' Responsibilities
The Directors are responsible for preparing the Annual Report and Accounts in accordance with applicable law and regulation.
Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have elected to prepare financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable laws) including Financial Reporting Standard 102, the financial reporting standard applicable in the UK and the Republic of Ireland.
Under Company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the return of the Company for that period. In preparing those financial statements, the Directors are required to:
(a) select suitable accounting policies and then apply them consistently;
(b) make judgements and accounting estimates that are reasonable and prudent;
(c) state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and
(d) prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Under applicable law and regulations, the Directors are also responsible for preparing a Strategic Report, Directors' Report, Directors' Remuneration Report and Statement of Corporate Governance that comply with that law and those regulations.
The financial statements are published on www.jupiteram.com/JDT which is a website maintained by Jupiter.
The Directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company's website. The work carried out by the auditor does not include consideration of the maintenance and integrity of the website and accordingly the auditor accepts no responsibility for any changes that have occurred to the financial statements when they are presented on the website. Legislation in the UK governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
Each of the Directors, confirm to the best of their knowledge that:
(a) the financial statements, prepared in accordance with the applicable set of accounting standards, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company; and
(b) the Strategic Report and Report of the Directors include a fair review of the development and performance of the Company, together with a description of the principal risks and uncertainties that the Company faces; and
(c) that in the opinion of the Board, the Annual Report & Accounts taken as a whole, is fair, balanced and understandable and it provides the information necessary to assess the Company's performance, business model and strategy.
So far as each Director is aware at the time the report is approved:
(a) There is no relevant audit information of which the company's auditor is unaware; and
(b) The Directors have taken all the steps required of a company director to make themselves aware of any relevant audit information and to establish that the Company's auditor has been made aware of that information.
By Order of the Board
Martin Boase
Chairman
3 April 2017
Income Statement
31 December 2016 | 31 December 2015 | |||||
Revenue | Capital | Revenue | Capital | |||
Return | Return | Total | Return | Return | Total | |
£'000 | £'000 | £'000 | £'000 | £'000 | £'000 | |
Gains from investments held at fair value through profit or loss | - | 2,158 | 2,158 | - | 3,077 | 3,077 |
Foreign exchange (loss)/gain | - | (7) | (7) | - | 3 | 3 |
Income | 2,373 | - | 2,373 | 2,224 | - | 2,224 |
Gross return | 2,373 | 2,151 | 4,524 | 2,224 | 3,080 | 5,304 |
Investment management fee | (402) | - | (402) | (397) | - | (397) |
Other expenses | (317) | (3) | (320) | (322) | (1) | (323) |
Net return on ordinary activities before finance costs and taxation |
1,654 |
2,148 |
3,802 |
1,505 |
3,079 |
4,584 |
Finance costs | (324) | (2,350) | (2,674) | (295) | (3,466) | (3,761) |
Net return/(loss) on ordinary activities before taxation | 1,330 | (202) | 1,128 | 1,210 | (387) | 823 |
Tax on ordinary activities | (13) | - | (13) | (36) | - | (36) |
Net return/(loss) on ordinary activities after tax | 1,317 | (202) | 1,115 | 1,174 | (387) | 787 |
Net return/(loss) per Ordinary Income share | 1.44p | (0.22)p | 1.22p | 1.28p | (0.42)p | 0.86p |
Net return per Common share | 4.02p | 5.85p | 9.87p | 3.66p | 8.63p | 12.29p |
The total column of this statement is the profit and loss account of the Company.
All revenue and capital items in the above statement derive from continuing operations. No operations were acquired or discontinued in the year.
