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Final Results

15th Sep 2014 07:00

RNS Number : 5995R
Alternative Asset Opps PCC Ltd
15 September 2014
 



ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Annual Financial Report Announcement

For the year ended 30 June 2014

 

The Directors announce the Annual Financial Report for the year ended 30 June 2014.

 

The Company has today, in accordance with DTR 6.3.5, submitted its Annual Financial Report for the year ended 30 June 2014 to the National Storage Mechanism and it will shortly be available for inspection at http://www.hemscott.com/nsm.do. The Annual Financial Report is available to be viewed on or downloaded from the Company's website at www.allianzgi.co.uk/TLI .

 

The financial information set out in this announcement does not constitute the Company's statutory accounts for the year ended 30 June 2014, but is derived from those accounts. Statutory accounts for the year ended 30 June 2014 will be delivered to Shareholders during September 2014. The auditors have reported on the accounts and their report was unqualified. The audit report draws attention to the inherent uncertainty in the valuation of the Company's Traded Life Interests.

 

The financial statements have been prepared in accordance with International Financial Reporting Standards. The Company will publish full financial statements that comply with International Financial Reporting Standards in September 2014. This announcement has been prepared using accounting policies consistent with those set out in the Company's annual report and financial statements for the year ended 30 June 2014.

 

The Annual General Meeting of the Company will be held on 12 November 2014.

 

 

Peter Ingram

Company Secretary

 

Telephone number: 020 7065 1467

 

Melissa Gallagher

Head of Investment Trusts, Allianz Global Investors

 

Telephone number: 020 7065 1539

 

 

 

15 September 2014

 

199 Bishopsgate

London

EC2M 3TY

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Investor Information

For the year ended 30 June 2014

 

General information

Alternative Asset Opportunities PCC Limited (the "Company") was registered on 27 February 2004 in Guernsey, as a closed-ended protected cell company in accordance with the provisions of The Companies (Guernsey) Law, 1994, and subsequently re-registered under the provisions of The Companies (Guernsey) Law, 2008, as amended. It was established with one Cell known as the US Traded Life Interests Fund (the "Fund") which had a planned life of approximately 8 years from the date of launch. The Company is regulated by the Guernsey Financial Services Commission as an authorised fund under the Protection of Investors (Bailiwick of Guernsey) Law, 2008, as amended.

 

Following a Special Resolution passed at an Extraordinary General Meeting on 28 August 2009, the Articles of Incorporation were amended to move from having a fixed life in respect of the Company's Cell, US Traded Life Interests Fund (terminating on 31 March 2012), to offering shareholders annual continuation votes from the Company's 2012 Annual General Meeting onward.

 

With effect from 1 September 2009, the Company has been managed with a view to being approved as an Investment Trust within the meaning of the Corporation Tax Act 2010, and has been resident in the UK for tax purposes from that date.

 

The Company's redeemable participating preference shares (the "Shares") were admitted to the Official List of the UK Listing Authority and commenced trading on the London Stock Exchange on 25 March 2004.

 

Investment objective

The Company's objective in respect of the Fund is to provide investors with an attractive capital return through investment predominantly in a diversified portfolio of US Traded Life Interests ("TLIs").

 

Investment policy and strategy

The Company has invested the assets of the Fund in a range of TLIs on the lives of US citizens aged, at the time of acquisition, between 78 and 92 years. All TLIs acquired are Whole-Of-Life policies or Universal Life policies. No viatical policies (that is, a policy on the life of an insured who is terminally ill and with a life expectancy of less than 2 years) have been acquired.

 

The TLIs acquired are policies issued by a range of US life insurance companies. Each underlying life insurance company had an A.M. Best or a Standard & Poor's credit rating of at least "A" at the time of acquisition of the relevant policy. Page 38 discloses the current ratings against the Company' exposure based on year-end valuation. A.M. Best is a US credit rating agency which provides the most comprehensive coverage of the US life company sector. Not more than 15 per cent. of the gross assets of the Fund, at the time of purchase, have been invested in life policies issued by any single US life insurance company or group.

 

The Board has overall responsibility for the assets of the Fund, in accordance with the investment objective and policy, and subject to advice received from the Investment Manager. At present there is no intention to acquire further policies, but sales of policies may occasionally be made when appropriate. The Company has the ability to incur borrowings to be applied in meeting TLI acquisition costs, premium payments and expenses. The Company's borrowings as at 30 June 2014 were US$nil (£nil) (2013: US$5.9 million (£3.9 million)). The terms of these borrowings require the Company to utilise the net proceeds of maturing TLIs to repay borrowings, but, subject to any such covenants, the Company may return capital to shareholders either by means of the purchase of shares in the market as authorised by shareholders resolution or by return of capital in accordance with the Articles.

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Investor Information (continued)

For the year ended 30 June 2014

 

Pending the return of capital to shareholders, the cash proceeds of TLIs may be invested in a portfolio that may include US treasury bonds, UK gilts and sterling-denominated corporate bonds with a minimum rating of AA by Standard & Poor's or an equivalent rating by another rating agency.

 

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Investor Information (continued)

For the year ended 30 June 2014

 

 

Directors

Registrar

CPG Tracy (Chairman)

Capita Registrars (Guernsey) Limited

DIW Reynolds (Chairman of the Audit Committee)

Mont Crevelt House,

 

TJ Emmott

Bulwer Avenue

JPHS Scott

St Sampson

Guernsey GY2 4LH

Registered Office

Investment Manager

Dorey Court

SL Investment Management Limited

Admiral Park

8/11 Grosvenor Court

St Peter Port

Foregate Street

Guernsey GY1 2HT

Chester CH1 1HG

Manager

Banker (UK)

Allianz Global Investors Europe GmbH, UK Branch

AIB Group (UK) PLC

199 Bishopsgate

4 Queen's Square

London

Belfast

EC2M 3TY

County Antrim BT1 3DJ

Secretary

Banker (Guernsey)

Allianz Global Investors Europe GmbH, UK Branch

Kleinwort Benson (Channel Islands) Limited

199 Bishopsgate

Dorey Court, Admiral Park

London EC2M 3TY

St Peter Port

(Represented by PWI Ingram FCIS)

Guernsey GY1 2HT

Administrator

Custodian

Kleinwort Benson (Channel Islands)

Kleinwort Benson (Guernsey) Limited

Fund Services Limited

Dorey Court, Admiral Park

Dorey Court, Admiral Park

St Peter Port

St Peter Port

Guernsey GY1 2HT

Guernsey GY1 2HT

Legal Advisers (UK)

Sub Custodian

Herbert Smith Freehills LLP

Wells Fargo Bank Northwest N.A.

Exchange House

260 North Charles Lindbergh Drive

Primrose Street

Salt Lake City

London EC2A 2HS

UT 84116, USA

Legal Advisers (Guernsey)

Financial Adviser and Corporate Broker

Carey Olsen

Westhouse Securities Limited

PO Box 98

110 Bishopsgate

Carey House, Les Banques

London EC2N 4AY

St Peter Port

Guernsey GY1 4BZ

Recognised Auditor

Deloitte LLP

Regency Court

Glategny Esplanade

St Peter Port

Guernsey GY1 3HW

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Investor Information (continued)

For the year ended 30 June 2014

 

Directors

The Directors have been chosen for their investment and commercial experience and are listed below:

 

Charles Tracy, Chairman, (aged 68) has over 30 years' experience as a merchant banker, covering both the investment management and banking fields. On joining N.M. Rothschild & Sons in 1975 he was made responsible for Asian and commodity-related investments, working in Malaysia and Hong Kong before taking up the post of Managing Director of N.M. Rothschild & Sons (C.I.) Ltd. in 1981, and remaining in that position until 1998. During that period he was Chairman of the Association of Guernsey Banks and of the Guernsey International Business Association. He is currently non-executive Chairman of Louvre Fund Services Limited and Chairman of the Board of the Guernsey Banking Deposit Compensation Scheme. He is a resident of Guernsey.

 

Ian Reynolds (aged 70) is a former Chief Executive of Commercial Union Life Assurance Company and a former director of Liverpool Victoria Friendly Society. He is a director of The Equitable Life Assurance Society, and a former consultant actuary at Towers Perrin. Mr Reynolds is a Fellow of the Institute of Actuaries and a Chartered Director. He is UK resident.

 

Tim Emmott (aged 61) has over 35 years' experience in banking and investment in a variety of analytical, trading and management roles. He has been involved in investing in distressed, illiquid and alternative financial assets for the past 20 years and was formerly a director of Economic Lifestyle Property Investment Company Limited, a fund previously listed on the Channel Islands Stock Exchange. He is UK resident.

 

John Scott (aged 62) is currently a director of several UK investment trusts and is Chairman of Scottish Mortgage Investment Trust PLC. Mr Scott held a number of senior appointments at Lazard Brothers & Co., Limited between 1981 and 2001. Prior to that, he worked at Jardine Matheson & Co., Limited. He is a Fellow of the Chartered Insurance Institute and of the Chartered Institute for Securities and Investment. He is UK resident.

 

The Investment Manager

The Investment Manager, SL Investment Management Limited, which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, was incorporated in 1990 and is an Investment Manager for a range of specialist investment products.

 

The Manager

Allianz Global Investors Europe GmbH, UK Branch, which is authorised by Bundesanstalt für Finanzdienstleistungsaufsicht (BaFin) and which is subject to limited regulation by the Financial Conduct Authority, is manager of a number of closed-ended investment companies with approximately £1.1 billion of such assets under management in a range of investment companies and investment trusts as at 30 June 2014. The Manager is responsible for managing the cash and fixed interest holdings of the Fund and foreign currency hedging.

 

Non Mainstream Pooled Investments

The Company is an investment trust and therefore its shares are not subject to the Financial Conduct Authority's (FCA) rules relating to the restrictions on the retail distribution of unregulated collective investment schemes and close substitutes which came into effect on 1 January 2014. Accordingly, its shares can be recommended by IFAs to ordinary retail investors in accordance with the FCA's rules in relation to non-mainstream investment products.

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Financial Highlights

For the period from 1 July 2013 to 30 June 2014

 

At 30

June 2014

At 30

June 2013

Shares in issue

72,000,000

72,000,000

Net assets attributable to shareholders

£32,186,259

£34,907,478

Net asset value per Share

44.7p

48.5p

 

Mid market share price

 

38.0p

45.5p

Discount to net asset value

15.0%

6.2%

Total deficit on ordinary activities for the financial year per Share

(3.78p)

(12.02p)

Revenue deficit per Share

(1.08p)

(1.86p)

 

Dividends

The Directors do not propose a dividend for the year ended 30 June 2014 (2013: nil).

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Chairman's Statement

For the year ended 30 June 2014

 

Introduction

The twelve months to 30 June 2014 have transformed the outlook for the Company. The placing and open offer in October 2012, coupled with the rate of policy maturities since that date have at last enabled the Board to start to return money to shareholders by means of a B Share issue and redemption, approved at an Extraordinary General Meeting in July 2014 and resulting in a distribution in August of 2p per share. This in turn has depended on a renegotiation of our borrowing arrangements with AIB Group to enable distributions, within a facility which now runs to March 2016. Not only has the rate of maturities been satisfactory, the Board has also undertaken a very thorough re-evaluation of life expectancies. This should enable shareholders to have an enhanced level of confidence in valuations of the policies that remain in the portfolio. The major negative factor in the year has been the strength of sterling, which appreciated by 12.7%, although as at the time of writing the rate had fallen back somewhat to show a gain of approximately 6.7%.

 

This report and accounts contains for the first time a new section entitled 'Strategic Report' which contains information required by the UK Code of Corporate Governance and the UK Listing Authority's Disclosure and Transparency Rules.

 

Portfolio developments

A summary of portfolio maturities since inception is given in the following table:

 

Period

76 months

12 months

12 months

12 months

12 months

Dates

Inception - 30/6/10

1/7/10 - 30/6/11

1/7/11 - 30/6/12

1/7/12 - 30/6/13

1/7/13 - 30/6/14

Number of policies matured

24

6

8

7

13

Number of lives relating to policies matured

20

6

6

5

12

Face value of policies matured ($ million)

$38.2m

$13.0m

$16.9m

$5.7m

$17.4m

Premiums paid ($ million)

$45.6m

$8.0m

$8.4m

$8.2m

$8.4m

 

During the year to 30 June 2014, 13 policy maturities were identified, with a total face value of US$ 17.4 million. This compares with 7 policies with a face value of US$5.7 million in the year to 30 June 2013, and 38 policies with a face value of US$68.1 million in the period from the Company's launch to 30 June 2012. Unlike the preceding year, maturity proceeds significantly exceeded cash outflows for premiums, although it should be noted that the average size of the maturing policies in the year (US1.3 million) was considerably less than in the year to 30 June 2012 (US$2.1 million). There has been one policy maturity since the year end, with a face value of US$2.5 million, proceeds of which are awaited.

 

The realised gains on maturing policies amounted to approximately US$10.2 million in the year, or 8.7p per share. Allowing for premiums paid, policy re-valuations and overheads the net assets per share would at fixed exchange rates have risen by 1.9p, but because of the large movement in the £/$ rate, the overall result for the year was a reduction in net assets per share of 3.78p.

 

As at 30 June 2014 there were a total of 89 policies (78 lives) in the portfolio, with a face value of US$142.5 million and a valuation of US$50.2 million. There have been no policy acquisitions since completion of the original policy purchase programme, but premiums continue to be paid on policies in force, amounting to US$8.4 million during the year.

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Chairman's Statement (continued)

For the year ended 30 June 2014

 

Portfolio developments (continued)

Following a very satisfactory flow of funds from policy maturities and given greater flexibility to make capital distributions with the new revolving credit facility agreement with AIB Group (UK) PLC signed on 31 March 2014, shareholder approval was given at an EGM held on 24 July 2014 to an amendment to the Articles of Incorporation. This has permitted the issue and redemption of 72 million B Shares, amounting to a capital distribution of 2p per share, on 8 August 2014.

 

The principal issues facing the Company, that is to say valuation, credit risk, gearing and hedging are discussed below. The topic of gearing is dealt with first.

 

Gearing

The Board's policy has been to pay down borrowings whenever possible; in previous years the level of borrowings and our loan covenants have provided us with no alternative to this. During the year the Company's total borrowings decreased from US$5,939,000 to nil and a cash surplus has since enabled a distribution of 2p per share within the terms of our new lending covenants. This was as a result of the policy maturity receipts totalling US$17.4 million.

 

On 31 March 2014, the Company agreed a new revolving credit facility of up to US$10 million with AIB Group (UK) PLC which provides financing for the period to 31 March 2016.

 

Since the year end, and allowing for the distribution of 2p per share, the receipt of cash from policy maturities has resulted in a net positive cash position of US$0.9 million as at 31 August 2014.

