15th Dec 2017 07:00
HENDERSON ALTERNATIVE STRATEGIES TRUST PLC
ANNUAL FINANCIAL REPORT FOR THE YEAR ENDED 30 SEPTEMBER 2017
This announcement contains regulated information
INVESTMENT OBJECTIVE
The Company exploits global opportunities not normally readily accessible in one vehicle to provide long-term growth to shareholders via a diversified, international, multi-strategy portfolio which also offers access to specialist funds including hedge and private equity. The Company aims to outperform the FTSE World Total Return Index on a total return basis (a combination of income and capital growth) in Sterling terms.
PERFORMANCE HIGHLIGHTS
• Second consecutive year of solid share price and NAV total return performance.
• Share price and NAV total return of 19.8% and 10.8% compared with benchmark of 15.4%.
• Discount narrowed to 13.1% from 19.3%.
• Ordinary dividend increase of 25%.
• Valuable source of diversification and potential reward through a genuinely differentiated investment portfolio.
| 30 September 2017 | 30 September 2016 |
NAV per ordinary share1 | 335.4p | 308.7p |
Total return per ordinary share2 | 32.2p | 36.4p |
Share price per ordinary share | 291.5p | 249.1p |
Market capitalisation | £112.7m | £107.1m |
Discount3 | 13.1% | 19.3% |
Dividend for year4 | Ordinary 4.75p | Ordinary 3.8p |
- | Special 2.6p | |
Ongoing charge5 | 1.02% | 1.00% |
Number of investments6 | 54 | 57 |
1 Net asset value total return per ordinary share
2 Share price total return using mid-market closing prices
3 Calculated using year-end audited NAVs including current year revenue
4 2017 dividend subject to approval at the AGM to be held on 24 January 2018
5 The prior year ongoing charge has been updated to amend an inconsistency in the calculation method
6 Includes nil valued securities
Sources: Morningstar Direct, Janus Henderson, Datastream, Association of Investment Companies (AIC)
CHAIRMAN'S STATEMENT
Performance
I am pleased to report that the Company delivered another 12-month period of robust performance during the financial year to 30 September 2017. The Company's share price total return was 19.8% which compared with an increase of 15.4% in the Company's benchmark, the FTSE World Total Return Index (in Sterling). In addition, the Company's share price total return compared favourably with the 12.8% average weighted share price total return of its AIC Flexible Investment Sector peer group. The Company also produced a solid NAV total return of 10.8%, well above its informal, annualised, long-term NAV total return target of 8.0%. The Company's five investment categories each made a positive contribution to returns, reflecting thereby the attractive quality of its portfolio holdings. The Fund Managers' Report provides a review of portfolio activity and investment performance during the financial year.
Share Price Discount
The Company's share price discount to NAV per share narrowed significantly over the year from 19.3% to 13.1%, with the Company's average discount during the year of 15.8% comparing favourably with 19.9% in the prior financial year. The Board believes that two consecutive years of significantly improved investment performance, combined with sustained marketing of the Company's shares to both professional and retail investors, have been crucial in helping to address the Company's discount. Continuance of this investment performance should, over time, help to narrow the discount further.
In January 2017 the Company completed a tender offer for 10% of its ordinary shares at a discount of 5% to NAV, less tender costs. The tender offer, which was agreed to in early 2015 as part of the Company's last triennial continuation vote process, resulted in the return of almost £13.0 million of cash to participating shareholders. This, in addition to the tender offer in December 2014, means that these two buy-backs in the space of three years have returned to shareholders £25.8 million. Although the Board has no current plans for further tender offers, it will continue to consider the use of additional discount control measures, as and when appropriate. The Board is, however, conscious that measures which reduce the Company's market capitalisation are likely to make it less attractive to those investors who have minimum size requirements for their fund investments.
Dividend
The Company is again able to pursue a progressive dividend policy given the healthy level of income generated by its investment portfolio. The Board is therefore proposing a 25% increase to the Company's ordinary dividend to 4.75p per share for the year to 30 September 2017.
Board Changes
After many years of service to the Company, Graham Fuller will not offer himself for re-election as a Director at the AGM to be held on 24 January 2018. On behalf of the Board I would, in advance of the AGM, like to extend sincere thanks to Graham for his many valued contributions during his time as a Director. Jamie Korner will assume Graham's mantle as the Board's Senior Independent Director at the AGM.
I would also like to welcome Mary-Anne McIntyre to the Board following her appointment with effect from 1 September 2017. As announced previously, Mary-Anne brings a wealth of experience from the asset management industry, particularly in relation to distribution and marketing, which is a key area of focus for the Board. Subject to the continuation vote being passed at the 2018 AGM, it is the Board's intention to consider the appointment of one more director to the Board to balance and complement the Board's existing skills.
Triennial Continuation Vote
In accordance with the Company's Articles of Association the Board is proposing the Company's triennial continuation vote as an ordinary resolution at the AGM on 24 January 2018.
The Board is unanimous in its recommendation that shareholders vote in favour of this resolution. In reaching its decision the Board has carefully considered a number of factors, the most important of which are outlined below.
First, the Company's investment performance has improved significantly. In April 2013 Janus Henderson inherited an underperforming, poorly-positioned and relatively illiquid portfolio which the Fund Managers stated might take up to three years to restructure. This proved to be the case, but two consecutive financial years of double-digit share price and NAV total returns have demonstrated that the restructuring has been successful. In addition, as highlighted in their report, the Fund Managers are confident that the Company's investment portfolio is well-positioned to deliver further attractive returns over the long-term.
Second, the Board is strongly of the view that the Company provides professional and retail investors with a genuinely differentiated investment proposition by seeking to deliver equity equivalent long-term returns from a well-diversified portfolio of niche, hard-to-access or complex alternative and specialist asset funds. The Board believes the Company has no obvious peer listed on the UK stock market and the Company's recent success in attracting new investors to its shareholder register is evidence that it has a genuine raison d'être.
Third, considerable progress has been made since 2015 in narrowing the Company's discount to net asset value. The Board believes that there is scope for further improvement in both of the Company's asset value and share price if performance remains robust and marketing activity is maintained at current levels.