Statement of Financial Position
2016 | 2015 | |
£'000 | £'000 | |
Fixed Assets | ||
Investments held at fair value through profit or loss | 55,704 | 53,170 |
Total portfolio | 55,704 | 53,170 |
Current assets | ||
Debtors | 158 | 149 |
Cash at bank | 513 | 1,138 |
671 | 1,287 | |
Creditors: amounts falling due within one year | (55,687) | (500) |
Net current (liabilities)/assets | (55,016) | 787 |
Total assets less current liabilities | 688 | 53,957 |
Creditors: amounts falling due after more than one year | ||
Zero Dividend Preference shares and Common shares | - | (52,918) |
Total net assets | 688 | 1,039 |
Capital and reserves | ||
Called up share capital | 8,235 | 8,235 |
Share premium | 21,864 | 21,864 |
Special reserve | 62,062 | 62,062 |
Capital reserve* | (92,161) | (91,959) |
Revenue reserve* | 688 | 837 |
Total shareholders' funds | 688 | 1,039 |
Net Asset Value per Ordinary Income share | 0.75p | 1.13p |
* Under the Company's Articles of Association any dividends are distributed only from the revenue reserve.
Approved by the Board of Directors and authorised for issue on 3 April 2017 and signed on its behalf by:
Martin Boase
Chairman
Company Registration Number 3852295
Statement of Changes in Equity
Share | Share | Special | Capital | Revenue | ||
For the year ended | Capital | Premium | Reserve | Reserve | Reserve | Total |
31 December 2016 | £'000 | £'000 | £'000 | £'000 | £'000 | £'000 |
Balance at 1 January 2016 | 8,235 | 21,864 | 62,062 | (91,959) | 837 | 1,039 |
Net (loss)/return for the year | - | - | - | (202) | 1,317 | 1,115 |
Equity dividends paid and declared | - | - | - | - | (1,466) | (1,466) |
Balance at 31 December 2016 | 8,235 | 21,864 | 62,062 | (92,161) | 688 | 688 |
Share | Share | Special | Capital | Revenue | ||
For the year ended | Capital | Premium | Reserve | Reserve | Reserve | Total |
31 December 2015 | £'000 | £'000 | £'000 | £'000 | £'000 | £'000 |
Balance at 1 January 2015 | 8,235 | 21,864 | 62,062 | (91,572) | 424 | 1,013 |
Net (loss)/return for the year | - | - | - | (387) | 1,174 | 787 |
Equity dividends paid and declared | - | - | - | - | (761) | (761) |
Balance at 31 December 2015 | 8,235 | 21,864 | 62,062 | (91,959) | 837 | 1,039 |
Statement of Cash Flow
2016 | 2015 | |
£'000 | £'000 | |
Net cash outflow from operations | (726) | (716) |
Dividends received | 2,365 | 2,215 |
Taxation | (13) | (37) |
Net cash inflow from operating activities | 1,626 | 1,462 |
Purchases of investments | (16,153) | (15,215) |
Sale of investments | 15,730 | 14,083 |
Other capital charges | (3) | (1) |
Net cash outflow from investing activities | (426) | (1,133) |
Cash flows from financing activities | ||
Equity dividends paid | (1,466) | (761) |
Finance costs on Common shares | (359) | (187) |
Net cash outflow from financing activities | (1,825) | (948) |
Decrease in cash and cash equivalents | (625) | (619) |
Cash and cash equivalents at the start of the year | 1,138 | 1,757 |
Cash and cash equivalents at the end of the year | 513 | 1,138 |
(625) | (619) | |
Cash and cash equivalents consist of: | ||
Cash at bank and in hand | 513 | 1,138 |
513 | 1,138 | |
Notes to the Accounts
1. Accounting policies
(a) Basis of Preparation
The Financial Statements for the year ended 31 December 2016 have been prepared in accordance with UK Generally Accepted Accounting Practice ('UK GAAP') including Financial Reporting Standard 102, the financial reporting standard applicable in the UK and Republic of Ireland and with the Statement of Recommended Practice ('SORP') for Investment Trust Companies and Venture Capital Trusts issued by the Association of Investment Companies ('AIC') in November 2014. The Company continues to adopt the going concern basis in the preparation of the financial statements.
The financial statements have been prepared in accordance with the Company's accounting policies as set out below. They are presented in accordance with the Companies Act 2006 (the 'Act') and the requirements of the Statement of Recommended Practice ('SORP') 'Financial Statements of Investment Trust Companies and Venture Capital Trusts' issued in November 2014.
The financial statements are presented in sterling (£).