 

Valuation

The current Net Asset Value as released to the market is a Directors' valuation, prepared with the assistance of the Investment Manager, which uses estimates of life expectancy to arrive at a table of cash flows, based on actuarial principles discounted to present value using a discount rate (or internal rate of return, IRR). The key factors in the valuation are therefore: the policy face value and the premiums payable; the assumed life expectancy (LE) of the insured; the actuarial mortality table; and the discount rate.

 

Firms providing LEs to investors have in recent years significantly reappraised their methodology, generally resulting in more conservative (i.e. longer) LE estimates. As explained in a previous report, the Board has also decided to use three LE assessors and to adopt the average of the three LEs; the new assessor is typically more conservative in its assessments. Coupled with this, the Board has now completed a thorough review of all LEs, the details of which are set out below. Recent maturities broadly correspond to these new LEs. On this basis, the Board has considerable confidence in the reliability of the LEs used in the June valuation.

 

The portfolio has now been split into three parts: policies with routinely updated LEs, accounting for 80% of the portfolio by face value; small policies (face value under US$600,000) which are not economic to value; and policies for which it is not possible to obtain updated medical records.

 

The programme of updating life expectancy assessments for the first group of policies continued throughout the year. The LE update programme was used to derive an LE adjustment factor for policies without a recent LE in 2013, however further LE assessments have been obtained for 24 lives, representing 30 policies and US$42m in face value. Within the first group, as at the reporting date 29% of the portfolio was valued using LEs obtained during 2014 and 49% using LEs obtained during 2013. The final 2% of the portfolio had not received up to date LEs as at 30 June 2014, although these have subsequently been

 

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Chairman's Statement (continued)

For the year ended 30 June 2014

 

Valuation (continued)

 

received and incorporated into the valuation. On average the updated LEs were in line with the estimated LEs based upon the 2013 adjustment factor, which has now served its purpose and is no longer used. 

 

For the remaining two groups of policies, as already announced, the Board decided to change the basis of the valuation LEs to those obtained from the Valuation Basic Table (VBT), the standard population mortality table in the US. Together these policies had a face value of US$28.2 million, representing 20% of the total portfolio. The impact of the change in valuation was a write-down at the end of May 2014 NAV of US$0.58 million, being the equivalent of 0.5 pence per share.

 

Previous reports have commented on the choice of a 12% discount rate (IRR) used in arriving at valuations, intended to correspond to the IRR for similar policies in the market on a willing buyer/willing seller basis. While data on comparable sales is still difficult to obtain, the Board has conducted two exercises with independent market participants, firstly to obtain bids on a representative selection of policies and secondly to test the viability of selling the entire portfolio. These exercises suggest that the Board's valuations correspond closely to market prices and confirm that policies such as the Company holds are attractive to other market participants.

 

As in previous periods, the tables below aim to give investors an appreciation of the effects on valuation of differing assumptions as to both LE and IRR.

 

- The first line of NAVs in the table uses the 'Latest LE' assumption, that is to say either an LE based on a recently updated assessment (obtained on or after 1 April 2013), or for the remaining policies an LE based on the 2008 Valuation Basic Table. The average LE, is shown for reference (4.8 years). NAV is then shown at four different discount rates, ranging from 10% to 20%.

- The second line shows the effect of an increase of one year in the valuation LEs.

- The third line shows the effect of a decrease of one year in the valuation LEs.

- Finally, the fourth line shows the outcome of assuming all LEs are based on the current table of life expectancies for the general population, the 2008 Valuation Basic Table, i.e. ignoring LE assessments. This shows that the portfolio LEs are now marginally longer than the general population.

 

Sensitivity Matrix

Net Asset Value in pence per share on various assumptions as at 30 June 2014:

 

Mortality

Assumptions

Average LE (years)

Discount Rates applied to cash flows

10%

12% (Current)

16%

20%

Latest LE

4.8

47.4

44.7

40.1

36.4

+1 year for all LEs

5.8

35.8

33.3

29.4

26.3

-1 year for all LEs

3.8

60.4

57.5

52.5

48.5

Using VBT

4.7

48.1

45.3

40.6

36.9

 

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Chairman's Statement (continued)

For the year ended 30 June 2014

 

Valuation (continued)

 

Credit Risk

As previously reported in the half-year statement, AM Best downgraded Aviva Life and Annuity Company and its wholly owned subsidiary Aviva Life and Annuity Company of New York. Both companies were downgraded from A- to B++ during the period. At year end the Company held three Aviva policies with a total face value of $4.3m equating to 3.0% of the portfolio.

 

There were no other AM Best rating changes during the period that affected the portfolio.

As at the year end 96.8 % of the Company's policies by value were issued by companies with an AM Best rating of 'A' or better. This figure has not changed significantly for some time.

 

Hedging

The Company's original Investment Policy stated that it was the intention to hedge the US dollar exposure. Following the removal of this statement as part of the changes to the policy adopted in September 2011, the Company's outstanding foreign exchange positions were closed out.

 

From 30 March 2012, the Company has operated on an unhedged basis, and there is no current intention to initiate any further currency hedges.

 

During the year, the £/US$ exchange rate strengthened from 1.5167 as at 30 June 2013 to 1.7098 as at 30 June 2014. As the bulk of the portfolio assets are denominated in US$, this resulted in a net loss for the portfolio of 12.7% or approximately 5.7p per share.

 

Outlook

The Board is delighted that it has been able to return some funds to shareholders. On current LE projections such distributions should now become a routine feature in the future. The Board will decide, based on the level of maturities and the availability of credit facilities, when and in what amount distributions can be made.

 

There is a greater level of TLI market activity and thus, although it remains the intention of the Board to hold the majority of policies to maturity, the possibility of policy sales will continue to be kept under review.

 

 

Charles Tracy

Chairman

12 September 2014

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Investment Manager's Review

For the year ended 30 June 2014

 

Portfolio Overview

During the twelve month period from 1 July 2013 to 30 June 2014 there were 13 confirmed policy maturities with a total face amount of $17.4m. The 13 maturities related to 12 individual lives, 5 of which were male and 7 were female. As at 30 June 2014, 89 policies remained within the fund's portfolio with exposure to 78 individual lives.

 

Cumulatively, as of 30 June 2014 there have been 58 policy maturities across 49 lives since inception. Proceeds received from all maturities total $92.1m, realising a $40.2m gain. Thirteen policies have been sold since inception of the Company, generating proceeds of $11.2m, realising a $3.9m loss. No policies were sold during the reporting period.

 

One further maturity (a male life insured) has been identified since the year end. This policy has a death befit of $2.5m, and will add approximately 1.3p to the NAV per share once formally certified.

 

Portfolio Summary

Face Value

$142.5m

Reported Valuation

$50.2m

Number of Policies

89

Number of Lives

78

Total number of Holding Life Companies

26

Face Weighted Averages

Male/Female Ratio at purchase

65.8% / 34.2%

Age at purchase

81.4 years

LE at purchase

8.1 years

Current Male/Female Ratio

64.7% / 35.3%

Current Age

90.4 years

Current LE

4.9 years

 

Life Group (Parent Company) Distribution (Top 5)

Ranking by Valuation %

Parent Company

% Total Face Value

% Total Valuation

1

Lincoln National Corporation

21.9%

22.0%

2

American International Group, Inc

19.7%

21.9%

3

AEGON N.V.

15.5%

16.6%

4

Massachusetts Mutual Life Insurance Co

5.4%

7.2%

5

Metlife Inc.

4.9%

6.0%

 

Credit Quality Distribution by Holding Life Company

AM Best Rating

% Total Face Value

% Total Valuation

A++

9.9%

11.1%

A+

59.6%

57.8%

A

26.8%

27.9%

A-

0.7%

0.5%

B++

3.0%

2.7%

Total

100%

100%

 

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Investment Manager's Review (continued)

For the year ended 30 June 2014

 

Distribution of Life Expectancy Estimates

The following table shows the distribution by death benefit of the policies in the portfolio by LE band. Policies are grouped by 12 month LE bands and the table shows the number of lives and the total death benefit in each group. The LEs are the valuation LEs used for the 30 June 2014 valuation.

 

It is important to note that the LE is an average of the estimated length of future lifetime for an individual with a given age and health status. The table is not, therefore, a prediction of when actual maturities will occur and is thus not a cash flow forecast. This has been demonstrated by the fact that, one year ago, there were no policies with a LE of less than one year; and yet maturities totalling $17.4m of face value were realised during the year.

 

LE band (years)

No. of lives

Total death benefitUS$000

% of death benefit

Total valuation US$000

% of valuation

0 ≤ LE < 1

 0

0

0.0

0

0.0

1 ≤ LE < 2

 0

0

0.0

0

0.0

2 ≤ LE < 3

 4

8,116

5.7

4,795

9.5

3 ≤ LE < 4

14

21,531

 15.1

9,829

 19.6

4 ≤ LE < 5

26

53,348

 37.4

19,167

 38.2

5 ≤ LE < 6

25

39,967

 28.0

12,722

 25.3

6 ≤ LE < 7

 3

7,828

5.5

1,716

3.4

7 ≤ LE < 8

 5

10,250

7.2

1,705

3.4

LE ≥ 8

 1

1,500

1.1

 302

0.6

Total

78

142,539

100.0

50,235

100.0

 

 

Premium Payments

Premiums remain the largest draw on the Company's cash. As a result, it is important that premium streams are optimised such that AAO pays the minimum premium required to meet the cost of insurance required by the life company. SL Investment Management continues the ongoing review of all policy statements to identify any scope for further optimisation of the premium payment schedules. Without further maturities, the expected cost of premiums for the twelve months to 30 June 2015 is approximately $8.7m.

 

Policy Expiry Date Analysis

Written into the contract for some policies is an expiry date (a 'term out' date), after which no more premiums will be accepted by the life office and the death benefit will no longer be payable upon death. Where applicable, this usually coincides with the policy anniversary closest to the insured's 100th birthday. There are 43 such policies in the portfolio. The earliest expiry date is May 2020.

 

There are 7 policies with extension options to age 115, and 3 policies with 'partial' extensions - whereby the policy term is extended until death, but on a reduced death benefit after age 100.

 

36 policies in the portfolio have no expiry date.

 

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Investment Manager's Review (continued)

For the year ended 30 June 2014

 

Policy Expiry Date Analysis (continued)

A summary of the policies in the portfolio as at 30 June 2014 is as follows:

Policies

Lives

Death benefit

US$000

%Death

benefit

Investment value US$000

% Investment value

No extension

43

39

62,992

44.2%

23,535

46.8%

Extensions to age 115

7

7

10,300

7.2%

3,242

6.5%

Extension to death with reduced death benefit after age 100

3

3

6,500

4.6%

2,443

4.9%

No Expiry date

36

29

62,747

44.0%

21,015

41.8%

Total

89

78

142,539

100%

50,235

100%

 

 

For the 43 policies with an expiry date, the key metrics are as follows:

 

Average

Number of policies

43

Current age (years)

90.4

Expiry age (years)

100.3

Life Expectancy (years)

4.8

Expiry date

28/05/2024

Years between LE and expiry date

5.1

Probability of expiry

11.1%

 

 

 

 

 

 

 

 

 

 

 

Period Review and Outlook

 

This period witnessed the highest volume of maturities recorded in any reporting period since the inception of the Company. The average face value of the 13 policy maturities during the period was $1.3m; which is slightly lower than the $1.6m average face value for the portfolio as a whole.

 

There remains considerable variation in the size of individual face amounts remaining in the portfolio. Therefore short term performance will be driven not just by the frequency of maturities, but also the size of the policy maturities. The table below illustrates the distribution of the 78 lives in the portfolio by face value as at 30 June 2014. Where a life insured represents more than one policy in the portfolio, the life is categorised according to the total face amount relating to that life:

Policy bands(face value)

No. of lives

Total Face ValueUS$000

Total Valuation US$000

% of valuation

$0m ≤ NDB < $0.5m

10

3,265

1,143

2.3

$0.5m ≤ NDB < $1m

21

16,004

5,851

11.6

$1m ≤ NDB < $2.5m

27

41,956

14,294

28.5

$2.5m ≤ NDB < $5m

12

39,573

15,136

 30.1

$5m ≤ NDB < $6.0m

8

41,741

13,812

 27.5

Total

78

142,539

50,235

100.0

 

Note: NDB = Net Death Benefit

 

 

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Investment Manager's Review (continued)

For the year ended 30 June 2014

 

Period Review and Outlook (continued)

It can be seen that a significant proportion of the total death benefit is represented by a relatively small proportion of lives. 20 lives (26% of total lives) account for 57% of the total face value and 58% of the reported valuation.

 

None of the major LE underwriters made significant adjustments to their life expectancy assessments during the period. Nevertheless, the Board has continued with a programme of LE updating throughout the year, with new LEs obtained for policies representing $42m in face value during the period. At the reporting date, policies representing 75% of total face value had LEs obtained within the previous 12 months.

 

As expected, new investment capital entered the market during the year, resulting in increased trading activity in both the secondary and tertiary markets. An annual survey compiled from information obtained through public records shows that the number of secondary market life settlement transactions increased year on year, for the first time since the financial crisis. The face amount traded in 2013 was $2.57bn compared to $2.13bn in 2012. Note that these figures do not include tertiary transactions, which are not reported publicly.

 

The increased demand has put downward pressure on market IRRs and prices have increased as a result. There are now indications that buyers are starting to widen their purchasing parameters in the hope that this will improve their bid success rate. Policies where the insured age is below 70 and the life expectancies longer than 10 years are now being considered as purchasers look to deploy their capital more quickly to avoid cash drag in their funds.

 

The total death benefit of the policies held in the portfolio is $142.5m, versus a prevailing valuation of $50.2m. The potential for investment gains by allowing policies to mature is therefore evident. The magnitude and timing of gains will ultimately depend on the actual mortality experience realised over the coming years. With a comfortable liquidity position, the Company is well placed to deal with any short-term lulls in maturities without becoming a forced seller of policies.

 

However market conditions will continue to be monitored closely to identify any favourable sales opportunities, should they arise. The average life insured age for policies seen in the market is approximately 83 years. Therefore with an average life insured age of over 90 years, the Company holds something of a unique portfolio compared with what is generally available in the market. To build a portfolio from scratch that resembled the age and LE profile seen in AAO would take an investor a significant amount of time and effort. Therefore the portfolio could be attractive to a potential investor that is specifically targeting policies of older lives with the shorter LEs associated with such lives.

 

 

SL Investment Management Limited

12 September 2014

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Manager's Review

For the year ended 30 June 2014

 

Borrowings and investments

The previous loan facility with Allied Irish Banks expired on 31 March 2014. A new revolving credit facility agreement has been signed for a period of two years with AIB Group (UK) PLC until 31 March 2016. As at 30 June 2014, the Company had a nil balance on the US$10 million available under this new facility. This compared to the balance of US$5,939,000 drawn down as at 30 June 2013.