Fourth, given the nature of the Company's investment mandate, the Company's portfolio includes a number of illiquid holdings which, if exited in a time-limited portfolio liquidation, would attract discounts to the valuations ascribed to them currently by the Company. There are also a number of mature holdings which are themselves engaged in self-liquidation processes which may prove very difficult to complete fully within a limited timeframe. In view of these considerations, the Board believes that it is important for shareholders to be aware that a vote against continuation, which then leads to a portfolio liquidation, may be value-damaging and may not necessarily result in either the full or timely return in cash of the Company's NAV (less the costs associated with any portfolio liquidation process).
Investment Objective and Policy
The Board has approved certain minor changes to the wording of the investment objective and policy of the Company to provide further clarity to investors. None of the changes were material and they therefore do not require shareholder consent. The updated investment objective and policy is set out in full in the Annual Report.
Annual General Meeting
The Company's AGM will be held at the offices of Janus Henderson Investors, 201 Bishopsgate, London EC2M 3AE on 24 January 2018 at 11.30am. I would encourage as many shareholders as possible to attend as it is an opportunity to meet the Board and to watch a presentation from our Fund Managers. The AGM will also be broadcast live on the internet. If you are unable to attend in person, you can watch the meeting as it happens by visiting www.janushenderson.com/ukpi/content/trustslive.
Financial Year End
Subject to the continuation vote being passed, the Board is considering changing the Company's financial year end of 30 September to 31 March, with the aim of more closely aligning the Company's year-end reporting cycle to reporting received from unquoted private equity funds and other unlisted investments within the portfolio. Should it be decided that this would be of benefit to the Company, it would be the intention that an appropriate announcement be made in early 2018.
Outlook
As we move towards 2018, global financial markets are generally regarded to be at relatively high valuation levels, with US equity and global fixed income markets good examples of such conditions. In such an environment the Board believes that the Company provides investors with a valuable source of diversification and potential reward through its genuinely differentiated investment portfolio.
The Board and Janus Henderson believe that our investment portfolio contains a range of attractive NAV growth opportunities. The Board, in unanimously supporting the continuation vote, has every confidence that the Fund Managers will deliver this growth and I would like to take this opportunity of thanking all of our shareholders who have supported us during a period where our investment portfolio has been completely repositioned with a solid performance now being demonstrated.
Richard Gubbins
Chairman
14 December 2017
FUND MANAGERS' REPORT
Market Overview
The year to 30 September 2017 was another positive period for world equity markets. Generally high valuations were supported by global GDP growth running at above 3% for the sixth successive year and by improving corporate earnings in both developed and emerging economies. The constructive macro-economic environment helped equity markets absorb the significant levels of financial and political risk in evidence across the world during the period. Markets were also able to withstand the beginnings of sustained reductions in quantitative easing.
Against this favourable backdrop developed market equities produced attractive returns. The US market moved ahead as investors were quick to interpret the surprise victory of President Trump in November 2016 as beneficial for US economic growth. European markets began to recover from several years of relative underperformance compared to the US as concerns over deflation diminished, as the German economy gathered momentum and there was evidence of improved economic performance in countries such as Spain and France. In the UK, both the economy and the equity market perhaps proved more resilient than many commentators predicted following the June 2016 vote to leave the European Union. In Japan, a weaker yen was one of several factors which boosted the equity market.
The recovery of emerging market equities after some difficult years continued, with the prominent emerging economies of Brazil, Russia, India and China each making progress. Brazil benefited from the depreciation of its currency and from some degree of political stability. Russia continued its gradual recovery from the adverse impact of Ukraine-related sanctions and the collapse of the oil price in late 2014. India thrived on the business-friendly approach of its government led by Prime Minister Modi and also recovered well from the shock of last November's demonetisation scheme. Finally, China overcame some of the immediate concerns regarding increasing levels of debt within its economy and also an over-heating property market.
Although US interest rates have started to rise and accommodative monetary policies may have peaked in developed economies, the market consensus is that future rate rises are likely to be modest and gradual and that low interest rates will continue to support elevated global equity valuations for some time. In our view, however, there is absolutely no room for investor complacency given the scope for either serious central bank policy errors, higher than expected inflation in the US or the escalation of any number of other major financial or political risks which currently exist around the globe. With global fixed income markets also trading at historically high valuations our overall mood is one of caution.
Although the Company's focus is on alternative and specialist asset classes, our experience tells us that it is rare that any of these are unaffected by macro-economic or wider market forces. As members of Janus Henderson's Multi-Asset business, we benefit from access to the wealth of macro-economic and global market experience which resides within our team. We draw on this to help shape our top-down view of the world which we then apply to our thinking regarding the Company's key areas of investment.
The Company's Investment Proposition
Given the current investment environment, some investors will be understandably eager to seek alternative sources of return to those provided by mainstream equity and fixed income investment portfolios. We believe that the Company offers such diversification through its genuinely differentiated investment proposition.
Since assuming the management of the Company's underperforming, poorly-positioned and relatively illiquid portfolio in April 2013, our aim has been to create a high-quality portfolio of 30 to 40 alternative and specialist asset funds capable of delivering equity-equivalent returns over the long-term, which means periods of at least five years. We seek to invest mainly in funds which are either niche, complex or hard-to-access and which the Company's shareholders may not be able to own directly. The Company's flexible global investment mandate allows us to use a wide range of asset types and investment strategies to generate our informal long-term annualised NAV total return target for the Company of 8.0% per annum. If we achieve this informal target we believe that the
Company's performance will compare favourably with long-term global equity returns. In addition, we are focusing on delivering these returns, if possible, with lower volatility than global equity markets.
Given the scope of the Company's mandate, our investment universe is large. It is, however, also of very variable quality. Our focus is therefore on identifying the best available assets or investment strategies which are managed or run by proven investment teams. We also pay great attention to the price at which we invest and have clear return expectations for each individual holding.