Statement of Compliance
The financial statements of the Company have been prepared in compliance with United Kingdom Accounting Standards, including Financial Reporting Standard 102, ''The Financial Reporting Standard applicable in the United Kingdom and the Republic of Ireland'' (''FRS 102'') and the Companies Act 2006.
(b) Revenue
Dividends on investments are included in revenue when the investment is quoted ex-dividend. UK dividends are shown net of tax credits. Interest on deposits is accounted for on an accruals basis. The fixed return on a debt security is recognised on a time apportionment basis so as to reflect the effective yield on the debt security. Where the Company has elected to receive its dividends in the form of additional shares rather than in cash, the amount of the cash dividend is recognised as income. Any excess in the value of the shares received over the amount of the cash dividend is recognised in capital reserves.
(c) Expenses
Expenses are accounted for on an accruals basis. Management fees, administration and other expenses are charged fully to the revenue column of the income statement. That part of any Investment performance fee which is deemed by the Directors to relate to the capital outperformance of the Company's investments will be charged to capital and that part relating to revenue outperformance will be charged to revenue. Expenses which are incidental to the purchase or sale of an investment are charged to capital.
(d) Finance costs
Finance costs are accounted for on an accruals basis in accordance with the effective interest rate. Common share revenue return is charged in full to the revenue column of the Income Statement.
In accordance with the provisions of FRS 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' the Zero Dividend Preference shares and Common shares are classified as liabilities in the accounts and held at amortised cost and finance costs of Zero Dividend Preference shares and Common shares are charged to the capital column of the Income Statement.
(e) Taxation
Withholding tax deducted at source from income received is treated as part of the taxation charge in the income account, in instances where it cannot be recovered. Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the date of the Statement of Financial Position where transactions or events that result in an obligation to pay more, or right to pay less, tax in the future have occurred at the date of the Statement of Financial Position. This is subject to deferred tax assets only being recognised if it is considered more likely than not that there will be suitable profits from which the future reversal of the underlying timing differences can be deducted. Timing differences are differences between the Company's taxable profits and its results as stated in the financial statements which are capable of reversal in one or more subsequent periods.
(f) Foreign Currency
Assets and liabilities denominated in foreign currencies are translated at the rates of exchange ruling at the date of the Statement of Financial Position.
Foreign currency transactions are translated at the rates of exchange applicable at the transaction date.
Foreign currency differences are dealt with in the capital reserve.
(g) Investments
The Company has chosen to adopt Sections 11 and 12 of FRS 102 in respect of financial instruments.
Investments are recognised and derecognised on the trade date where a purchase and sale of an investment is under contract whose terms require delivery of the investment within the timeframe established by the market concerned, and are initially measured at cost, being the consideration given.
All investments are classified as fair value through profit or loss and subsequently measured at fair value. Changes in the fair value of investments listed at fair value through profit or loss and gains and losses on disposal are recognised in the income statement as 'Gains on investments at fair value through profit or loss'. The fair value of listed investments is based on their quoted bid market price of the Statement of Financial Position date without any deduction for estimated future selling costs.
Foreign exchange gains and losses on fair value through profit and loss investments are included within the changes in the fair value of the investment.
(h) Going Concern
The financial statements have been prepared on a going concern basis. The Directors consider that this is the appropriate basis as they have a reasonable expectation that the Company has adequate resources to continue in operational existence for the remaining planned life of the Company up until 30 November 2017. It is anticipated that proposals for the continuation of the business of the Company as a going concern (by means of a section 110 rollover into another investment vehicle) will be put to shareholders prior to its planned wind up date. Accordingly, these accounts have not been prepared on a break up basis. In considering this, the Directors took into account the Company's investment objective, risk management policies and capital management policies, the diversified portfolio of readily realisable securities which can be used to meet short-term funding commitments and the ability of the Company to meet all of its liabilities and ongoing expenses. The Directors continue to adopt the going concern basis of accounting in preparing the financial statements.
2. Significant accounting judgements, estimates and assumptions
Management have not made any accounting judgements to this set of Financial Statements or prior period.