 

The terms of the new facility have provided more flexibility for the Company to make capital distributions to shareholders, subject to the availability of sufficient surplus cash. As a result, the Company was able to make a capital distribution of 2p per share to Shareholders on 8 August 2014 (see Note 15 for further details).

 

During the year, the Company drew down US$6,000,000 under the previous facility with AIB and repaid US$12,065,000 as a result of policy maturities.

 

US dollar exposure

The Company no longer hedges its US dollar exposure, so the Company is fully exposed to the effect of exchange rates upon its net US dollar positions.

 

 

 

Allianz Global Investors Europe GmbH, UK Branch

 

12 September 2014

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

 

Strategic Report

For the year ended 30 June 2014

 

Principal Activities and Business Review

The principal activity of the Company is to carry on business as an investment trust. Investment trusts are collective investment vehicles constituted as closed ended public limited companies. The Company is managed by a board of non-executive Directors and the management of the Company's investments is delegated to the Investment Manager.

This Strategic Report provides information about:

· the Company's strategy and business objectives,

· its performance and results for the year,

· the information and measures which the Directors use to assess, direct and oversee SL Investment Management Limited (the "Investment Manager") and Allianz Global Investors Europe GmbH, UK Branch (the " Manager")

Investment Objective

The Company's investment objective is to provide shareholders with an attractive capital return through investment predominantly in a diversified portfolio of US Traded Life Interests ("TLIs").

 

Performance

The portfolio of investments at the year end is set out on page 38 and more information is set out in the Investment Manager's Review on pages 10 to 13. In the year ended 30 June 2014, the Company's net asset total return was -7.83%. Further details on future trends and factors that may impact on the future performance of the Company are included in the Chairman's Statement and the Investment Manager's Review.

 

Results and Dividends

Details of the Company's results are shown in the Financial Highlights on page 5. The revenue reserve remains in deficit, and accordingly no dividend is proposed in respect of the year ended 30 June 2014 (2013-nil).

 

Following a Special Resolution passed by shareholders at an Extraordinary General Meeting on 24 July 2014 the Company's Articles of Incorporation were amended to permit the capitalisation of any part of the amount for the time being standing to the credit of the Share Premium Account and accordingly that such sums be set free for distribution amongst shareholders. On 8 August 2014 the Company made a capital distribution paid pro rata to Shareholders through the issue and redemption of 72,000,000 B Shares paid up out of the Company's Share Premium Account, amounting to a sum of 2.0p per Share and totalling £1,440,000 in aggregate.

 

Monitoring Performance-Key Performance Indicators

The key performance indicators (KPIs) shown below have been identified by the Directors to determine the progress of the Company and a record of the measures, with comparatives, is disclosed in the Financial Highlights on page 5:

· Net asset value total return

· Share price (capital return)

· Premium or discount to net asset value

· Mortality experienced compared with that expected by a standard mortality table adjusted for regularly assessed life expectancies of policyholders.

At each Board meeting, the Directors consider a number of performance measures, including the KPIs to assess the Company's success in achieving its investment objective.

 

The Board considers the performance measures over various time periods.

 

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Strategic Report (continued)

For the year ended 30 June 2014

 

Principal Risks and Uncertainties

The principal risks identified by the Board are set out below, together with information about the actions taken to mitigate these risks. A full set of risks is reviewed by the Board at least twice a year.

Description

Mitigation

Market price and longevity risk

Longevity risk is the risk that the actual mortality rates differ from predicted values and is a key factor in determining the market value of policies.

The Board, as advised by the Investment Manager, periodically obtains Life Expectancy updates which are applied to the valuation of policies and monitors actual mortality experience against those expected on these Life Expectancy updates.

 

Discount rate risk

Depending on supply and demand in the TLI market, there is a risk the IRR of 12% currently being used for valuation purposes may no longer be appropriate.

 

The Board, in conjunction with its advisers, periodically reviews the IRR used for valuation purposes.

 

Foreign currency risk

Foreign currency risk is the risk that the fair value of a financial instrument will fluctuate because of changes in foreign exchange rates. The majority of the Company's assets are denominated in US dollars, while the functional currency is GB pounds.

 

Since 2011 the Company no longer hedges its foreign currency exposure, so this risk is not mitigated, but its principal liabilities are premium payments which are denominated in US dollars.

Interest rate risk

Interest rate risk is the risk associated with the effects of fluctuations in the prevailing levels of market interest rates on the Company's financial flows.

The Company holds modest amounts of cash on deposit and the only interest bearing liability is the revolving credit facility. However, market position and cash interest rates would also impact the IRR used for valuation purposes.

 

Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting obligations associated with its financial liabilities.

The Company has agreed a new two year revolving credit facility of up to US$10 million with AIB Group (UK) PLC until 31 March 2016. The Board monitors periodic cash flows forecasts.

 

Credit risk

Credit risk is the risk that one party to a financial instrument will cause a financial loss for the other party by failing to discharge an obligation.

The Company only invests in policies issued by US Life Companies with an AM Best credit rating of at least "A" at the time of acquisition. Any available cash must be held in an acceptable bank as defined in note 14 on page 47.

 

Concentration risk

Concentration risk is the risk that the Company's portfolio of TLIs is not sufficiently diversified within a range of US life insurance companies.

The Company's portfolio of TLIs is issued by a range of over 20 US life insurance companies.

 

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Strategic Report (continued)

For the year ended 30 June 2014

 

Social, Community, Employee Responsibilities and Environmental Policy

As an investment trust, the Company has no direct social, community, employee or environmental responsibilities. Its principal responsibility to shareholders is to ensure that the investment portfolio is properly managed and invested. The Company has no employees and accordingly no requirement to report separately in this area as the management of the portfolio has been delegated to the Investment Manager. In light of the nature of the Company's business there are no relevant human rights issues and the Company does not have a human rights policy.

 

 

On behalf of the Board

 

 

Charles Tracy

Chairman

12 September 2014

 

 

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Directors' Report

For the year ended 30 June 2014

 

The Directors have pleasure in submitting their Annual Financial Report for the year ended 30 June 2014 with comparatives for the year ended 30 June 2013. Information pertaining to the business review is now included in the Strategic Report on pages 15 to 17.

 

Revenue, capital and dividends

The Statement of Comprehensive Income set out on page 34 shows a revenue deficit for the year amounting to £774,514 (2013: revenue deficit for the year £1,127,775). There was a capital deficit for the year amounting to £1,946,705 (2013: capital deficit for the year £6,179,778). The Directors have not paid an interim dividend (2013: nil) and do not propose the payment of a final dividend for the year (2013: nil).

 

Assets

At the year end the net assets attributable to the Shares were £32,186,259 (2013: £34,907,478). Based on this figure the net asset value per Share in the Fund was 44.7p (2013: 48.5p).

Share capital

During the year no Shares were issued or repurchased.

 

The new provisions in the Company's Articles of Incorporation enable the Directors of the Company to distribute cash to Shareholders through the issue and redemption of B Shares. Each time the Board resolves to make such a distribution, the Company is able to announce a bonus issue of B Shares on a pro rata basis. Immediately upon being issued, deemed fully paid, the B Shares can be redeemed for the amount deemed paid up and cash proceeds then be paid to Shareholders.

 

On 8 August 2014 72,000,000 B Shares were issued 1 for 1 pro rata to Shareholders and redeemed for the amount deemed paid up and the cash proceeds were paid to Shareholders amounting to £1,440,000.

 

 

Substantial shareholdings in the Fund

As at the date of this report, the following companies had declared a notifiable interest in the Company's voting rights:

Shares held

Percentage held

%

Investec Asset Management Limited

7,049,129

9.79

Premier Fund Managers Limited

4,340,000

6.03

Reliance Mutual Society Limited

4,320,000

6.00

Miton Group Plc

4,069,506

5.65

Henderson Global Investors

3,600,000

5.00

Rathbone Brothers Plc

2,743,400

3.81

 

At the date of approval of this report, there has been no other notifiable interest in the Company's voting rights reported to the Company

 

Crest registration

Shareholders may hold Shares in either certificated or uncertificated form.

 

 

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Directors' Report (continued)

For the year ended 30 June 2014

 

The Board

The Board currently consists of a non-executive Chairman, Charles Tracy, and three other non-executive Directors. The names and biographies of those Directors who held office at 30 June 2014 and at the date of this Report appear on page 4 and indicate their range of investment, industrial, commercial and professional experience. As the Company is an investment trust, all of its operational activities are outsourced and it does not have any employees.

 

The Directors serving on the Board during the year, together with their beneficial interests and those of their families at 30 June 2014, were as follows:

Shares

Shares

30 June 2014

30 June 2013

CPG Tracy (Chairman)

-

-

TJ Emmott

1,185,000*

935,000*

DIW Reynolds

59,600

59,600

JPHS Scott

357,854

157,854

*235,000 shares are non-beneficial interest

 

Both Mr C P G Tracy and Mr D I W Reynolds have served as Directors for over nine years. Under the provisions of the Code the Board considers that Mr C P G Tracy and Mr D I W Reynolds remain independent, notwithstanding the fact that both have served as Directors over nine years. Thus both Mr C P G Tracy and Mr D I W Reynolds are retiring at the Annual General Meeting and offer themselves for annual re-election as Directors.

 

The Board believes that Mr C P G Tracy and Mr D I W Reynolds, who have both served for over nine years, are both committed to their roles as non-executive Directors and that their re-election would be in the interests of the Company.

 

The emoluments of the Directors for the year were as follows:

30 June 2014

30 June 2013

£

£

CPG Tracy (Chairman)

22,500

26,250*

DIW Reynolds

17,500

22,500*

TJ Emmott

15,000

5,404

JPHS Scott

15,000

20,000*

SM Zein

-

14,558*

70,000

88,712

*Includes one-off additional payments of £5,000 per Director to reflect the extra work done during the year in relation to the share issue and related matters.

 

The figures above represent emoluments earned as Directors during the relevant financial year. The Directors receive no remuneration or benefits from the Company other than the fees stated above.

 

In the year to 30 June 2014 Directors were paid at the rate of £15,000 per annum with the Chairman of the Board receiving an extra £7,500 per annum and the Chairman of the Audit Committee an extra £2,500 per annum. Per note 6 to the financial statements the Directors' fees and expenses of £83,991 (2013: £92,948) included allowable expenditure of £2,796 (2013: £4,236) and employers' national insurance.

 

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Directors' Report (continued)

For the year ended 30 June 2014

 

Relations with shareholders

The Board regularly monitors the shareholder profile of the Company. It aims to provide shareholders with a full understanding of the Company's activities and performance, and reports formally to shareholders twice a year by way of the Annual Financial Report and the half yearly Financial Report. This is supplemented by the monthly publication, through the London Stock Exchange, of the net asset value of the Company's shares and the publication twice yearly of Interim Management Statements.

 

All shareholders are encouraged to participate in the Company's Annual General Meeting, which is being held this year on 12 November at 1.00pm. All Directors normally attend the Annual General Meeting, at which shareholders have the opportunity to ask questions and discuss matters with the Directors, the Manager and the Investment Manager.

 

Accountability and audit

a) Statement of going concern

The Board considered carefully the issue of 'going concern', specifically in relation to the availability of funding. On 31 March 2014, the Company signed a new revolving credit facility agreement of up to US$10 million with AIB Group (UK) PLC up to 31 March 2016, which will cover the Company's cash flow requirements at least until 1 October 2015.

 

Total drawn borrowings under the new revolving credit facility agreement with AIB Group (UK) PLC decreased to nil as at 30 June 2014 from circa US$5.9 million as at 30 June 2013. Since there was a nil balance drawn down as at 30 June 2014 the asset cover was not applicable but the equivalent figure as at 30 June 2013 was 9.4 times.

 

The Board has considered the position should AIB Group (UK) PLC not renew the agreement beyond 31 March 2016. Acknowledging that this might involve the forced sale of policies in an illiquid market, the Board is nevertheless confident that the sales required to cover outstanding borrowings could be completed. To the extent that the prices achieved did not match those in the valuation, the net asset value of the Company could be adversely affected, but the Company would remain a going concern. The Board has further considered the effect of the continuation vote in their assessment.

 

Accordingly, the Directors have adopted the going concern basis for the preparation of these financial statements.

 

b) Internal control

The Directors acknowledge that they are responsible for establishing and maintaining the Company's system of internal control and reviewing its effectiveness. Internal control systems are designed to manage rather than eliminate the failure to achieve business objectives and can only provide reasonable and not absolute assurance against material misstatement or loss. They have therefore established an ongoing process designed to meet the particular needs of the Company in managing the risks to which it is exposed, consistent with the guidance provided by the Turnbull Committee. Such review procedures have been in place throughout the full financial year and up to the date of the approval of the financial statements and the Board is satisfied with their effectiveness.

 

This process involves a review by the Board of the Company's internal control report and review of the control environment within the Company's service providers to ensure that the Company's requirements are met.

 

The Company does not have an internal audit function. The Board has considered the need for an internal audit function but has decided to place reliance on the Administrator's, Manager's, Investment Manager's and Custodian's systems and internal audit procedures.

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Directors' Report (continued)

For the year ended 30 June 2014

 

Accountability and audit (continued)

b) Internal control (continued)

These systems are designed to ensure effectiveness and efficient operations, internal control and compliance with laws and regulations. In establishing the systems of internal control regard is paid to the materiality of relevant risks, the likelihood of costs being incurred and costs of control. It follows therefore that the systems of internal control can only provide reasonable but not absolute assurance against the risk of material misstatement or loss.

 

The effectiveness of the internal control systems is reviewed annually by the Board and the Audit Committee.

 

Continuation of the Company

The Company was incorporated in 2004 with a fixed life with an expected winding up date of 31 March 2012. At an Extraordinary General Meeting of the Company held on 28 August 2009, a Special Resolution was passed by shareholders to adopt a new Memorandum and Articles of Incorporation. As a result, Article 44.1 of the Company's Articles of Incorporation now gives shareholders the right to vote at the Annual General Meeting to be held in 2014 and at every Annual General Meeting thereafter, on whether to continue the business of the US Traded Life Interests Fund of the Company.

 

The Directors wish to draw Shareholders' attention to Resolution 6 in the Notice of Annual General Meeting, which proposes that the business of the US Traded Life Interests Fund of the Company be continued until the Annual General Meeting to be held in 2015. The Directors have no reason to believe that the continuation vote will not be passed at the forthcoming Annual General Meeting.

 

Auditor

A resolution to re-appoint Deloitte LLP as Auditor will be proposed at the next Annual General Meeting.

 

At the date of approval of the financial statements the Directors confirm that:

 

· so far as each Director is aware, there is no relevant audit information of which the Company's Auditor is unaware; and

· the Directors have taken all steps they ought to have taken as Directors to make themselves aware of any relevant audit information and to establish that the Company's Auditor is aware of that information.

 

This confirmation is given and should be interpreted in accordance with the provisions of Section 249 of The Companies (Guernsey) Law, 2008, as amended.