In summary, the Company aims to provide investors with an alternative route to obtaining long-term equity-equivalent returns. The nature of the Company's mandate, as outlined in the Company's formal investment policy, does not seek in its investment portfolio to replicate the composition of its benchmark, the FTSE World Total Return Index (in Sterling). In the short-term, it is therefore likely that the Company's performance will diverge either positively or negatively from its benchmark. Our aim, however, is to ensure that the Company exceeds its benchmark over the longer-term.
Company Performance
The Company's share price total return was 19.8% (2016: 14.5%). This compared with the 15.4% increase in the Company's FTSE World Index (in Sterling) benchmark. The Company also delivered a NAV total return of 10.8% (2016: 13.4%), well above the Company's informal long-term annualised target of 8.0%. Pleasingly, this was the Company's second consecutive year of double-digit share price and NAV total returns following the restructuring of our investment portfolio.
The Company's share price discount to NAV per share showed a material improvement over the period, narrowing from 19.3% to 13.1%. As always, we believe that good NAV performance combined with an active marketing programme to existing and potential shareholders is the best way to address the Company's discount.
Portfolio Performance and Activity
The 30 largest holdings represent 96.1% of the Company's total investment portfolio by value.
The table below shows the contribution of each of the Company's five investment categories to the gross total return of the Company's investment portfolio (including cash and cash equivalents and money market funds) during the year.
Investment Category | Contribution % | Average Weighting % |
Specialist Sector | 3.5 | 30.2 |
Private Equity | 3.5 | 26.1 |
Hedge | 2.0 | 20.0 |
Property | 1.1 | 8.9 |
Specialist Geography | 1.0 | 8.0 |
Source: Janus Henderson
Period: 1 October 2016 to 30 September 2017
Note: Cash and cash equivalents, money market funds and funds in liquidation contributed 0.5% with an average weighting of 6.8%
It is pleasing to note that all the Company's investment categories made positive contributions to the Company's NAV performance with only a handful of individual holdings detracting from returns. We believe that this reflects the consistently high quality of the portfolio and our vigilance regarding the returns available across the diverse range of asset classes represented in the Company's investment universe.
Specialist Sector
The Company's Specialist Sector investment category is very flexible. It is used to obtain exposure to any sector, usually through a proven specialist manager, and to good-quality assets which can meet the Company's target return.
At the year-end this investment category represented 29.3% of the Company's total investments (2016: 32.5%) and contributed 3.5% to the Company's gross total return. At the start of the financial year our heaviest weighting in this investment category was in listed credit-related funds with underlying exposures to a range of developed market debt instruments including, most notably, senior secured leveraged loans. During the year we reduced our exposure to this particular asset class by exiting our holdings in Voya Prime Rate Trust and Carador Income Fund PLC and selling some of our position in Blackstone/GSO Loan Financing Limited. Although the prospects for the senior secured leveraged loan market remain positive we observed that loan valuations had increased significantly leaving limited scope thereby for further value growth in these funds above and beyond their already attractive cash yields.
Our largest Specialist Sector investment during the period was a £4.6 million purchase of The Biotech Growth Trust plc, a UK-quoted investor in listed biotech companies. We had identified the biotech sector as significantly undervalued given the strong long-term growth drivers such as the developed world's ageing population and the rapidly increasing healthcare spend in emerging markets. In addition, we expect to see regular merger and acquisition activity in the sector as large pharmaceutical companies seek access to innovative new treatments.
Private Equity
The Company's private equity holdings provide investors with access to an asset class which, when managed well, has delivered long-term returns consistently above those of listed equity markets. At the year-end the Private Equity investment category represented 29.1% of the Company's total investments (2016: 29.3%) and contributed 3.5% to the Company's gross total return. The investments are well-diversified by asset type, investment strategy, vintage and geography. We obtain exposures through listed and unlisted vehicles run by proven managers.
Some of our listed fund holdings such as Standard Life Private Equity Trust plc and Princess Private Equity Holding Limited performed strongly as they continued to benefit from attractively priced portfolio exits, often well above their carrying values. In response we decided to realise some profit by trimming both positions. The cash proceeds were put towards a new £2.6 million investment in Safeguard Scientifics Inc., a long-established US-listed private equity vehicle with direct investments in, we believe, a significantly undervalued portfolio of healthcare, financial services and digital media companies seeking to exploit new technologies in their sectors.
Amongst our unlisted private equity investments Mantra Secondary Opportunities continued to perform well as it pursued its niche strategy investing globally in mature private equity limited partnerships at attractive valuations. The fund is a six-year lock-up which is coming to the end of its three-year investment period. During the year a further USD 0.8 million was deployed under the Company's USD 10 million commitment to the fund.
Hedge
The Hedge fund investment category is used mainly to access long/short strategies which aim to deliver equity-equivalent returns in rising markets but may be expected to outperform equities in falling markets given the ability to employ shorting strategies (selling borrowed stocks with a view to buying them back less expensively in the future). Hedge fund holdings were 22.4% of the Company's total investments at the year-end (2016: 16.3%) and contributed 2.0% to the Company's gross total return.
Given our concerns regarding elevated equity market valuations we were keen to add exposure to the Hedge fund investment category during the year. The identification of the right quality of managers and investment strategies is not easy in a sector which has seen many expensive failures. We did, however, manage to make two new investments. First, we invested £4.0 million in Sagil Latin American Opportunities Fund ("Sagil"), a long/short fund investing mainly in Latin American equity instruments. We monitored Sagil for over a year before investing. The fund, which is run by a boutique manager, has an outstanding long-term track record in all market conditions and has delivered better than median equity returns but with significantly lower volatility. Performance since our investment in Sagil has been outstanding. Second, we invested £4.2 million in the Helium Selection Fund, a boutique managed fund focused predominantly on merger arbitrage and event-driven investing in Europe and the US.
Overall the Company's Hedge fund sleeve performed well during the year. We are currently seeking one or two additional investments to take our Hedge fund allocation up to the full 30% of portfolio value permitted under the Company's investment limits.
Property
The Company's Property investment category is designed to provide access to niche or specialist property opportunities. At the year-end it represented 9.4% of the Company's total investments (2016: 11.9%) and contributed 1.1% to the Company's gross total return.
Last year we were unable to find any new property funds of sufficient quality to add to the Company's Property sleeve. We therefore made no new investments.