3. Income
2016 | 2015 | |
£'000 | £'000 | |
Income from investments | ||
UK dividend income (net) | 2,056 | 1,777 |
Dividends from overseas companies | 317 | 447 |
2,373 | 2,224 | |
Total income comprises | ||
Dividends | 2,373 | 2,224 |
2,373 | 2,224 | |
Income from investments | ||
Listed in the UK | 2,056 | 1,777 |
Listed overseas | 317 | 447 |
2,373 | 2,224 |
4. Return per share
2016 | 2015 | |
Return per Ordinary Income share | ||
Net revenue return applicable to Ordinary Income shares (£'000) | 1,317 | 1,174 |
Net capital loss (£'000) | (202) | (387) |
Net total return (£'000) | 1,115 | 787 |
Number of Ordinary Income shares in issue during the year | 91,675,333 | 91,675,333 |
Net revenue return per Ordinary Income share | 1.44p | 1.28p |
Net capital loss per Ordinary Income share | (0.22)p | (0.42)p |
Net return per Ordinary Income share | 1.22p | 0.86p |
Return per Common share | ||
Net revenue return applicable to Common shares (£'000) | 324 | 295 |
Capital growth entitlement (£'000) | 471 | 695 |
Net total return (£'000) | 795 | 990 |
Number of Common shares in issue during the year | 8,054,045 | 8,054,045 |
Net revenue return per Common share | 4.02p | 3.66p |
Net capital return per Common share | 5.85p | 8.63p |
Net total return per Common share | 9.87p | 12.29p |
Return per Zero Dividend Preference share | ||
Capital growth entitlement (£'000) | 1,879 | 2,771 |
Number of Zero Dividend Preference shares in issue during the year | 32,119,031 | 32,119,031 |
Net return per Zero Dividend Preference share | 5.85p | 8.63p |
5. Net Asset Value
The Net Asset Value per Ordinary Income and Common share as at 31 December 2016, calculated in accordance with the Articles of Association, was as follows:
2016 | 2015 | |||
Net | Net | |||
Asset Value | Asset Value | |||
per share | Net assets | per share | Net assets | |
attributable | attributable | attributable | attributable | |
pence | £'000 | pence | £'000 | |
Ordinary Income shares | 0.75 | 688 | 1.13 | 1,039 |
2016 | 2015 | |||
Net | Net | |||
Asset Value | Asset Value | |||
per share | Net assets | per share | Net assets | |
attributable | attributable | attributable | attributable | |
pence | £'000 | pence | £'000 | |
Common shares | 139.84 | 11,263 | 134.45 | 10,828 |
2016 | 2015 | |||
Net | Net | |||
Asset Value | Asset Value | |||
per share | Net assets | per share | Net assets | |
attributable | attributable | attributable | attributable | |
pence | £'000 | pence | £'000 | |
Zero Dividend Preference shares | 137.58 | 44,188 | 131.73 | 42,309 |
6. Transactions with the Manager
JUTM is contracted to provide investment management services to the Company (subject to termination by not less than twelve months' notice by either party) for an annual fee of 0.75 per cent. of total assets less current liabilities payable quarterly in arrears.
The Management fee paid to JUTM for the period 1 January 2016 to 31 December 2016 was £402,325. Management fees of £105,000 were outstanding as at 31 December 2016 (2015: £101,000).
With effect from 1 October 2016, the Board has agreed with the Manager to cease calculating a performance fee for the Company.
7. Contingent liabilities and capital commitments
There were no contingent liabilities or capital commitments as at 31 December 2016 (2015: £nil).
Availability of Annual Report
The Annual Report & Accounts will be posted to shareholders shortly. Copies will also be available from the Company's registered office, The Zig Zag Building, 70 Victoria Street, London SW1E 6SQ. An electronic version of the Annual Report & Accounts will also be available for download from the Company's section of Jupiter Asset Management's website www.jupiteram.com/JDT.
For further information, please contact:
Richard Pavry
Head of Investment Trusts
Jupiter Asset Management Limited, Company Secretary
020 7314 4822
3 April 2017
Related Shares:
Jupiter Dividend & Growth Trust PLC