 

By order of the Board.

 

 

 

 

 

JPHS Scott DIW Reynolds

Director Director

 

12 September 2014

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Corporate Governance Report

For the year ended 30 June 2014

 

Applicable Corporate Governance Codes

The UK Corporate Governance Code ("the Code") was revised and published in September 2012 and applies to accounting periods commencing on or after 1 October 2012. All companies with a Premium Listing of equity shares, regardless of whether they are incorporated in the UK or elsewhere (which includes the Company), are required to "comply or explain" against the Code.

 

Throughout the year ended 30 June 2014 the Company has been in compliance with the Main Principles of the UK Code, and has also complied with the detailed provisions set out in Section 1 of the UK Code, except as set out below.

 

The UK Code includes provisions relating to:

· The role of chief executive

· Executive remuneration, including the remuneration of executive directors

· Appointment of a senior independent director

 

As permitted in the preamble to the UK Code, the Board considers these provisions are not relevant to the position of the Company. The Company is an externally managed investment company without executive staff; a senior independent director has not been appointed given that all Directors are independent of the Company and of the key service providers.

 

On 30 September 2011, the Guernsey Financial Services Commission ("GFSC") issued a Code of Corporate Governance (the "Guernsey Code") which came into effect on 1 January 2012. The GFSC have stated that companies which report against the Code or the AIC Code of Corporate Governance (the "AIC Code") are deemed to meet compliance with the Guernsey Code.

 

Corporate Governance Statement

The Directors believe that the Company has complied throughout the year with the Main Principles of the UK Code where appropriate, and that it has also complied with the detailed provisions of the UK Code, except in so far as they relate to the role of the chief executive, the remuneration of executive staff and the appointment of a senior independent director; it has explained the reasons for non-compliance above. On that basis the Directors believe the Company to be compliant with the requirements of the UK Listing Authority Listing Rules as regards corporate governance.

 

The Company complies with the corporate governance statement requirements pursuant to the FCA's Disclosure and Transparency Rules by virtue of the information included in the Corporate Governance section of the annual report together with information contained in the Strategic Report and the Directors' Report.

 

The Board

The Board meets regularly, normally quarterly, and more frequently if necessary, and retains full responsibility for the direction and control of the Company.

 

The Company is overseen by a Board comprising four non-executive Directors, all of whom have wide experience and are considered to be independent. The Board believes that it is in the shareholders' best interests for the Chairman to be the point of contact for all matters relating to the governance of the Company and as such has not appointed a Senior Independent Director for the purpose of the Code.

 

The Directors have access to the advice and services of the Company Secretary, who is responsible to the Board for ensuring that the Board procedures are followed and that applicable rules and regulations are complied with.

 

The appointment of Directors is considered by the Board which carries out the functions of the Nominations Committee. One third, or the number nearest to but not exceeding one third, of the Directors must retire and offer themselves for re-appointment at each subsequent Annual General Meeting.

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Corporate Governance Report (continued)

For the year ended 30 June 2014

 

The Board (Continued)

On appointment, the Manager and the Company Secretary provide all Directors with induction training.

 

The Board reviewed its performance and composition during the year, and was satisfied on both counts. In addition, it is considered that the performance of all Directors continues to be effective and that they have demonstrated commitment to their roles.

 

In order to review the effectiveness of the Board, the Committees and the individual Directors, the Chairman carried out a thorough appraisal process in 2014 in respect of the year under review. The appraisal of the Chairman was carried out by the Board as a whole under the leadership of the Chairman of the Audit Committee.

 

The Board is responsible for establishing, maintaining and monitoring the effectiveness of the Company's system of internal, financial and other controls. The internal financial controls operated by the Board include the authorisation of the investment strategy and regular reviews of the financial results and investment performance. The system of internal financial controls can provide only reasonable and not absolute assurance against material misstatement or loss.

 

The Board has contractually delegated to SL Investment Management Limited the investment management of the Fund's investments and to Allianz Global Investors Europe GmbH, UK Branch the management of the cash and borrowings. The safe custody of the Fund's investments is managed by Kleinwort Benson (Guernsey) Limited. Wells Fargo Bank in the USA acts as sub-custodian. Kleinwort Benson (Channel Islands) Fund Services Limited are contracted to provide the Company's administration and accounting functions and Capita Registrars (Guernsey) Limited its registration function. Since 1 September 2009 the secretarial function has been carried out by Allianz Global Investors Europe GmbH, UK Branch.

 

A summary of the terms of the agreements with SL Investment Management Limited and Allianz Global Investors Europe GmbH, UK Branch are set out in note 5 to the financial statements. After due consideration of the resources and reputation of SL Investment Management Limited, the Board believes it is in the interests of shareholders to retain the services of SL Investment Management Limited for the foreseeable future. The main reasons for this opinion are their extensive knowledge of the US traded life interest market and their valuation together with the complex financial and investment modelling related thereto.

 

After due consideration of the resources and reputation of Allianz Global Investors Europe GmbH, UK Branch, the Board believes it is in the interests of shareholders to retain the services of Allianz Global Investors Europe GmbH, UK Branch, for the foreseeable future. The main reasons for this opinion are the extensive investment management resources of the Manager and its experience in managing and administering investment trust companies.

 

Independent Advice

The Board recognises that there may be occasions when one or more of the Directors feels it is necessary to take independent legal advice at the Company's expense. The Company has a procedure whereby the Directors are entitled to obtain independent advice where relevant.

 

Indemnities

To the extent permitted by Guernsey law, the Company's Articles of Incorporation provide an indemnity for the Directors against any liability except such (if any) as they shall incur by or through their own breach of trust, breach of duty or negligence.

 

During the year the Company has maintained Directors' and Officers' liability insurance which provides insurance cover for Directors against certain personal liabilities which they may incur by reason of their duties as Directors.

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Corporate Governance Report (continued)

For the year ended 30 June 2014

 

Board Meetings

The Board meets at least quarterly. Certain matters are considered at all Board Meetings including the performance of the investments, NAV and share price and associated matters such as asset allocation, risks, strategy, investor relations and industry issues. Consideration is also given to administration and corporate governance matters, and where applicable, reports are received from the Board committees.

 

The number of formal meetings of the Board and the Audit Committee held during the financial year and the attendance of individual directors and members of the Audit Committee are shown below:

 

Board

Audit Committee

No. of meetings in the year

6

2

CPG Tracy

6

2

TJ Emmott

6

2

DIW Reynolds

6

2

JPHS Scott

6

2

 

All Directors of the Company are non-executive. The Board as a whole fulfils the function of the Remuneration Committee and carries out periodic reviews of Directors' fees, after seeking independent advice.

 

Board Committees

The Board has established an Audit Committee. The Board as a whole fulfils the functions of the Management Engagement, Remuneration and Nominations Committees.

 

The Board carries out the functions of a Nominations Committee and makes recommendations on the appointment of new Directors. The Committee meets at least annually to ensure that the Board has a balance of skills to carry out its fiduciary duties and to select and appoint suitable candidates for appointment when necessary. A variety of sources, including the use of external search consultants, may be used to ensure that a wide range of candidates is considered. The Nominations Committee will meet not less than once a year pursuant to its terms of reference which are available on the Company's website.

 

Pursuant to its terms of reference, the Nominations Committee's remit is to review regularly the structure, size and composition of the Board; to give full consideration to succession planning for Directors; to keep under review the leadership needs of the Company and be responsible for identifying and nominating, for the approval of the Board, candidates to fill Board vacancies as and when they arise.

 

The Board believes that, as a whole, it comprises an appropriate balance of skills, experience and knowledge. The Board also believes that diversity of experience and approach, including gender diversity, amongst members is of great importance and it is the Company's policy to give careful consideration to issues of board balance and diversity when making new appointments. With any new Director appointment to the Board, induction training will be provided.

 

The Board has decided not to establish Remuneration and Management Engagement Committees as these functions are carried out by the Board. This includes an annual review of the contracts with the Manager and the Investment Manager and whether they are in the best interests of shareholders.

 

 

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Directors' Responsibilities Statement

For the year ended 30 June 2014

 

The Directors are responsible for preparing the Annual Financial Report and the financial statements in accordance with applicable law and regulations.

 

Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have elected to prepare the financial statements in accordance with International Financial Reporting Standards (IFRSs) issued by the International Accounting Standards Board (IASB). Under company law the Directors must not approve the accounts unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period. In preparing these financial statements, International Accounting Standard 1 requires that Directors:

 

· properly select and apply accounting policies;

· present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information;

· provide additional disclosures when compliance with the specific requirements in IFRSs are insufficient to enable users to understand the impact of particular transactions, other events and conditions on the entity's financial position and financial performance; and

· make an assessment of the company's ability to continue as a going concern.

 

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 (Guernsey) Law, 2008, as amended. 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.

 

The Directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company's website. Legislation in Guernsey and the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

 

Responsibility statement

 

The Directors each confirm to the best of their knowledge that:

 

· the financial statements, prepared in accordance with International Financial Reporting Standards, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company.

· the Strategic 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 the Company faces.

· the Annual Report and Financial Statements, taken as a whole are fair, balanced and understandable and provide the information necessary to assess the Company's performance, business model and strategy.

 

By order of the Board.

 

 

 

JPHS Scott DIW Reynolds

Director Director

 

 

12 September 2014

 

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Audit Committee Report

For the year ended 30 June 2014

 

The principal role of the Audit Committee is to assist the Board in relation to the reporting of financial information, the review of financial controls and the management of risk. The Committee has defined terms of reference and duties and the terms of reference are published on the Company's website, www.allianzgi.co.uk/TLI. These include responsibility for the review of the Annual Financial Report and the Half Yearly Report, the nature and scope of the external audit and the findings therefrom and the terms of appointment of the Auditors, including their remuneration and the provision of any non-audit services by them. Where requested by the Board, the Audit Committee provides advice on whether the Annual Financial Report, taken as a whole is fair, balanced and understandable and provides the information necessary for shareholders to assess the Company's performance, business model and strategy.

 

The Audit Committee is also responsible for considering those matters that have enabled the Board of Directors to make its statement on Going Concern on page 20.

 

The Board reviews the composition of the Audit Committee and considers that collectively the Committee members have sufficient recent and relevant financial experience to discharge fully their responsibilities. As this is a small company, the Committee comprises all the directors of the Company. I am the Chairman of the Committee, and as you will see from my biography on page 4, I am a Fellow of the Institute of Actuaries and was formerly Chief Executive of a major life assurance company. The biographies of the other members of the Audit Committee can also be found on page 4.

 

The Audit Committee determined that the significant issues to be considered were the valuation of the Company's portfolio of TLIs and its cash flow requirements. The valuation of the Company's portfolio of TLIs is regularly reviewed by the Board in conjunction with the Investment Manager and, where appropriate, recommendations in relation to the basis of valuation are made to the Board. The risk of cash flow was significantly reduced by the agreement of a new revolving credit facility of up to US$10,000,000 with AIB Group (UK) PLC to 31 March 2016. This will provide financing for the Company until that date.

 

More details on the valuation can be found in the Chairman's Statement on pages 7 and 8. The external auditors explained the results of their review of the valuations, including their challenge of the Board's underlying cash flow projections, produced in conjunction with the Investment Manager, the LE assessments and discount rates, to the Audit Committee. On the basis of their audit work there were no adjustments that were material in the context of the financial statements as a whole.

 

The Directors and the Investment Manager have adopted IFRS13: Fair Value Measurement. This standard defines fair value and sets out in a single IFRS a framework for measuring fair value. The external auditors have considered the accounting treatment assumed and the definition of "Fair Value Measurement" and have accepted this treatment.

 

The Company's risk assessment process and the way in which significant business risks are managed is a key area of focus for the Committee. The work of the Audit Committee is driven primarily by the Company's assessment of its principal risks and uncertainties as set out on page 16 of the Strategic Report, and it receives regular reports from the Investment Manager and the Manager on the Company's risk evaluation process and reviews changes to significant risks identified.

 

The Audit Committee continued to consider the process for managing the risk of the Company and its service providers. Risk management procedures for the Company, as detailed in the Company's risk matrix, were reviewed and approved by the Audit Committee.

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Audit Committee Report (continued)

For the year ended 30 June 2014

 

During the year the Committee met twice during which the Annual Financial Report and the Half Yearly Report respectively were reviewed in detail. The Committee also meets with representatives of the Manager and Administrator and receives reports on the effectiveness of the Company's internal controls.

 

The Audit Committee continues to believe that the Company does not require an internal audit function of its own as it delegates its day-to-day operations to third parties from whom it receives internal control reports. Such reports from third party auditors on the internal controls maintained on behalf of the Company by the Manager or directly to the Company were reviewed during the year.

 

The Audit Committee reviewed the performance of the auditors and its independence and tenure. Deloitte LLP's first year of audit was for the period ended 30 June 2005. During the year the Company put the audit out to tender. Following presentations from a number of international auditing firms, including the Company's present auditors, the Board, following a recommendation from the Audit Committee, decided to retain Deloitte LLP as the Company's auditors.

 

On 16 June 2014 the EU Directive on Statutory Audits of Annual and Consolidated Accounts (the "Directive") came into force. Member States have two years after the Directive comes into force to adopt and publish the provisions in national law. The Directive includes further provisions on audit firm rotation. The Audit Committee will keep this matter under review.

 

The Audit Committee has adopted a formal framework in its review of the effectiveness of the external audit process and audit quality which includes the following areas: the audit partners with particular focus on the lead audit engagement partner; the audit team; planning and scope of the audit and identification of areas of audit risk; the execution of the audit; the role of management in an effective audit process; communications by the auditor with the Audit Committee; how the auditor supports the work of the Audit Committee; how the audit contributes insights and added value; a review of independence and objectivity of the audit firm and the quality of the formal audit report to shareholders.

 

To assess the effectiveness of the external audit process the Audit Committee will review:

· the Auditor's fulfilment of the agreed audit plan and variations from it;

· discussions or reports highlighting the major issues that arose during the course of the audit;

· feedback from other service providers evaluating the performance of the audit team;

· arrangements for ensuring independence and objectivity; and

· robustness of the Auditor in handling key accounting and audit judgements.

The Audit Committee reviews the need for non-audit services and authorises such on a case-by-case basis, having regards to the cost effectiveness of the services and the independence and objectivity of the Auditors. The non-audit fees, being fees for reporting accountant services in respect of the Placing and Open Offer in 2012, amounted to £nil (2013:£50,000) compared with audit fees of £40,967 (2013:£23,933). The higher audit fees in the current year were mainly due to the additional work required in relation to the revision to the TLI portfolio valuation. In order to maintain auditor independence, Deloitte LLP ensured the following safeguards were in place:

 

· the use of review partners from outside the core audit team to ensure professional scepticism was applied appropriately; and

· Second Partner and Independent Partner reviews, together with a quality assurance review were undertaken as part of the reporting accountant work and the final audit stage.