We did, however, make an additional £0.3 million investment in Summit Germany Limited, a UK-listed fund investing in German property. The fund focuses on major cities and has a bias towards offices and industrial buildings. It delivered good returns during the year. The Company's other main property holding is in CEIBA Investments Limited, an unlisted company which has invested in good-quality commercial and hotel properties in Cuba. These assets generate hard currency cash flows and have performed well in recent years which has resulted in a series of valuation uplifts. Happily, Hurricane Irma caused minimal damage to the company's properties.
During the year we also sold our remaining holding in Ediston Property Investment Company, a UK-listed investor in UK regional retail and commercial property. The fund is very well managed and had met our target returns so, with the uncertainties of the Brexit process beginning to weigh on the UK economy, we decided to make a final exit.
Specialist Geography
This investment category is used to obtain specialist equity or debt market exposure to particular countries or regions which reflects our macro-economic preferences within developed, emerging or frontier markets. Specialist Geography holdings represented 9.7% of the Company's total investments at the year-end (2016: 10.0%) and contributed 1.0% to the Company's gross total return.
We made two new investments in the Specialist Geography category during the year. First we invested £3.8 million in Ashmore SICAV EM Local Currency Broad Bonds Fund, an unlisted daily-dealt fund managed by Ashmore Group, an emerging markets specialist. The fund invests in local currency debt instruments issued mainly by governments. Our rationale for investing is that a number of emerging market currencies are now recovering from significant corrections and may be set for a period of stability against an improving global macro-economic backdrop. The fund's current yield is nearly 7%. We also invested £4.5 million in the KLS Sloane Robinson Emerging Market Equity Fund, an open-ended daily-dealt vehicle which invests in listed emerging market stocks with a strong bias towards Asia. This replaced the Company's holding in Genesis Emerging Markets Limited, a UK-listed vehicle which had delivered strong returns since our investment in early 2016.
Outlook
Our message this year is very similar to that of 12 months ago. Global financial markets are generally at high valuations but face significant levels of financial and political uncertainty as we move into 2018. We relish the challenge this creates for us, as our job is to use the Company's flexible mandate to provide our investors with a high-quality alternative to mainstream investment vehicles by offering an attractive and differentiated source of diversified return.
The Company faces its triennial continuation vote in January 2018. We believe we now have some very positive messages to convey to shareholders as we approach the vote. Above all, we have completed the essential and challenging restructuring of the Company's poorly-positioned and relatively illiquid inherited portfolio. As a consequence, investment performance has improved significantly with two consecutive years of satisfactory returns. We also believe that the Company's investment portfolio currently contains a range of attractive NAV growth opportunities.
We therefore hope very much that shareholders will support the Company's continuation in January 2018.
Ian Barrass and James de Bunsen
Fund Managers
INVESTMENT PORTFOLIO
Market Value | Portfolio | ||||||||
Investments | Focus | £'000 | % | ||||||
CEIBA Investments Limited4 | Property | 6,862 | 5.5 | ||||||
BlackRock European Hedge Fund Limited3 | Hedge | 6,717 | 5.4 | ||||||
Mantra Secondary Opportunities4 | Private Equity | 5,887 | 4.8 | ||||||
Majedie Asset Management Tortoise Fund3 | Hedge | 5,548 | 4.5 | ||||||
Riverstone Energy Limited2 | Private Equity | 5,391 | 4.4 | ||||||
Schroder Gaia Indus PacifiChoice Asia Fund3 | Hedge | 5,232 | 4.2 | ||||||
The Biotech Growth Trust2 | Specialist Sector | 5,105 | 4.1 | ||||||
Baring Vostok Investments Limited Core1 | Private Equity | 5,063 | 4.1 | ||||||
Summit Germany Limited2 | Property | 4,771 | 3.9 | ||||||
Helium Selection Fund3 | Hedge | 4,607 | 3.7 | ||||||
Ten largest | 55,183 | 44.6 | |||||||
Polar Capital Global Financials Trust plc2 | Specialist Sector | 4,588 | 3.7 | ||||||
KLS Sloane Robinson Emerging Market Equity Fund3 | Specialist Geography | 4,410 | 3.6 | ||||||
Sagil Latin America Opportunities Fund3 | Hedge | 4,355 | 3.5 | ||||||
Harbourvest Global Private Equity Limited2 | Private Equity | 4,222 | 3.4 | ||||||
Eurovestech plc1 | Private Equity | 4,100 | 3.3 | ||||||
Worldwide Healthcare Trust PLC2 | Specialist Sector | 3,870 | 3.1 | ||||||
Ashmore SICAV Emerging Markets Local Currency Broad Fund3 | Specialist Geography | 3,843 | 3.1 | ||||||
Toro Limited2 | Specialist Sector | 3,821 | 3.1 | ||||||
NB Distressed Debt Investment Fund Limited - Global Shares2 | Specialist Sector | 3,754 | 3.0 | ||||||
Princess Private Equity Holding Limited2 | Private Equity | 3,084 | 2.5 | ||||||
Twenty largest | 95,230 | 76.9 | |||||||
Tetragon Financial Group Limited2 | Specialist Sector | 2,791 | 2.3 | ||||||
Standard Life Private Equity Trust plc2 | Private Equity | 2,736 | 2.2 | ||||||
Renewable Energy and Infrastructure Fund II4 | Specialist Sector | 2,718 | 2.2 | ||||||
Safeguard Scientifics, Inc.2 | Private Equity | 2,596 | 2.1 | ||||||
Ashmore SICAV Emerging Markets Short Duration Fund3 | Specialist Geography | 2,582 | 2.1 | ||||||
Chenavari Capital Solutions Limited2 | Specialist Sector | 2,497 | 2.0 | ||||||
Axiom European Financial Debt Fund Limited2 | Specialist Sector | 2,487 | 2.0 | ||||||
Blackstone/GSO Loan Financing Limited2 | Specialist Sector | 2,485 | 2.0 | ||||||
Century Capital Partners IV L.P.4 | Private Equity | 1,433 | 1.2 | ||||||
Amber Trust SCA4 | Private Equity | 1,391 | 1.1 | ||||||
Thirty largest | 118,946 | 96.1 | |||||||
ASM Asian Recovery Fund4 | Hedge | 1,334 | 1.1 | ||||||
Firebird Republics Fund SPV4 | Specialist Geography | 1,062 | 0.9 | ||||||
NB Distressed Debt Investment Fund Limited - Extended Life Shares2 | Specialist Sector | 1,043 | 0.8 | ||||||