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Audit Committee Report (continued)

For the year ended 30 June 2014

 

Notwithstanding such services, the Audit Committee considers Deloitte LLP to be independent of the Company and that the provision of such non-audit services is not a threat to the objectivity and independence of the conduct of the audit as appropriate safeguards are in place.

 

As the Company has no employees it does not have a formal policy concerning the raising, in confidence, of any concerns about possible improprieties, whether in matters of financial reporting or otherwise, for appropriate independent investigation. The Audit Committee has, however, reviewed and noted the Manager's and Investment Manager's policy on this matter.

 

In finalising the Annual Financial Report for recommendation to the Board for approval, the Audit Committee has satisfied itself that the Annual Financial Report taken as a whole is fair, balanced and understandable, and provides the information necessary for shareholders to assess the Company's performance, business model and strategy.

 

The Company's external auditors attended the meeting of the Audit Committee at which the Annual Financial Report was reviewed and they reported on their audit approach and work undertaken, the quality and effectiveness of the Company's accounting records and their findings in relation to the Company's statutory audit.

 

The Audit Committee reviewed the performance of the Auditors at this meeting and recommended to the Board that Deloitte LLP be reappointed as auditor for the year ending 30 June 2015. A resolution will be put to the 2014 AGM for the reappointment of Deloitte LLP as independent external auditor.

 

The Chairman of the Audit Committee will be available at the Annual General Meeting to answer any questions about the work of the Committee.

 

 

 

 

D I W Reynolds

Chairman of the Audit Committee

 

 

12 September 2014

 

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Independent Auditor's Report to the Members of Alternative Asset Opportunities PCC Limited

For the year ended 30 June 2014

 

Opinion on financial statements of Alternative Asset Opportunities PCC Limited

In our opinion the financial statements:

· give a true and fair view of the state of the Company's affairs as at 30 June 2014 and of its loss for the year then ended;

· have been properly prepared in accordance with International Financial Reporting Standards (IFRSs) as issued by the International Accounting Standards Board (IASB); and

· have been prepared in accordance with the requirements of The Companies (Guernsey) Law, 2008.

 

The financial statements comprise the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Changes in Redeemable Participating Preference Shareholders' Funds, the Statement of Cash Flows, the Portfolio of Investments and the related notes 1 to 22. The financial reporting framework that has been applied in their preparation is applicable law and IFRSs as issued by the IASB.

 

Emphasis of matter - investment valuation

In forming our opinion on the financial statements, which is not modified, we have considered the adequacy of the disclosure in note 2 (b) of the financial statements, which concerns the Company's actuarial valuation model applied in determining the fair value of its Traded Life Interests ("TLIs").

 

The methodology adopted by the Directors is on the basis that these investments are intended to be held to maturity and makes assumptions over life expectancies and discount rates.

 

By their nature assumptions over life expectancies are uncertain and, due to the low levels of information available in respect of closed deals in TLIs in the tertiary market, there is uncertainty over the estimation of market based discount rates that would apply to the Company's TLI valuation.

 

For these reasons note 2 (b) to the financial statements highlights that this valuation may be materially different from either the value on maturity or the realisable sale value of these investments.

 

Whilst it is not possible to quantify the effects of these uncertainties on the financial statements, the Chairman's Statement on page 8 and note 20 disclose a sensitivity analysis in respect of both the life expectancies and discount rate assumptions which quantifies the effect on the Company's net asset value per share for the selected range of scenarios.

 

 

 

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Independent Auditor's Report to the Members of Alternative Asset Opportunities PCC Limited (continued)

For the year ended 30 June 2014

 

Going concern

We have reviewed the directors' statement contained within the Directors' Report that the Company is a going concern. We confirm that

 

· we have concluded that the Directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate; and

· we have not identified any material uncertainties that may cast significant doubt on the Company's ability to continue as a going concern.

 

However, because not all future events or conditions can be predicted, including the result of the continuation vote at the forthcoming Annual General Meeting, this statement is not a guarantee as to the Company's ability to continue as a going concern.

 

Our assessment of risks of material misstatement

The assessed risks of material misstatement described below are those that had the greatest effect on our audit strategy, the allocation of resources in the audit and directing the efforts of the engagement team:

 

Risk

How the scope of our audit responded to the risk

Valuation of investments

Given the uncertainties surrounding significant unobservable inputs used in the Company's actuarial valuation model, which are explained above under Emphasis of matter - investment valuation, we considered the valuation of investments to be a key risk.

 

There is a risk that developments in LE re-assessments and mortality experience, as well as developments in the markets' view of mortality estimates, are not adequately reflected in the overall valuation in order to derive a best estimate of fair value.

 

 

We engaged with Deloitte actuarial specialists to test the mathematical accuracy of a sample of individual policy valuation models, which use actuarial techniques applied to data from mortality tables and policy specific data.

 

We challenged the Board on their valuation assumptions and methodologies, which focused on the LE estimation methodology and the discount rate, with reference to relevant publicly available data and reports relevant to valuation.

 

We also considered the indicative bids the Company received on a representative population of the TLI portfolio compared to the carrying value of the policies concerned.

 

We have concluded that, in view of the possible range of best estimates for the portfolio valuation, there remains material uncertainty over the valuation of the investment portfolio and have included an emphasis of matter paragraph to this effect above.

 

 

 

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Independent Auditor's Report to the Members of Alternative Asset Opportunities PCC Limited (continued)

For the year ended 30 June 2014

 

 

The Audit Committee's consideration of these risks is set out on page 6 with reference to the Chairman's Statement on pages 7 and 8.

 

Our audit procedures relating to these matters were designed in the context of our audit of the financial statements as a whole, and not to express an opinion on individual accounts or disclosures. Our opinion on the financial statements is not modified with respect to any of the risks described above, and we do not express an opinion on these individual matters.

 

Our application of materiality

 

We define materiality as the magnitude of misstatement in the financial statements that makes it probable that the economic decisions of a reasonably knowledgeable person would be changed or influenced. We use materiality both in planning the scope of our audit work and in evaluating the results of our work.

 

We determined materiality for the Company to be £640,000, which is approximately 2% of shareholders' funds.

 

We agreed with the Audit Committee that we would report to the Committee all audit differences in excess of £12,800, as well as differences below that threshold that, in our view, warranted reporting on qualitative grounds. We also report to the Audit Committee on disclosure matters that we identified when assessing the overall presentation of the financial statements.

 

 

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Independent Auditor's Report to the Members of Alternative Asset Opportunities PCC Limited (continued)

For the year ended 30 June 2014

 

An overview of the scope of our audit

Our audit was scoped by obtaining an understanding of the entity and its environment, including internal control and internal control of its service providers, and assessing the risks of material misstatement. Audit work to respond to the risks of material misstatement was performed directly by the audit engagement team.

 

Matters on which we are required to report by exception

 

Adequacy of explanations received and accounting records

Under the Companies (Guernsey) Law, 2008 we are required to report to you if, in our opinion:

· we have not received all the information and explanations we require for our audit; or

· proper accounting records have not been kept; or

· the financial statements are not in agreement with the accounting records.

We have nothing to report in respect of these matters.

Corporate Governance Statement

Under the Listing Rules we are also required to review the parts of the Corporate Governance Statement relating to the Company's compliance with nine provisions of the UK Corporate Governance Code. We have nothing to report arising from our review.

 

Our duty to read other information in the Annual Report

Under International Standards on Auditing (UK and Ireland), we are required to report to you if, in our opinion, information in the annual report is:

· materially inconsistent with the information in the audited financial statements; or

· apparently materially incorrect based on, or materially inconsistent with, our knowledge of the Company acquired in the course of performing our audit; or

· otherwise misleading.

 

In particular, we are required to consider whether we have identified any inconsistencies between our knowledge acquired during the audit and the directors' statement that they consider the annual report is fair, balanced and understandable and whether the annual report appropriately discloses those matters that we communicated to the audit committee which we consider should have been disclosed. We confirm that we have not identified any such inconsistencies or misleading statements.

 

 

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Independent Auditor's Report to the Members of Alternative Asset Opportunities PCC Limited (continued)

For the year ended 30 June 2014

 

Respective responsibilities of directors and auditor

As explained more fully in the Directors' Responsibilities Statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view. Our responsibility is to audit and express an opinion on the financial statements in accordance with applicable law and International Standards on Auditing (UK and Ireland). Those standards require us to comply with the Auditing Practices Board's Ethical Standards for Auditors. We also comply with International Standard on Quality Control 1 (UK and Ireland). Our audit methodology and tools aim to ensure that our quality control procedures are effective, understood and applied. Our quality controls and systems include our dedicated professional standards review team and independent partner reviews.

 

This report is made solely to the Company's members, as a body, in accordance with Section 262 of The Companies (Guernsey) Law, 2008. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an auditor's report and/or those matters we have expressly agreed to report to them on in our engagement letter and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members as a body, for our audit work, for this report, or for the opinions we have formed.

 

Scope of the audit of the financial statements

An audit involves obtaining evidence about the amounts and disclosures in the financial statements sufficient to give reasonable assurance that the financial statements are free from material misstatement, whether caused by fraud or error. This includes an assessment of: whether the accounting policies are appropriate to the Company's circumstances and have been consistently applied and adequately disclosed; the reasonableness of significant accounting estimates made by the directors; and the overall presentation of the financial statements. In addition, we read all the financial and non-financial information in the annual report to identify material inconsistencies with the audited financial statements and to identify any information that is apparently materially incorrect based on, or materially inconsistent with, the knowledge acquired by us in the course of performing the audit. If we become aware of any apparent material misstatements or inconsistencies we consider the implications for our report.

 

 

 

 

 

 

David Becker

for and on behalf of Deloitte LLP

Chartered Accountants and Recognised Auditor

St. Peter Port, Guernsey

 

12 September 2014

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Statement of Comprehensive Income

For the year ended 30 June 2014

 

Notes

Year to 30 June 2014

Year to 30 June 2013

Revenue

Capital

Total

Revenue

Capital

Total

£

£

£

£

£

£

Operating income/(losses)

 

Net losses on investments

 

10

-

(1,822,843)

(1,822,843)

-

(6,378,059)

(6,378,059)

Foreign exchange (losses)/ gains

 

17

-

(123,862)

(123,862)

 

-

198,281

198,281

Interest and similar income

4

176

-

176

3,775

-

3,775

Total income/(losses)

176

(1,946,705)

(1,946,529)

3,775

(6,179,778)

(6,176,003)

Operating expenses

Management fee

5

(103,947)

-

(103,947)

(146,320)

-

(146,320)

Investment manager's fee

5

(101,855)

-

(101,855)

(156,423)

-

(156,423)

Custodian fee

(16,780)

-

(16,780)

(18,289)

-

(18,289)

Other expenses

6

(410,104)

-

(410,104)

(338,854)

-

(338,854)

Total operating expenses before finance costs

(632,686)

-

(632,686)

 

(659,886)

-

(659,886)

Operating loss before finance costs

(632,510)

(1,946,705)

(2,579,215)

 

(656,111)

(6,179,778)

(6,835,889)

Finance costs

Loan interest payable

14

(471,664)

-

(471,664)

(471,664)

-

(471,664)

Net deficit

(774,514)

(1,946,705)

(2,721,219)

(1,127,807)

(6,179,778)

(7,307,553)

Deficit per redeemable share

 

8

(1.08p)

(2.70p)

(3.78p)

 

(1.86p)

(10.17p)

(12.02p)

The revenue column of this statement is the revenue account of the Company.

 

All revenue and capital items in the above statement derive from continuing operations.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The notes on pages 39 to 55 are an integral part of these financial statements.

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Statement of Financial Position

As at 30 June 2014

Notes

2014

2013

£

£

Non-current assets

Financial assets at fair value through profit or loss

10

29,380,044

36,937,381

Current assets

Cash and cash equivalents

12

2,092,052

1,072,662

Other receivables

11

61,898

6,685

Maturity proceeds receivable

11

789,543

988,989

2,943,493

2,068,336

Total assets

32,323,537

39,005,717

Current liabilities

Loan facility

14

-

3,915,675

Other payables

13

137,278

182,564

137,278

4,098,239

Total liabilities

137,278

4,098,239

Net assets attributable to shareholders

17

32,186,259

34,907,478

Total equity and liabilities (including amounts due to shareholders)

32,323,537

39,005,717

Net asset value per share

9

44.7p

48.5p

 

These financial statements were approved by the Board of Directors on 12 September 2014.

 

Signed on behalf of the Board.

 

 

 

 

 

JPHS Scott DIW Reynolds

Director Director

 

 

12 September 2014

 

 

 

 

 

 

 

 

The notes on pages 39 to 55 are an integral part of these financial statements.

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Statement of Changes in Redeemable Participating Preference Shareholders' Funds

For the year ended 30 June 2014

 

For the year ended 30 June 2014

Share

Premium

Capital

reserve

Revenue

reserve

 

Total

£

£

£

£

Balance as at 1 July 2013

48,914,968

(5,209,676)

(8,797,814)

34,907,478

Deficit for the year

-

(1,946,705)

(1,127,775)

(2,721,219)

Balance as at 30 June 2014

48,914,968

(7,156,381)

(9,572,328)

32,186,259

 

For the year ended 30 June 2013

Share

Premium

Capital

reserve

Revenue

reserve

 

Total

£

£

£

£

Balance as at 1 July 2012

39,168,236

970,102

(7,670,039)

32,468,299

Deficit for the year

-

(6,179,778)

(1,127,775)

(7,307,533)

Issue of shares

9,746,732

-

-

9,746,732

Balance as at 30 June 2013

48,914,968

(5,209,676)

(8,797,814)

34,907,478

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The notes on pages 39 to 55 are an integral part of these financial statements.

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Statement of Cash Flows

For the year ended 30 June 2014

 

Year to

 30 June 2014

Year to

 30 June 2013

£

£

Cash flows from operating activities

Revenue account operating loss before finance costs for the year

(632,510)

 

(641,865)

Decrease in other receivables

144,233

(8,920,852)

Decrease in other payables

(45,285)

(6,509,298)

Premiums paid

(5,164,817)

(5,326,029)

Proceeds from maturity and sale of investments

10,899,311

3,735,406

Net cash inflow from operating activities before interest

5,200,932

5,748,880

Cash flows from financing activities

Net repayment of borrowings

(3,915,675)

(14,707,979)

Interest paid

(142,005)

(471,664)

Shares issued

-

9,746,732

Net cash used in financing activities

(4,057,680)

(5,432,911)

Net increase in cash and cash equivalents

1,143,252

315,969

Cash and cash equivalents at the beginning of the year

1,072,662

558,411

Effects of foreign exchange

(123,862)

198,282

Cash and cash equivalents at the end of the year

2,092,052

1,072,662

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The notes on pages 39 to 55 are an integral part of these financial statements.

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Portfolio of Investments

As at 30 June 2014

 

 

 

Traded Life Interests ("TLI's")

 

Number

of Lives

 

 

Valuation

Total Death Benefit

Portion of

Portfolio

 

A.M. Best

Rating *

£

£

%

Issuer

American General Life Insurance Company (TX)

10

6,429,180

16,404,958

21.89%

A

Lincoln National Life Insurance Co

11

6,306,549

17,207,115

21.48%

A+

Transamerica Life Insurance Company

12

4,867,969

12,911,784

16.57%

A+

Massachusetts Mutual Life Insurance Co

4

2,109,549

4,463,631

7.18%

A++

MetLife Insurance Company of Connecticut

5

1,725,745

3,807,494

5.87%

A+

John Hancock Life Insurance Company USA

6

1,394,945

4,678,776

4.75%

A+

New York Life Insurance and Annuity Corp

3

1,137,780

3,801,505

3.87%

A++

Pacific Life Insurance Company

4

1,097,061

4,708,717

3.73%

A+

Aviva Life and Annuity Company

3

781,491

2,494,372

2.66%

B++

Security Life of Denver Insurance Co

1

586,004

2,924,235

1.99%

A

Genworth Life Insurance Company

1

507,728

1,462,117

1.73%

A

North American Company for L & H Ins

2

395,277

1,169,694

1.35%

A+

AXA Equitable Life Insurance Company

3

289,384

848,028

0.98%

A+

MONY Life Insurance Company of America

1

232,741

584,847

0.79%

A

ING Life Insurance and Annuity Company

1

214,435

409,393

0.73%

A

Lincoln Benefit Life Company

1

203,381

1,169,694

0.69%

A+

Jackson National Life Insurance Company

1

174,058

596,817

0.59%

A+

Lincoln Life & Annuity Company of NY

1

169,954

1,023,482

0.58%

A+

Columbus Life Insurance Company

1

138,326

584,847

0.47%

A+

ReliaStar Life Insurance Company

1

117,418

292,423

0.40%

A

United of Omaha Life Insurance Company

1

114,746

503,810

0.39%

A+

Security Mutual Life Insurance Co of NY

1

114,378

438,635

0.39%

A-

Standard Insurance Company

1

108,814

292,423

0.37%

A

Banner Life Insurance Company

1

78,679

175,454

0.27%

A+

General American Life Insurance Company

1

48,104

292,423

0.16%

A+

Beneficial Life Insurance Company

1

36,348

116,969

0.12%

A-

78

29,380,044

83,363,647

100.0%

Portfolio Total

29,380,044

83,363,647

100.0%

 

 

 

 

 

 

 

 

 

 

 

 

 

* As at 30 June 2014

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Notes to the Financial Statements

For the year ended 30 June 2014

 

1 Principal activity

The Company is a Guernsey registered closed-ended protected cell company established with one cell known as the US Traded Life Interests Fund (the "Fund" or "Cell"). The redeemable preference shares (the "Shares") in the Company have been admitted to the Official List of the UK Listing Authority with a premium listing and to trading on the London Stock Exchange's main market for listed securities. The Company's objective in respect of the Fund is to provide investors with an attractive capital return through holding to maturity (or until the end of the life of the Fund), a diversified portfolio of US Traded Life Interests ("TLIs"), notwithstanding the Company may make sales of selected policies from time to time.

 

2 Principal Accounting Policies

(a) Basis of preparation

 

Statement of compliance

The financial statements have been prepared in accordance with International Financial Reporting Standards (IFRSs) issued by the International Accounting Standards Board (IASB) and with the Statement of Recommended Practice 'Financial Statements of Investment Trust Companies and Venture Capital Trusts' (SORP) issued in January 2009 by the Association of Investment Companies.

 

Basis of measurement

The financial statements have been prepared under the historical cost convention as modified by the revaluation of investments, as detailed below under note 2(b).

 

The financial statements have been prepared on a total company basis and not on a cell-by-cell basis as there is currently only one cell. The only non-cellular assets and liabilities are in respect of the two management shares of no par value issued at £1 each fully paid represented by cash at bank. As they are immaterial they have been excluded from the financial statements.

 

Functional and Presentational Currency

The financial information shown in the financial statements is shown in sterling, being the Company's functional and presentational currency.

 

Critical accounting judgements and key sources of estimation uncertainty

The preparation of Financial Statements in conformity with IFRSs requires management to make judgements, estimates and assumptions that affect the application of policies and the reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making judgements about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the year in which the estimate is revised if the revision affects only that year, or in the year of the revision and future years if the revision affects both current and future years. Such judgements and key sources of estimation uncertainty include the valuation of investments and the going concern assumption, which are discussed in note 2(b) and 2(c) respectively.

 

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Notes to the Financial Statements (continued)

For the year ended 30 June 2014

 

2 Principal Accounting Policies (continued)

(a) Basis of preparation (continued)

 

Adoption of new and revised standards

 

In the current year, the Company has adopted IFRS13 "Fair Value Measurement" but this has not had a material impact on the financial statements.

 

At the date of authorisation of these financial statements, the following standards and interpretations which have not been applied in these financial statements were in issue but not yet effective.

 

Title

Subject

Amendments to IAS 27 (Aug 2014)

Equity Method in Separate Financial Statements

IFRS 9

Financial Instruments

Amendments to IAS 16 and IAS 41 (Jun 2014)

Agriculture: Bearer Plants

IFRS 15

Revenue from Contracts with Customers

Amendments to IAS 16 and IAS 38 (May 2014)

Clarification of Acceptable Methods of Depreciation and Amortisation

Amendments to IFRS 11 (May 2014)

Accounting for Acquisitions of Interest in Joint Operations

IFRS 14

Regulatory Deferral Accounts

Annual Improvements to IFRSs: 2011-13 Cycle (Dec 2013)

Annual Improvements to IFRSs: 2011-13 Cycle

Annual Improvements to IFRSs: 2010-12 Cycle (Dec 2013)

Annual Improvements to IFRSs: 2010-12 Cycle

Amendments to IAS 19 (Nov 2013)

Defined Benefit Plans: Employee Contributions

Amendments to IAS 39 (Jun 2013)

Novation of Derivatives and Continuation of Hedge Accounting

Amendments to IAS 36 (May 2013)

Recoverable Amount Disclosures for Non-Financial Assets

IFRIC 21

Levies

Amendments to IFRS 10, IFRS 12 and IAS 27 (Oct 2012)

Investment Entities

Amendments to IAS 32 (Dec 2011)

Offsetting Financial Assets and Financial Liabilities

 

The Directors do not expect that the adoption of the standards listed above will have a material impact on the financial statements of the Company in future periods.

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Notes to the Financial Statements (continued)

For the year ended 30 June 2014

 

2 Principal Accounting Policies (continued)

(b) Investments

 

US Traded Life Interest Investments

 

The Company primarily invests in US Traded Life Interests ("TLIs") which it intends to hold to maturity or until the end of the life of the Fund. The Company has only invested in Whole of Life and Universal Life policies. All TLI investments are classified as fair value through profit and loss on initial recognition.

 

Recognition and basis of measurement

The ongoing payment of premiums on TLIs are recognised on a paid basis and are initially held at cost, being the consideration given.

 

Valuation

The TLIs are valued monthly at the Directors' discretion. The methodology adopted by the Directors intends to reflect the fair value of the policies. This methodology uses a discounted cash flow method.

 

The value of a TLI policy is the present value of its net expected future cash flows. The calculation uses the following data and assumptions provided by third party LE underwriters, the Investment Manager (or the Directors, where stated):

· Death benefit payable under the policy;

· Mortality using the 2008 Valuation Basic Table (Ultimate) and the most recent life expectancy for each policy;

· Premiums payable under the policy; and

· An estimate of a market based discount rate derived by the Directors.

 

The Company does not obtain LE assessments for every policy in the Company's portfolio. This applies specifically to two sub-sections of the portfolio: those with face values of under US$600,000, where the cost of regular review is not economic, and those where it has not been possible to obtain updated medical records. Following discussions with its investment advisers, SL Investment Management, the Board decided to change the basis of the valuation for these two groups of policies to Valuation Basic Table (VBT), the standard population mortality table in the US. This adjustment was made in the 31 May 2014 valuation.

 

There is inherent uncertainty within the valuation such that the valuation may be materially different from either the value on maturity or the realisable sale value of these investments.

 

The significant unobservable inputs used in the valuation of the Company's assets, Life Settlement policies, are the Life Expectancy (LE) and the discount rate.

 

The LE for each insured has been sourced from the major recognised providers of LE assessments that are used in the Life Settlement market or, where these are not available, standard US population mortality tables have been used to derive the LE. The LE for each insured as at 30 June 2014 lies in the range of 2.4 years to 8.4 years.

 

The Company has adopted a discount rate of 12% for each policy.

 

The valuation basis of the portfolio is specified by the Board and the Investment Manager computes the portfolio valuation monthly. Analysis is provided to the Board, on a monthly basis, of the change in value of the portfolio over this period.

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Notes to the Financial Statements (continued)

For the year ended 30 June 2014

 

2 Principal Accounting Policies (continued)

 

(b) Investments (continued)

The Board receives regular updates from the Investment Manager on market activity and has periodically submitted policies to market, to compare the individual computed policy valuations to indicative market values.

 

The impacts on the portfolio of varying the LE and varying the discount rate are as indicated in the sensitivity matrix included in the Chairman's Statement on page 8.

 

Typically, an increase in the LE will reduce the value of a policy and conversely a reduction in the LE will increase the value of a policy.

 

Typically, an increase in the discount rate will reduce the value of a policy and conversely a reduction in the discount rate will increase the value of a policy.

 

De-recognition

The Company de-recognises a financial asset when the contractual rights to cash flows from the financial asset expire. A financial liability is de-recognised when the obligation specified in the contract is discharged, cancelled or expired. TLI investments are de-recognised on the date of death of the insured or on the trade date if a policy is sold.

 

(c) Going concern

The Board considered carefully the issue of 'going concern', specifically in relation to the availability of funding. On 31 March 2014, the Company signed a new revolving credit facility agreement of up to US$10 million with AIB Group (UK) PLC up to 31 March 2016, which will cover the Company's cash flow requirements at least until 1 October 2015.

 

Total drawn borrowings under the new revolving credit facility agreement with AIB Group (UK) PLC decreased to nil as at 30 June 2014 from circa US$5.9 million as at 30 June 2013. Since there was a nil balance drawn down as at 30 June 2014 the asset cover was not applicable but the equivalent figure as at 30 June 2013 was 9.4 times.

 

The Board has considered the position should AIB Group (UK) PLC not renew the agreement beyond 31 March 2016 and should alternative credit facilities not be available. Acknowledging that if combined with a drought in maturities, this might involve the forced sale of policies in an illiquid market, the Board is nevertheless confident that the sales required to cover outstanding borrowings could be completed. To the extent that the prices achieved did not match those in the valuation, the net asset value of the Company could be adversely affected, but the Company would remain a going concern.

 

A continuation vote will be put to the Shareholders at the 2014 Annual General Meeting. While the Directors cannot be certain what the result of this vote will be, the financial statements are prepared on a going concern basis supported by the Directors' current assessment of the Company's ability to continue in existence for the foreseeable future and shareholder interest in the continuation of the Company. Based on the above, the Directors have reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future, and they continue to adopt the going concern basis in preparing the financial statements.

 

(d) Interest income

Bank deposit interest is accounted for on an accruals basis.

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Notes to the Financial Statements (continued)

For the year ended 30 June 2014

 

2 Principal Accounting Policies (continued)

(e) Expenses

Expenses are accounted for on an accruals basis and all amounts have been allocated to the Statement of Comprehensive Income - revenue account.

 

(f) Foreign exchange

Foreign currency monetary assets and liabilities are translated into sterling at the rate of exchange ruling at the reporting date. Transactions in foreign currencies are translated into sterling at the rate ruling at the date of the transaction. Realised and unrealised foreign exchange gains and losses are recognised in the Statement of Comprehensive Income and in the capital reserve - realised, and capital reserve - unrealised, respectively.

 

(g) Bank borrowings

Interest bearing bank loans and overdrafts are recorded when the proceeds are received. Interest payments are recognised in the Statement of Comprehensive Income in the period in which they are incurred.

 

3 Segmental Reporting

The Board has considered the requirements of IFRS 8 'Operating Segments'. The Board has determined that the Company is organised in one main operating segment, being investment in a portfolio of TLIs. The Board, as a whole, has been determined as constituting the chief operating decision maker of the Company.

The Board has overall responsibility for the assets of the Company in accordance with the investment objective and policy, and subject to advice received from the Investment Manager.

 

Whilst the Investment Manager may make the investment decisions on a day-to-day basis, any changes to the investment strategy or major allocation decisions have to be approved by the Board, even though they may be proposed by the Investment Manager. The Board therefore retains full responsibility as to the investment strategy or major allocation decisions. The Investment Manager is required to act under the terms of the prospectus which cannot be radically changed without the approval of the Board and the shareholders.

 

The key measure of performance used by the Board to assess the Company's performance and to allocate resources is the total return of the Company's net asset value, as calculated under IFRS, and therefore no reconciliation is required between the measure of profit or loss used by the Board and that contained in the financial statements.

 

4 Interest and similar income

Year to

30 June 2014

Year to

30 June 2013

£

£

Bank deposit interest

176

774

Bond interest

-

3,001

Total income

176

3,775

 

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Notes to the Financial Statements (continued)

For the year ended 30 June 2014

 

5 Investment management and management fees

SL Investment Management Limited, the Investment Manager, was appointed under an agreement with the Company and other parties dated 16 March 2004, as amended and restated on 20 July 2004. The agreement may be terminated by either party giving not less than 12 months' notice or shorter notice as the parties may agree to accept.

 

From 1 April 2012 the fee payable to the Investment Manager is 0.4% per annum of the Company's Gross Assets.

 

Allianz Global Investors Europe GmbH, UK Branch, the Manager, was appointed under an agreement with the Company dated 16 March 2004 to manage the fixed interest and near cash assets of the Company in accordance with the investment policy and to implement the currency hedging facility from time to time approved by the Directors. Either party giving not less than 12 months' notice may terminate the agreement.

 

The original fee payable to the Manager was 0.4% per annum of the Company's Gross Assets. With effect from 1 July 2013 the fee payable to the Manager was reduced to 0.3% per annum of the Company's Gross Assets. These fees are shown in the Statement of Comprehensive Income on page 34.

 

Prior to 1 July 2013 the fixed fee payable was £20,000 per annum for the provision of Administration and Secretarial Services. From the same date the fixed fee for the provision of Administration and Secretarial Services was increased from £20,000 to £30,000 per annum. These fees are shown under Other Expenses in the table in Note 6.

 

With effect from 1 September 2009 the fixed fee payable under Administration Agreement between the Company and Kleinwort Benson (Channel Islands) Fund Services Limited (formerly Kleinwort Benson (Guernsey) Fund Services Limited) is £50,000 per annum.