EF Realisation Co Limited2 | Specialist Sector | 613 | 0.5 | ||||||
Zouk Solar Opportunities Limited4 | Specialist Sector | 509 | 0.4 | ||||||
Value Catalyst Fund Limited4 | Specialist Sector | 97 | 0.1 | ||||||
Armadillo Investments Limited4 | Liquidation | 70 | 0.1 | ||||||
Baring Vostok Investments Limited Cell4 | Private Equity | 14 | 0.0 | ||||||
Prosperity Voskhod Fund Limited4 | Specialist Geography | 2 | 0.0 | ||||||
Total Investments | 123,690 | 100.0 | |||||||
1 Listed on minor market | |||||||||
2 Listed on major market | |||||||||
3 Unlisted investment - with redemption rights | |||||||||
4 Unlisted investment - without redemption rights | |||||||||
PRINCIPAL RISKS
The Board, with the assistance of Janus Henderson, has 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. In carrying out this assessment, the Board has considered the market uncertainty arising from the UK's negotiations to leave the EU. The Board has drawn up a matrix of risks and has put in place a schedule of investment limits and restrictions, appropriate to the Company's investment objective and policy, in order to mitigate these risks as far as practicable. The principal risks facing the Company are market related and include market price, foreign exchange, interest rate, liquidity and credit risk. An explanation of these risks and how they are mitigated is detailed in Note 15 to the Financial Statements in the Company's Annual Report.
Some of the Company's investments are in funds, some of which are unquoted, exposed to less developed markets and may be seen as carrying a higher degree of risk. The Board believe that these risks are mitigated through portfolio diversification, in-depth analysis, the experience of Janus Henderson and a rigorous internal control culture. The use of CFDs involves counterparty risk exposure.
Additional risks faced by the Company are summarised below:
Risk | Controls and mitigation |
Investment Strategy The performance of the portfolio may not match the performance of the benchmark through divergent geographic, sector or stock selection. In addition, the Company may be affected by economic conditions.
|
Janus Henderson has a clearly defined investment philosophy and manages a broadly diversified portfolio to mitigate this risk. |
Discount The level of the discount varies depending upon performance, market sentiment and investor appetite.
|
The Company has the ability to issue and purchase its own shares, including under a tender offer, which can reduce discount volatility. |
Regulatory/Operational Failure to comply with applicable legal and regulatory requirements could lead to a suspension of the Company's shares, fines or a qualified audit report.
A breach of Section 1158 of the Corporation Tax Act 2010 could lead to the Company being subject to corporation tax on realised capital gains.
Failure of Janus Henderson or third-party service providers could prevent accurate reporting and monitoring of the Company's financial position.
|
The Board regularly considers the risks associated with the Company and receives both formal and regular reports from Janus Henderson and third-party service providers addressing these risks. |
The Board considers these risks to have remained unchanged throughout the year under review. |
VIABILITY STATEMENT
The Directors have assessed the viability of the Company over a three year period, taking account of the Company's current position and the potential impact of the principal risks and uncertainties as documented in this Strategic Report. The assessment has considered the impact of the likelihood of the principal risks and uncertainties facing the Company, in particular the Investment Strategy risk, in severe but plausible scenarios, and the effectiveness of any mitigating controls in place.
The Directors took into account the nature of the investment portfolio, including its liquidity, redemption restrictions that exist on certain investments, and the income stream that the current portfolio generates in considering the viability of the Company over the next three years and its ability to meet liabilities as they fall due.
The Directors conducted this review for a period of three years as they consider this to be an appropriate period over which they do not expect there to be any significant change in the current principal risks and adequacy of the mitigating controls. The Directors do not envisage any change in strategy or objectives or any events that would prevent the Company from continuing to operate over that period as the Company's assets are sufficiently liquid, its commitments are limited and the Company intends to continue to operate as an investment trust. A substantial financial crisis affecting the global economy could have an impact on this assessment.
The Directors recognise that there is a continuation vote due to take place at the 2018 AGM. The Directors fully support the continuation of the Company and expect that the Company will continue to exist for the foreseeable future, at least for the period of assessment. However, if such a vote were not passed, the Directors would follow the provisions in the Articles of Association relating to the winding up of the Company and the realisation of its assets.
Based on this assessment, the Directors have a reasonable expectation that the Company will be able to continue in operation and meet its liabilities as they fall due over the next three year period.
STATEMENT OF DIRECTORS' RESPONSIBILITIES UNDER DTR 4.1.12
Each of the Directors confirms that, to the best of their knowledge:
· the financial statements, which have been prepared in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards comprising FRS 102 and applicable law), give a true and fair view of the assets, liabilities, financial position and profit of the Company; and
· the Annual Report includes a fair review of the development and performance of the business and the position of the Company, together with a description of the principal risks and uncertainties that it faces.
The Directors consider that the Annual Report, taken as a whole, is fair, balanced and understandable and provides the information necessary for shareholders to assess the Company's position and performance, business model and strategy.
For and on behalf of the Board
Graham Oldroyd
Director
14 December 2017
INCOME STATEMENT
Year ended 30 September 2017 | Year ended 30 September 2016 | ||||||
Notes |
| Revenue return £'000 | Capital return £'000 |
Total £'000 | Revenue return £'000 | Capital return £'000 |
Total £'000 |
Gains on investments at fair value through profit or loss | - | 11,684 | 11,684 | - | 12,977 | 12,977 | |
Exchange differences | - | (55) | (55) | - | 254 | 254 | |
2 | Investment income | 2,644 | - | 2,644 | 3,685 | - | 3,685 |
Gross revenue and capital gains | 2,644 | 11,629 | 14,273 | 3,685 | 13,231 | 16,916 | |
3 | Investment management fees | (91) | (821) | (912) | (85) | (766) | (851) |
4 | Other expenses | (442) | - | (442) | (354) | - | (354) |
Net return before finance costs and taxation | 2,111 | 10,808 | 12,919 | 3,246 | 12,465 | 15,711 | |
Finance costs | - | (1) | (1) | (7) | (66) | (73) | |
Net return before taxation | 2,111 | 10,807 | 12,918 | 3,239 | 12,399 | 15,638 | |
5 | Taxation | (15) | - | (15) | (16) | - | (16) |
7 | Net return after taxation | 2,096 | 10,807 | 12,903 | 3,223 | 12,399 | 15,622 |
7 | Return per ordinary share | 5.23p | 26.97p | 32.20p | 7.50p | 28.85p | 36.35p |
The total column of this statement represents the Income Statement of the Company. The revenue return and capital return columns are supplementary to this and are prepared under guidance published by the AIC. The Company had no recognised gains or losses other than those recognised in the Income Statement. No operations were acquired or discontinued in the year. All revenue and capital items in the above statement derive from continuing operations.
STATEMENT OF CHANGES IN EQUITY
Year ended 30 September 2017 | ||||||||||||
Notes |
Share capital £'000 | Share premium account £'000 | Capital redemption reserve £'000 |
Capital reserve £'000 |
Revenue reserve £'000 |
Total £'000 | ||||||
Balance at 1 October 2016 | 10,744 | 10,966 | 7,709 | 99,507 | 3,722 | 132,648 | ||||||
Net return after taxation | - | - | - | 10,807 | 2,096 | 12,903 | ||||||
Shares bought back - tender offer | (1,074) | - | (1,074) | (13,059) | - | (13,059) | ||||||
6 | Ordinary dividends | - | - | - | - | (2,750) | (2,750) | |||||
Balance at 30 September 2017 | 9,670 | 10,966 | 8,783 | 97,255 | 3,068 | 129,742 | ||||||
Year ended 30 September 2016 | ||||||||||||
Share capital £'000 | Share premium account £'000 | Capital redemption reserve £'000 |
Capital reserve £'000 |
Revenue reserve £'000 |
Total £'000 | |||||||
Balance at 1 October 2015 | 10,744 | 10,966 | 7,709 | 87,108 | 1,917 | 118,444 | ||||||
Net return after taxation | - | - | - | 12,399 | 3,223 | 15,622 | ||||||
6 | Ordinary dividends | - | - | - | - | (1,418) | (1,418) | |||||
Balance at 30 September 2016 | 10,744 | 10,966 | 7,709 | 99,507 | 3,722 | 132,648 | ||||||
STATEMENT OF FINANCIAL POSITION
Notes | As at 30 September |
2017 £'000 | 2016 £'000 |
Fixed Assets | |||
Investments held at fair value through profit or loss | 123,690 | 111,935 | |
Current assets | |||
Investments held at fair value through profit or loss | 4,718 | 22,868 | |
Debtors | 1,545 | 689 | |
Cash at bank | 155 | - | |
Total current assets | 6,418 | 23,557 | |
Creditors: amounts falling due within one year | (366) | (2,844) | |
Net current assets | 6,052 | 20,713 | |
Total assets less current liabilities | 129,742 | 132,648 | |
Capital and reserves | |||
8 | Called up share capital | 9,670 | 10,744 |
Share premium account | 10,966 | 10,966 | |
Capital redemption reserve | 8,783 | 7,709 | |
Capital reserve | 97,255 | 99,507 | |
Revenue reserve | 3,068 | 3,722 | |
Total equity shareholders' funds | 129,742 | 132,648 | |
7 | Net asset value per ordinary share | 335.44p | 308.66p |
The financial statements were approved and authorised for issue by the Board of Directors on 14 December 2017.
Graham Oldroyd
Director
CASH FLOW STATEMENT
Year ended 30 September 2017 £'000 | Year ended 30 September 2016 £'000 | |
Cash flows from operating activities | ||
Net return before taxation | 12,918 | 15,638 |
Add back: finance costs | 1 | 73 |
Gains on investments held at fair value through profit or loss | (11,684) | (12,977) |
Withholding tax on dividends deducted at source | (15) | (16) |
Increase in prepayments and accrued income | (381) | (47) |
Increase/(decrease) in accruals and deferred income | 32 | (190) |
Exchange movements: cash and cash equivalents | - | (6) |
Net cash inflow from operating activities | 871 | 2,475 |
Cash flows from investing activities | ||
Purchases of investments held at fair value through profit or loss | (36,122) | (43,465) |
Sales of investments held at fair value through profit or loss | 33,068 | 55,434 |
Purchases of current asset investments held at fair value through profit or loss | (27,631) | (51,612) |
Sales of current asset investments held at fair value through profit or loss | 45,781 | 35,739 |
Net cash inflow/(outflow) from investing activities | 15,096 | (3,904) |
Cash flows from financing activities | ||
Share buybacks | (13,059) | - |
Equity dividends paid | (2,750) | (1,418) |
Interest paid | (1) | (73) |
Net cash outflow from financing activities | (15,810) | (1,491) |
Net increase/(decrease) in cash and equivalents | 157 | (2,920) |
Cash and cash equivalents at beginning of year | (2) | 2,912 |
Exchange movements | - | 6 |
Cash and cash equivalents at end of year | 155 | (2) |
Comprising: | ||
Cash held/(overdrawn) at bank | 155 | (2) |
155 | (2) |
The accompanying notes are an integral part of the financial statements.
NOTES TO THE FINANCIAL STATEMENTS
1 |
Accounting policies |
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Basis of preparation The Company is a registered investment company as defined in Section 833 of the Companies Act 2006 and is incorporated in the United Kingdom. It operates in the United Kingdom and is registered at the address set out in the Annual Report.
The Financial Statements have been prepared in accordance with the Companies Act 2006, FRS 102 - the Financial Reporting Standard applicable in the UK and Republic of Ireland (which is effective for periods commencing on or after 1 January 2015) and with the Statement of Recommended Practice 'Financial Statements of Investment Trust Companies and Venture Capital Trusts' ("SORP") issued in November 2014 and updated in January 2017 with consequential amendments.