 

6 Other expenses

Year to

30 June 2014

Year to

30 June 2013

£

£

Administration and accountancy fees

55,072

49,699

Secretarial fees

27,598

19,936

Broker fees

41,624

48,413

Directors' fees, national insurance and expenses

83,991

92,948

D&O Insurance

7,155

10,364

Auditor's remuneration

40,967

23,933

Legal and professional fees

72,567

10,099

Printing

10,000

9,355

Safe custody fees

11,975

17,159

Bank fees and charges

1,101

315

Registrar fees

10,314

15,073

Cost of obtaining new LEs

13,522

16,269

Sundry expenses *

34,218

25,291

410,104

338,854

 

* Sundry expenses include mailing services, tax exempt fees, stock exchange fees and other sundry costs.

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Notes to the Financial Statements (continued)

For the year ended 30 June 2014

 

7 Taxation

The Company is exempt from Guernsey Income Tax under the local Income Tax (Exempt Bodies) (Guernsey) Ordinances and is charged an annual exemption fee of £600 which is included in sundry expenses.

 

The Company adopted UK tax residency from 1 September 2009 onwards. Since that date the Company has been managed in such a way as to meet the conditions for approval as an investment trust under Section 1158 of the Corporation Tax Act 2010. As an investment trust, the Company is subject to corporation tax on its income, but no corporation tax is provided for in these accounts, as the Company has significant unutilised tax losses which are not deemed to be recoverable.

 

In December 2012 the Company received confirmation from HM Revenue & Customs as an approved investment trust for accounting periods commencing on or after 1 July 2012, subject to the Company continuing to meet the eligibility conditions at Section 1158 Corporation Tax Act 2010 and the ongoing requirements in Chapter 3 of Part 2 Investment Trust (Approved Company) Tax Regulations 2011 (Statutory Instrument 2011/2999).

 

In the opinion of the Directors, the Company has conducted its affairs in such a manner that it continues to meet these eligibility conditions.

8 Return per share

Revenue deficit per Share is based on the net deficit attributable to the Shares of £774,514 (2013: deficit £1,127,775) and on the average number of Shares in issue of 72,000,000 (2013: 60,778,082). Capital deficit per Share is based on the net deficit attributable to the Shares of £1,946,705 (2013: deficit £6,179,778) and on the average number of Shares in issue of 72,000,000 (2013: 60,778,082).

 

9 Net Asset Value per Share

The diluted and undiluted net asset value per Share is based on net assets attributable to the Shares of £32,186,259 (2013: £34,907,478) and on the 72,000,000 (2013: 72,000,000) Shares in issue at the year end.

 

10 Investments

(a) Investments at fair value through profit or loss

Year to

 30 June 2014

Year to

 30 June 2013

£

£

Movements in the year:

Opening valuation

36,937,381

41,813,775

Premiums paid

5,164,817

5,237,071

Proceeds from the maturity and sale of investments

(10,899,311)

(3,735,406)

Net realised gain on maturities

4,491,743

1,139,032

Movement in unrealised depreciation on revaluation of investments

(6,314,586)

(7,517,091)

Closing valuation

29,380,044

36,937,381

Comprising:

Closing book cost

49,367,784

50,610,534

Closing unrealised loss

(19,987,740)

(13,673,153)

Closing valuation

29,380,044

36,937,381

 

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Notes to the Financial Statements (continued)

For the year ended 30 June 2014

 

10 Investments (continued)

(b) Net loss on investments held at fair value through profit or loss

Year to

30 June 2014

Year to

30 June 2013

£

£

Net realised gain on maturities

4,491,743

1,139,032

Movement in unrealised depreciation on revaluation of investments

(6,314,586)

(7,517,091)

(1,822,843)

(6,378,059)

11 Other receivables and maturity proceeds receivable

30 June 2014

30 June 2013

£

£

Sundry debtors

61,898

6,685

Maturity proceeds receivable

789,543

988,989

851,441

995,674

 

The carrying value for the current and prior year is materially the same as the fair value.

 

12 Cash and cash equivalents

Any amounts held on deposit or in current accounts at the Company's Custodian, Sub-Custodian or financial institutions are included in cash or cash equivalents. The carrying value for the current and prior year is materially the same as the fair value.

 

13 Other payables

30 June 2014

30 June 2013

£

£

Accrued expenses

137,278

182,564

137,278

182,564

 

The carrying value for the current and prior year is materially the same as the fair value.

 

14 Loan facility

On 31 March 2014 the Company signed a new revolving credit facility agreement with AIB Group (UK) PLC ("the Lender") for up to US$10 million expiring on 31 March 2016. This is designed to allow the Company to continue fulfilling its financial obligations, including the payment of premiums until that date. As at 30 June 2014 the Company's drawings under this new agreement were nil. As at 30 June 2013 the Company's drawings under the previous facility with Allied Irish Banks plc were US$nil on the term loan and US$5,938,906 (£3,915,675) on the revolving credit facility agreement.

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Notes to the Financial Statements (continued)

For the year ended 30 June 2014

 

14 Loan facility (continued)

Interest on the new revolving credit facility agreement is payable at LIBOR plus 3.25% (2013: 4.0%). Under the new revolving credit facility agreement the primary covenant obliges the Company to maintain cover (i.e. asset value, subject to certain adjustments, divided by borrowings) above 3 times (2013: 2.5 times). Since there was a nil balance drawn down as at 30 June 2014 the asset cover was not applicable but the equivalent figure as at 30 June 2013 was 9.4 times. Under the terms of the new revolving credit facility agreement an arrangement fee of US$70,000 is payable after the first Utilisation Date.

 

Any available cash must be held in an acceptable bank, which is defined as either (a) the Company's existing bankers; (b) the Lender of an affiliate of the Lender; (c) a bank or financial institution with a rating by Standard & Poor's of A-1 or higher, a rating by Fitch of F1 or higher, or a rating by Moody's of P-1 or higher; or (d) any other bank or financial institution approved by the Lender.

 

15 Share capital and share premium

The share capital of the Company is two Management Shares of no par value and an unlimited number of Redeemable Participating Preference Shares (the "Shares") of no par value.

The two Management Shares were issued at £1 each fully paid and are beneficially owned by the Manager. The Management Shares do not carry any rights to dividends and holders of Management Shares are only entitled to participate in the non-cellular assets of the Company on a winding-up. The Management Shares shall only have the right to vote when there are no Participating Shares of any cell in issue.

 

40,000,000 Shares were issued in the Fund at £1 per Share on 25 March 2004. The issue costs incurred of £831,764 were debited against the share premium account to leave net proceeds of the share issue of £39,168,236.

 

Following a Placing and Open Offer a further 32,000,000 Shares were issued on 5 November 2012. The issue costs incurred of £493,268 were debited against the share premium account to leave proceeds of the share issue of £9,746,732.

 

The new provisions in the Company's Articles of Incorporation enable the Directors of the Company to distribute cash to Shareholders through the issue and redemption of B Shares. Each time the Board resolves to make such a distribution, the Company is able to announce a bonus issue of B Shares on a pro rata basis. Immediately upon being issued, deemed fully paid, the B Shares can be redeemed for the amount deemed paid up and cash proceeds then be paid to Shareholders.

 

The holders of Shares attributable to the Fund will be entitled to participate only in the income, profits and assets attributable to that fund. On winding up the holders of Shares are entitled to participate only in the assets of the Fund and have no entitlement to participate in the distribution of any assets attributable to any other cell. Holders of Shares are entitled to attend and vote at general meetings of the Company. At an Extraordinary General Meeting held on 28 August 2009 the Articles of Incorporation were amended so that the US Traded Life Interests Fund now has an unlimited life, subject to regular continuation votes from 2012 onward. Shareholders shall be offered the opportunity to vote on the continuation of the Fund at the Annual General Meeting in 2014 and annually thereafter.

 

On 8 August 2014 72,000,000 B Shares were issued 1 for 1 pro rata to Shareholders and redeemed for the amount paid up and the cash proceeds, representing a capital distribution of 2p per share, were paid to Shareholders amounting to £1,440,000.

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Notes to the Financial Statements (continued)

For the year ended 30 June 2014

 

16 Share buy-backs

By way of an ordinary resolution passed at the Annual General Meeting held on 13 November 2013, the Company took authority to make market purchases of fully paid Shares, provided that the maximum number of Shares authorised to be purchased would be no more than 10,792,800 Shares or such number as represented 14.99 per cent. of the Shares in issue as at the date of the Annual General Meeting, whichever was less (in either case, excluding Shares held in Treasury). The Company will be seeking to renew this authority at the forthcoming Annual General Meeting. Such authority will expire on the date of the next Annual General Meeting, unless previously renewed, varied, or revoked prior to such date by a special resolution of the Company in general meeting. During the year under review no Shares were bought back for cancellation (2013: nil).

 

The minimum price which may be paid for a Share pursuant to such authority is one penny and the maximum price which may be paid shall be the higher of (1) not more than 5% above the average of the middle market quotations for a Share in the Company as derived from The Stock Exchange Daily Official List for the five business days immediately preceding the day on which such share is contracted to be purchased, and (2) the higher of the price of the last independent trade and highest current independent bid on the relevant market when the purchase is carried out, provided that the Company shall not be authorised to acquire Shares at a price above the estimated prevailing net asset value per Share on the date of purchase.

 

17 Net assets attributable to shareholders

Share Premium

Capital

Reserves

Revenue

Reserves

 

Total

2014

2014

2014

2014

£

£

£

£

Balance at 1 July 2013

48,914,968

(5,209,676)

(8,797,814)

34,907,478

Net realised gain on maturities

-

4,491,743

-

4,491,743

Movement in unrealised depreciation on investments

-

(6,314,586)

-

(6,314,586)

Net currency losses

-

(123,862)

-

(123,862)

Revenue loss for the year

-

-

(774,514)

(774,514)

Balance at 30 June 2014

48,914,968

(7,156,381)

(9,572,328)

32,186,259

 

Share Premium

Capital

Reserves

Revenue

Reserves

 

Total

2013

2013

2013

2013

£

£

£

£

Balance at 1 July 2012

39,168,236

970,102

(7,670,039)

32,468,299

Net realised gain on maturities

-

1,139,032

-

1,139,032

Movement in unrealised depreciation on investments

-

(7,517,092)

-

(7,517,092)

Issue of share capital

9,746,732

-

-

9,746,732

Net currency gains

-

198,282

-

198,282

Revenue loss for the year

-

-

(1,127,775)

(1,127,775)

Balance at 30 June 2013

48,914,968

(5,209,676)

(8,797,814)

34,907,478

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Notes to the Financial Statements (continued)

For the year ended 30 June 2014

 

18 Related party transactions

Fees earned by the Directors of the Company during the year were £83,991 of which £4,599 was outstanding at the year end (2013: £92,948 of which £555 was outstanding at the year end). Allowable expenses claimed by the Directors in the course of their duties amounted to £2,796 for the year ended 30 June 2014 (2013: £4,236). Fees earned by the Investment Manager, Manager and Administrator are discussed in note 5.

 

19 Categories of financial assets and financial liabilities

The following table analyses the carrying amounts of the financial assets and liabilities by category as defined in IAS 39.

30 June 2014

30 June 2013

£

£

Financial assets

Cash and cash equivalents

2,092,052

1,072,662

Fair value through profit or loss:

TLI Policies

29,380,044

36,937,381

Loans and receivables at amortised cost

851,441

995,674

32,323,537

39,005,717

Financial liabilities

Loans and payables at amortised cost

(137,278)

(4,098,239)

32,186,259

34,907,478

 

20 Financial risk management objectives and policies

The main risks to which the Company is exposed are market and longevity risk, currency risk, interest rate risk, liquidity risk and credit risk.

 

Fair value measurements

The Company classifies financial instruments using the following fair value hierarchy that reflects the significance of the inputs used in making the measurements. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy under IFRS 7 are as follows:

 

· Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities;

 

· Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability either directly (that is, as prices) or indirectly (that is, derived from prices); or

 

· Level 3 - Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs).

 

The level in the fair value hierarchy within which the fair value measurement is categorised in its entirety is determined on the basis of the lowest level input that is significant to the fair value measurement in its entirety. For this purpose, the significance of an input is assessed against the fair value measurement in its entirety. If a fair value measurement uses observable inputs that require significant adjustment based on unobservable inputs, that measurement is a level 3 measurement. Assessing the significance of a particular input to the fair value measurement in its entirety requires judgement, considering factors specific to the asset or liability.

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Notes to the Financial Statements (continued)

For the year ended 30 June 2014

 

20 Financial risk management objectives and policies (continued)

 

Fair value measurements (continued)

The determination of what constitutes 'observable' requires significant judgement by the Company. The Company considers observable data to be that market data that is readily available, regularly distributed or updated, reliable and verifiable, not proprietary, and provided by independent sources that are actively involved in the relevant market.

 

The following table presents the Company's financial assets held at fair value by level within the valuation hierarchy as of 30 June 2014.

 

30 June 2014

Percentage of net assets

30 June 2013

Percentage of net assets

£

%

£

%

Level 3 fair value assets

29,380,044

91.32

36,937,381

105.82

29,380,044

91.32

36,937,381

105.82

 

The investments categorised as level 3 are the TLI policies held in the Company's portfolio. The valuation of the TLI policies is not based on observable market data, but on the valuation model detailed in note 2(b) used by the Investment Manager to determine the fair value of the policies held, and therefore these investments are categorised as level 3 of the IFRS fair value hierarchy. More information on the impact of IFRS13 "Fair Value Measurement" can be found in note 2(b).

 

Capital risk management

The capital structure of the Company consists of cash and cash equivalents and net assets attributable to holders of Shares, comprising issued Shares, capital reserves and revenue reserves as detailed in note 17. The Company has external capital requirements in respect of the loan facility with AIB. Further details on the loan covenants are included in note 14.

 

At 30 June 2014 net assets attributable to the holders of Shares were £32,186,259 (2013: £34,907,478).

 

As at 30 June 2014, the Company had borrowed nil from AIB (2013: US$5,939,000). Any borrowings mean that Shareholder returns are "geared" and that such borrowings will need to be repaid prior to any return of capital to shareholders.

 

The Company's investment objective is to provide investors with an attractive capital return through investment predominantly in a diversified portfolio of US Traded Life Interests ("TLIs"). The Company has invested its assets principally in a range of TLIs on the lives of US citizens aged between 78 and 92 years at the point of investment.

 

The Board has overall responsibility for allocating the assets of the Company in accordance with the investment objective and policy. The Investment Manager has identified on behalf of the Board TLIs that are consistent with the Company's investment objective and policy.

 

The TLIs acquired are intended to be held to maturity but may be disposed of when suitable opportunities arise, when there is a cash flow requirement to sell, or towards the end of the life of the Company. The Company is responsible for payment of policy premiums.

 

As at 30 June 2014, the current portfolio comprised 89 TLIs representing 78 lives. All TLIs acquired are Whole-of-Life or Universal Life policies.

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Notes to the Financial Statements (continued)

For the year ended 30 June 2014

 

20 Financial risk management objectives and policies (continued)

 

Capital risk management (continued)

The TLIs acquired are policies issued by a range of US life insurance companies. Each underlying life insurance company had an AM Best credit rating of at least "A" at the time of acquisition of the relevant policy, and 99.5% of the portfolio still has, the other 0.5% being A-. AM Best is a US credit rating agency which provides the most comprehensive coverage of the US life company sector. Once the investment programme was concluded, not more than 15 per cent of the gross assets of the Company were initially invested in life policies issued by any single US Life Insurance Company or Group. This percentage is subject to change dependent on the maturities realised from the Company's TLI portfolio.

 

The Investment Manager uses the services of tracking agents to monitor the status of lives insured in respect of TLIs purchased by the Company. The agents use tracking methods to ensure both the Company and the Investment Manager are notified in a timely manner following the death of an insured. Upon receipt of notification of the death of an insured, the death certificate is forwarded to the Sub-Custodian, who then forwards it to the relevant life insurance company with the original policy document. The life insurance company will usually pay the Company the proceeds of the policy within 60 days of receipt of the requisite documents.

 

Market and longevity risk

The Company's exposure to market risk is comprised mainly of movements in the valuation of the TLI portfolio, which, in turn, also reflects the Company's assessment of longevity (life expectancy) for each policy. The Company's basis of valuation is to arrive at an estimate of market value by applying an Internal Rate of Return (IRR) based on market rates to estimates of future cash flow, based on the life expectancy of the life assured and future premiums payable.

 

Previous reports have commented on the choice of a 12% discount rate (IRR) used in arriving at valuations, intended to correspond to the IRR for similar policies in the market on a willing buyer/willing seller basis. While data on comparable sales is still difficult to obtain, the Board has conducted two exercises with independent market participants, firstly to obtain bids on a representative selection of policies and secondly to test the viability of selling the entire portfolio. These exercises suggest that the Board's valuations correspond closely to market prices and confirm that policies such as the Company holds are attractive to other market participants. Meanwhile, the notes below and the further information available in the Chairman's Statement give an indication of the effects on valuation of differing IRR assumptions.

 

At 30 June 2014, should the valuation IRR used increase by 4 per cent with all other variables remaining constant, the decrease in net assets attributable to shareholders for the period would amount to £3,309,507 (2013: decrease of £4,196,169).

 

At 30 June 2014, should the valuation IRR used decrease by 4 per cent with all other variables remaining constant, the increase in net assets attributable to shareholders for the period would amount to £4,270,535 (2013: increase of £5,446,475)

 

As explained in the Chairman's Statement, the majority of policies are valued using an LE obtained since 1 April 2013 with over 68% by value obtained since 1 July 2013. Where an LE is not obtainable because of lack of access to medical records or where the policy is deemed too small to justify the cost of obtaining an LE, the LE used is derived from the 2008 Valuation Basic Table. The cash flow projections are then based on the adjusted LEs using standard actuarial tables.

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Notes to the Financial Statements (continued)

For the year ended 30 June 2014

 

20 Financial risk management objectives and policies (continued)

 

Market and longevity risk (continued)

At 30 June 2014, should the remaining life expectancy of the lives insured have increased by 1 year with all other variables remaining constant, the decrease in net assets attributable to shareholders for the period would amount to £8,183,628 (2013: decrease of £9,999,899).

 

At 30 June 2014, should the remaining life expectancy of the lives insured have decreased by 1 year with all other variables remaining constant, the increase in net assets attributable to shareholders for the period would amount to £9,225,482 (2013: increase of £11,225,420).

 

Currency risk

Currency risk is the risk that the fair value of future cash flows of a financial asset will fluctuate because of changes in foreign exchange rates.

 

The TLIs held by the Company are denominated exclusively in US dollars, whereas the issued Shares are denominated in sterling. The Company had no open forward currency contracts as at 30 June 2014 (30 June 2013: None).

 

In the event of a fall in the value of the Company's assets, the Company may not be able to comply with the borrowing covenants contained in the Credit Facility Agreement and may be obliged to sell policies on disadvantageous terms in order to raise cash.

 

The Company's net currency exposure was as follows:

30 June 2014

30 June 2013

£

£

Exposure to US dollar

32,350,801

35,092,855

32,350,801

35,092,855

 

At 30 June 2014, had the pound sterling strengthened against the US dollar by 5% with all other variables held constant, the decrease in net assets attributable to shareholders would amount to approximately £1,540,514 (2013 decrease: £1,671,088). A weakening of 5% would amount to an increase in net assets attributable to shareholders of approximately £1,702,674 (2013 increase: £1,846,992).

 

Interest rate risk

The Company's interest-bearing financial assets and liabilities expose it to risks associated with the effects of fluctuations in the prevailing levels of market interest rates on its financial position and cash flows.

 

The Company holds modest amounts of cash on deposit and the only interest bearing liability is the loan facility, therefore exposure to changes in interest rates is primarily linked to the cost of the variable rate loan facility from AIB.

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Notes to the Financial Statements (continued)

For the year ended 30 June 2014

 

20 Financial risk management objectives and policies (continued)

 

Interest rate risk (continued)

The following table details the Company's exposure to interest rate risk at 30 June 2014 and 30 June 2013 from its interest bearing financial instruments:

 

Financial assets/(liabilities) on which no interest is paid

Fixed rate financial assets

Floating rate financial assets/(liabilities)

Total

2014

2014

2014

2014

£

£

£

£

Sterling

(165,193)

-

651

(164,542)

US Dollars

30,259,400

-

2,091,401

32,350,801

30,094,207

-

2,092,052

32,186,259

 

Financial assets/(liabilities) on which no interest is paid

Fixed rate financial assets

Floating rate financial assets/(liabilities)

Total

2013

2013

2013

2013

£

£

£

£

Sterling

(185,377)

-

-

(185,377)

US Dollars

37,935,164

-

(2,842,309)

35,092,855

37,749,787

-

(2,842,309)

34,907,478

 

The above analysis excludes short term other receivables and other payables as the material amounts are non-interest bearing.

 

No sensitivity analysis has been provided as interest rate risk is not directly considered material to the Company.

 

However, large changes in interest rates are likely to impact on IRRs used in the valuation of TLIs. A sensitivity analysis on IRRs is included on page 51.

 

Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting obligations associated with its financial liabilities.

 

With this in mind, on 31 March 2014 the Company signed a new revolving credit facility agreement with AIB Group (UK) PLC up to 31 March 2016, which will cover the Company's cash flow requirements at least until 1 October 2015.

 

The Board has considered the position should AIB not renew the agreement beyond 31 March 2016. Acknowledging that this might involve the forced sale of policies in an illiquid market, the Board is nevertheless confident that the sales required to cover outstanding borrowings could be completed.

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Notes to the Financial Statements (continued)

For the year ended 30 June 2014

 

20 Financial risk management objectives and policies (continued)

 

Liquidity risk (continued)

The maturity profile of the Company's financial liabilities is set out below. The future premiums payable on the Company's portfolio are not deemed to be financial liabilities for the purposes of this note. Future loan interest is not material and has also been excluded.

 

As at 30 June 2014

1 month or less

1 to 3 months

3 to 12 months

1 to 5 years

>5 years

Total

Financial liabilities:

Loan facility

-

-

-

-

-

-

Other payables

(137,278)

-

-

-

-

(137,278)

(137,278)

-

-

-

-

(137,278)

As at 30 June 2013

1 month or less

1 to 3 months

3 to 12 months

1 to 5 years

>5 years

Total

Financial liabilities:

Loan facility

-

-

(3,915,675)

-

-

(3,915,675)

Other payables

(182,564)

-

-

-

-

(182,564)

(182,564)

-

(3,915,675)

-

-

(4,098,239)

 

Credit risk

Credit risk is the risk that one party to a financial instrument will cause a financial loss for the other party by failing to discharge an obligation.

 

Credit risk on liquid funds and derivative financial instruments is limited because the counterparties are banks with high credit ratings assigned by international credit rating agencies. The Directors manage this risk by monitoring the credit quality of its bankers on an ongoing basis. If the credit quality of the bank deteriorates, the Company would seek to move the short-term deposits or cash to another bank.

 

The Company holds cash with Kleinwort Benson (Channel Islands) Limited which has been assigned a rating of Baa2/Prime-2 by Moody's Investors Service.

 

The Company also holds cash with the Sub-Custodian, Wells Fargo, which has been assigned a rating of A+/A-1+ by Standard & Poor's ratings agency.

 

The TLIs in the Company's portfolio, as disclosed on page 38, have been assigned ratings ranging from B++ to A++ by AM Best ratings agency.

 

Concentration risk

Concentration risk is the risk that the Company's portfolio of TLIs is not sufficiently diversified within a range of US life insurance companies.

 

The Company has invested its assets in a range of TLIs on the lives of US citizens aged, at the time of acquisition, between 78 and 92 years. All TLIs acquired are Whole-Of-Life policies or Universal Life policies. No viatical policies (that is, a policy on the life of an insured who is terminally ill and with a life expectancy of less than 2 years) have been acquired.

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Notes to the Financial Statements (continued)

For the year ended 30 June 2014

 

20 Financial risk management objectives and policies (continued)

 

Concentration risk (continued)

The TLIs acquired are policies issued by a range of US life insurance companies. Each underlying life insurance company had an AM Best credit rating of at least "A" at the time of acquisition of the relevant policy. AM Best is a US credit rating agency which provides the most comprehensive coverage of the US life company sector. As at 30 June 2014, 96.8% by value of the TLI portfolio was underwritten by companies whose credit rating is "A" or better. Not more than 15 per cent of the gross assets of the Fund, at the time of purchase, have been invested in life policies issued by any single US life insurance company or group.

 

The Board has overall responsibility for allocating the assets of the Fund in accordance with the investment objective and policy. The Investment Manager is responsible, inter alia, for identifying and monitoring on behalf of the Board, TLIs that are consistent with the Company's investment objective and policy.

 

Fair value disclosure

In the opinion of the Directors there is no material difference between the values presented in the financial statements and the fair values of the financial assets and liabilities.

 

21 Events after the reporting period

On 8 August 2014, 72,000,000 B Shares were issued 1 for 1 pro rata to Shareholders and redeemed for the amount deemed paid up and the cash proceeds, representing a capital distribution of 2p per share, were paid to Shareholders.

 

22 Contingent liabilities

Following a ruling issued by the US Internal Revenue Service ("IRS") during 2009 the Board received advice from its US tax counsel in respect of withholding tax on the proceeds of maturities that occurred prior to the Company becoming tax resident in the UK. Based upon this advice, the Directors continue to be of the view that there would be significant doubt about the merits under US law of any IRS claim to withholding tax on these proceeds, and they would challenge any such claim accordingly. As a result, no provision for any such liability has been made in these financial statements.

 

If US withholding tax were to be payable with respect to these past maturities the Board has estimated that such a liability would not exceed US$4.7 million (before interest and penalties if applicable), calculated on the basis that the relevant withholding tax rate has been 30% since the inception of the Company.

 

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Notice of Meeting

For the year ended 30 June 2014

 

Notice is hereby given that the Eleventh Annual General Meeting of Alternative Asset Opportunities PCC Limited (the "Company") will be held at the offices of Allianz Global Investors Europe GmbH, UK Branch, 199 Bishopsgate, London EC2M 3TY on 12 November 2014 at 1.00pm to transact the following business:-

 

Ordinary Business

 

To consider and, if thought fit, pass resolutions 1 to 4 as ordinary resolutions:

 

1. To receive and adopt the Directors' Report and Financial Statements for the year ended 30 June 2014.

 

2. To re-elect Mr D I W Reynolds as a Director of the Company.

 

3. To re-elect Mr C P G Tracy as a Director of the Company.

 

4. To re-appoint Deloitte LLP as Auditor.

 

5. To authorise the Directors to determine the Auditor's remuneration.

 

Special Business

 

To consider and, if thought fit, pass resolution 6 as an ordinary resolution and resolution 7 as a special resolution:

 

6. That, pursuant to article 44.1 of the Articles of Incorporation of the Company, this meeting hereby approves the continuance of the US Traded Life Interests Fund of the Company until the Annual General Meeting to be held in 2015.

 

7. That the Company be generally and unconditionally authorised in accordance with section 315(1)(a) of The Companies (Guernsey) Law, 2008 (as amended) (the "Companies Law"), to make market acquisitions (within the meaning of section 316 of the Companies Law) of shares in the capital of the Company, and to cancel such shares or hold such shares as Treasury shares, provided that:

(a) The maximum number of Shares hereby authorised to be purchased shall be up to an aggregate of 10,792,800 Shares or such number as shall represent 14.99 per cent. of the Shares in issue as at 12 November 2014, whichever is less (in either case, excluding Shares held in Treasury);

(b) the minimum price which may be paid for any such share is £0.01 per Share;

(c) the maximum price which may be paid for any such share shall be the higher of (1) not more than 5% above the average of the middle market quotations for a Share in the Company as derived from The Stock Exchange Daily Official List for the five business days immediately preceding the day on which such share is contracted to be purchased, and (2) the higher of the price of the last independent trade and highest current independent bid on the relevant market when the purchase is carried out, provided that the Company shall not be authorised to acquire Shares at a price above the estimated prevailing net asset value per Share on the date of purchase;

(d) the authority hereby conferred shall expire on the date of the next Annual General Meeting or 12 November 2015, whichever is earlier, unless previously renewed, varied or revoked by the Company in general meeting; and

(e) the Company may make a contract to purchase its Shares under the authority hereby conferred prior to the expiry of such authority, which contract will or may be executed wholly or partly after the expiry of such authority, and may purchase its Shares in pursuance of any such contract.

 

ALTERNATIVE ASSET OPPORTUNITIES PCC LIMITED

 

Notice of Meeting (continued)

For the year ended 30 June 2014

 

 

By order of the Board

 

 

P W I Ingram

Company Secretary

 

September 2014

 

Notes:

 

(i) In accordance with Section 222 (1) of The Companies (Guernsey) Law, 2008, a member of the Company is entitled to appoint another person as his proxy to exercise all or any of his rights to attend and to speak and vote at a meeting of the Company. A member may appoint more than one proxy in relation to a meeting, provided that each proxy is appointed to exercise the rights attached to a different share or shares held by him.

 

(ii) To be valid, forms of proxy must reach Capita Asset Services at PXS1, The Registry, 34 Beckenham Road, Beckenham, Kent BR3 4ZF not later than 48 hours before the time appointed for the Meeting (or any adjourned Meeting). Any power of attorney or other authority under which the form of proxy is signed must be sent with the form of proxy.

 

(iii) The completion and return of a proxy will not prevent a Member from attending and voting at the Meeting.

 

 

 

This information is provided by RNS
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