The Company has early adopted the amendments to FRS 102 in respect of fair value hierarchy disclosures as published in March 2016.
The principal accounting policies applied in the presentation of these Financial Statements are set out below. These policies have been consistently applied to all the years presented. There have been no significant changes to the accounting policies compared to those set out in the Company's Annual Report for the year ended 30 September 2016.
The Financial Statements have been prepared under the historical cost basis except for the measurement at fair value of investments. In applying FRS 102, financial instruments have been accounted for in accordance with Sections 11 and 12 of the Standard. All of the Company's operations are of a continuing nature.
Going concern Having considered the Company's investment objective, risk management and capital management policies, the nature of the portfolio and expenditure projections, the Directors believe that the Company has adequate resources to continue in operational existence for at least twelve months from the date of approval of the financial statements. The Company's shareholders are asked every three years to vote for the continuation of the Company, this will be put to shareholders at the AGM in January 2018. The validity of the going concern basis depends on the outcome of the continuation vote on which the Board is recommending that shareholders vote in favour. In particular, no provision has been made for the cost of winding-up the Company or liquidating its investments in the event that the resolution is not passed. Having assessed these factors, the principal risks and other matters discussed in connection with the viability statement, the Board has determined that it is appropriate for the financial statements to be prepared on a going concern basis. |
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2 | Investment Income | 2017 £'000 | 2016 £'000 |
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Income from equity shares and securities |
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UK investment income | 286 | 224 |
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Overseas income | 2,297 | 3,242 |
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Property income distributions | 32 | 176 |
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2,615 | 3,642 |
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Other income |
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Interest from money market funds | 27 | 35 |
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Bank interest | - | 7 |
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Other income | 2 | 1 |
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29 | 43 |
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Total income | 2,644 | 3,685 |
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3 |
Investment Management Fees |
| 2017 £'000 | 2016 £'000 |
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Revenue |
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Investment management fee | 91 | 85 |
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Capital |
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Investment management fee | 821 | 766 |
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Total | 912 | 851 |
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4 | Other expenses | 2017 £'000 | 2016 £'000 | ||||||||||||||
Revenue | |||||||||||||||||
General expenses | 263 | 179 | |||||||||||||||
Directors' fees | 107 | 105 | |||||||||||||||
Auditor's remuneration - fees payable to the Company's auditor for the audit of the Company's annual accounts1 | 38 | 36 | |||||||||||||||
Depositary charges | 34 | 34 | |||||||||||||||
442 | 354 | ||||||||||||||||
1 These figures include VAT. Fees for audit services excluding VAT were £31,450 (2015: £30,000).
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5 | Taxation | ||||||||||||||||
a) Analysis of the charge for the year | |||||||||||||||||
2017 £'000 | 2016 £'000 | ||||||||||||||||
Overseas withholding taxes | 30 | 31 | |||||||||||||||
Overseas tax reclaimable | (15) | (15) | |||||||||||||||
Total taxation charge for the year | 15 | 16 | |||||||||||||||
b) Factors affecting the tax charge for the year | |||||||||||||||||
2017 £'000 | 2016 £'000 | ||||||||||||||||
Net return on ordinary activities before taxation | 12,918 | 15,638 | |||||||||||||||
Corporation tax 19.5% (2016: 20.0%) | 2,519 | 3,128 | |||||||||||||||
Non-taxable dividends | (461) | (658) | |||||||||||||||
Non-taxable gains on investments | (2,278) | (2,646) | |||||||||||||||
Gains on disposal of non-qualifying offshore funds | 8 | 248 | |||||||||||||||
Movement in unutilised management expenses | 201 | (72) | |||||||||||||||
Non-taxable currency losses | 11 | - | |||||||||||||||
Overseas withholding tax | 15 | 16 | |||||||||||||||
Total taxation charge for the year | 15 | 16 | |||||||||||||||
The Company's profit for the accounting year is taxed at an effective rate of 19.5% (2016: 20.0%).
The Company is subject to taxation on gains arising from the realisation of investments in non-qualifying offshore funds but is otherwise exempt from taxation on chargeable gains. Excess management expenses are available to be offset against future taxable profits including any profits on the disposal of interests in non-qualifying offshore funds. The position at the year end is as follows: | |||||||||||||||||
2017 £'000 | 2016 £'000 | ||||||||||||||||
Excess management expenses | 6,494 | 5,458 | |||||||||||||||
Unrealised appreciation on non-qualifying offshore funds | (4,833) | (4,387) | |||||||||||||||
Excess management expenses | 1,661 | 1,071 | |||||||||||||||
No provision for deferred taxation has been made in the current or prior accounting year. The Company has not provided for deferred tax on capital gains or losses arising on the revaluation and disposal of investments as it is exempt from tax on these items because of its investment trust status except for those arising from the realisation of investments in non-qualifying offshore funds. The Company has not recognised a deferred tax asset totalling £282,000 (2016: £182,000) based on a prospective corporation tax rate of 17% (2016: 17%). The UK Government announced in July 2015 that the corporation tax rate is set to be cut to 19% in 2017 and 18% in 2020. These reductions in the standard rate of corporation tax were substantially enacted on 26 October 2015 and became effective from 18 November 2015. The rate for 2020 was subsequently lowered to 17% by the Finance Act 2016. The deferred tax asset arises as a result of having unutilised management expenses in excess of unrealised appreciation on non-qualifying offshore funds. These expenses will only be utilised, to any material extent, if the Company has profits chargeable to corporation tax in the future because changes are made to the tax treatment of the capital gains made by investment trusts, where disposals of non-qualifying offshore funds would otherwise result in a tax charge or there are other changes to the Company's investment profile which require them to be used. | |||||||||||||||||
6 | Dividends on equity shares |
2017 £'000 | 2016 £'000 | ||||||||||||||
2016 final dividend paid 3.80p (2015: 3.30p) | 1,633 | 1,418 | |||||||||||||||
2016 special dividend 2.60p (2015: nil) | 1,117 | - | |||||||||||||||
2,750 | 1,418 | ||||||||||||||||
The proposed final dividend of 4.75p per share is subject to approval by shareholders at the Annual General Meeting and has not been included as a liability in these financial statements. This dividend of £1,837,235 (2016: £2,750,000 including the special dividend) is the basis on which the requirements of Section 1158 of the Corporation Tax Act 2010 are considered. The revenue available for distribution by way of dividend for the year is £2,096,000 (2016: £3,223,000).
All dividends have been paid or will be paid out of revenue profits.
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7 | Returns/Net asset value per ordinary share | ||||||||||||||||
The return per ordinary share is based on the net return attributable to the ordinary shares of £12,903,000 (2016: £15,622,000) and on 40,068,008 ordinary shares (2016: 42,976,264) being the weighted average number of ordinary shares in issue during the year. The return per ordinary share can be further analysed between revenue and capital, as below: | |||||||||||||||||
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2017 £'000 | 2016 £'000 | |||||||||||||||
Net revenue return | 2,096 | 3,223 | |||||||||||||||
Net capital return | 10,807 | 12,399 | |||||||||||||||
Net total return | 12,903 | 15,622 | |||||||||||||||
Weighted average number of ordinary shares in issue during the year | 40,068,008 | 42,976,264 | |||||||||||||||
2017 Pence | 2016 Pence | ||||||||||||||||
Revenue return per ordinary share | 5.23 | 7.50 | |||||||||||||||
Capital return per ordinary share | 26.97 | 28.85 | |||||||||||||||
Total return per ordinary share | 32.20 | 36.35 | |||||||||||||||
The Company does not have any dilutive securities, therefore the basic and diluted returns per share are the same.
The net asset value per share is based on the net assets of £129,742,000 (2016: £132,648,000) divided by the number of shares in issue at the year end 38,678,638 (2016: 42,976,264). The net asset value per ordinary share at 30 September 2017 was 335.44p (2016: 308.66p).
The movements during the year of the assets attributable to the ordinary shares were as follows:
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2017 £'000 | 2016 £,000 | ||||||||||||||||
Total net assets at 1 October | 132,648 | 118,444 | |||||||||||||||
Total net return on ordinary activities after taxation | 12,903 | 15,622 | |||||||||||||||
Ordinary dividends paid in the year | (2,750) | (1,418) | |||||||||||||||
Ordinary shares bought back - tender offer | (13,059) | - | |||||||||||||||
Net assets attributable to the ordinary shares at 30 September | 129,742 | 132,648 | |||||||||||||||
8 | Share capital | Shares in issue | Nominal value of total shares in issue £'000 | ||||||||||||||
Allotted, issued and fully paid ordinary shares of 25p | |||||||||||||||||
At 1 October 2016 | 42,976,264 | 10,744 | |||||||||||||||
Shares bought back and cancelled | (4,297,626) | (1,074) | |||||||||||||||
At 30 September 2017 | 38,678,638 | 9,670 | |||||||||||||||
Allotted, issued and fully paid ordinary shares of 25p | |||||||||||||||||
At 1 October 2015 | 42,976,264 | 10,744 | |||||||||||||||
At 30 September 2016 | 42,976,264 | 10,744 | |||||||||||||||
In January 2017, a tender offer, for up to 10% of the Company's shares, was fully subscribed. As a result, 4,297,626 ordinary shares were bought back and subsequently cancelled. The cost of the purchases amounted to £12,952,000 and a further £107,000 of costs were incurred in connection with the tender offer. The total costs of £13,059,000 were charged to Capital Reserve.
Every shareholder has the right to one vote for each share held.
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9 | Related Party Transactions Other than the relationship between the Company and its Directors, the provision of services by the Manager is the only related party arrangement currently in place as defined in the Listing Rules. Other than fees payable by the Company in the ordinary course of business and the provision of sales and marketing services, there have been no material transactions with this related party affecting the financial position of the Company during the year under review.
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10 | 2017 financial statements |
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The figures and financial information for the year ended 30 September 2017 are compiled from an extract of the latest financial statements of the Company and do not constitute the statutory accounts for that year. Those financial statements included the report of the auditors which was unqualified and did not contain a statement under either section 498(2) or section 498(3) of the Companies Act 2006. They have not yet been delivered to the Registrar of Companies.
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11 | 2016 financial statements |
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The figures and financial information for the year ended 30 September 2016 are compiled from an extract of the published financial statements of the Company and do not constitute the statutory accounts for that year. Those financial statements have been delivered to the Registrar of Companies and included the report of the auditors which was unqualified and did not contain a statement under either section 498(2) or section 498(3) of the Companies Act 2006.
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12 | Dividend |
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The final dividend, if approved by the shareholders at the Annual General Meeting, of 4.75p per ordinary share will be paid on 7 February 2018 to shareholders on the register of members at the close of business on 12 January 2018. The Company's shares will be traded ex-dividend on 11 January 2018.
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13 | Annual Report |
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Copies of the Annual Report for the year ended 30 September 2017 will be posted to shareholders in December and will be available on the Company's website www.hendersonalternativestrategies.com or in hard copy from the Corporate Secretary, Henderson Secretarial Services Limited, 201 Bishopsgate, London EC2M 3AE.
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14 | Annual General Meeting |
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The Annual General Meeting will be held on Wednesday 24 January 2018 at 11.30am at 201 Bishopsgate, London EC2M 3AE. |
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Neither the contents of the Company's website nor the contents of any website accessible from hyperlinks on the Company's website (or any other website) is incorporated into, or forms part of, this announcement.
For further information please contact:
Ian Barrass Fund Manager Henderson Alternative Strategies Trust plc Telephone: 020 7818 2964
| James de Sausmarez Director and Head of Investment Trusts Henderson Investment Funds Limited Telephone: 020 7818 3349
|
James de Bunsen Fund Manager Henderson Alternative Strategies Trust plc Telephone: 020 7818 3869 | Sarah Gibbons-Cook Investor Relations and PR Manager Henderson Investment Funds Limited Telephone: 020 7818 3198 |
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HAST.L