25th Nov 2011 07:00
ABERDEEN PRIVATE EQUITY FUND LIMITED
UNAUDITED HALF YEARLY REPORT
FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2011
Chairman's Statement
I am pleased to present to shareholders the Half-Yearly Report and unaudited condensed financial statements of the Company for the six months ended 30 September 2011.
Performance
The Company's NAV per share increased by 7.0% over the six months to 30 September 2011 (from 93.76p to 100.34p). Underlying investments rose in value over the half year, further helped by the US Dollar strengthening against sterling by 2.7% over the period. As shareholders are aware, the Company undertook a successful tender offer and simultaneous placing exercise in June resulting in major changes to the shareholder register. The Company was able to facilitate the full sale request from the largest shareholder on the register and the placing was oversubscribed, providing the Company with a number of new shareholders. A simultaneous share buy back of 13.6% of the share capital also provided the existing and new shareholders with a 3p uplift in Net Asset Value ("NAV") per share. Largely as a consequence of this buyback Total Assets (in US Dollar terms) fell by 9.8% in the six months to 30 September 2011.
Market Overview
Sentiment towards the listed private equity sector declined markedly in September as the European sovereign debt crisis became increasingly fraught. Whilst the outcome of this crisis remains uncertain, Private Equity is arguably in a better place than it was 18 months ago, and the prospects for this asset class are positive. The Investment Manager is seeing a higher level of distributions from underlying investments than in the past.
Discounts in Private Equity's secondary market remain tight, particularly for in demand managers, though buyers are being aggressive in bidding for portfolios below the asking price. Your Investment Manager is assessing a number of secondary opportunities for the Company to complement its core focus on primary investments and vintage diversification.
General Partners' Fair Market Values in their funds are on the whole being maintained at conservative levels and many exits, whether to financial buyers (generally other Private Equity funds) or strategic buyers, are coming in at levels above those which holding valuations have been implying. We were delighted to see this in Silver Lake's exit of Skype, which resulted in a distribution of $4,099,663 to the Company (representing an uplift of 168% over cost).
Share Buybacks
After a period of sustained tightening in the Company's discount to NAV per share it widened during August and September, closing the period at 40.2% (31 March 2011 - 27.2%). Since the period end this widening has continued. The Company's shares are not alone in seeing this de-rating, it has been a feature of the private equity sector as investors become more risk averse in a period of sustained market volatility. The Company acquired 17,000,000 Ordinary shares in the tender offer, and, subsequent to the period end, a further 30,000 shares have been purchased and cancelled.
Portfolio Commentary
The portfolio is maturing and the Board is encouraged to see many of the established names in the portfolio starting to deliver strong performance, particularly the Thoma Bravo and Silver Lake investments. The Company's two new investments, Northzone and Gores have made encouraging starts. Gores' early investments of Sage Automotive Interiors and National Envelope appear to be just the type of restructuring opportunities that this manager has excelled at in the past. Northzone has invested in Arvito, Russia's largest online classified portal, which is seeing phenomenal growth in user numbers.
Outlook
The Board is pleased that the Investment Manager's systematic research and review process has seeded a pipeline of strong potential investments. The strong outlook for corporate M&A activity, fuelled by the ever increasing amounts of cash held on balance sheets is likely to auger well for Private Equity exits, in an environment where the IPO market is likely to stay closed for some time. Commitment cover remains appropriate and the Board and Investment Manager always keep this under review when considering investments and buybacks.
I look forward to reporting to you again in July in respect of the year to 31 March 2012 and in the meantime shareholders will find regular monthly updates on the portfolio on the Company's website, http://www.aberdeenprivateequity.co.uk/doc.nsf/Lit/FactsheetUKClosedAberdeenPrivateEquityFund.
Interim Board Report
Principal Risk Factors
The Company's principal risks and uncertainties are as noted below. The financial risks faced by the Company, and the way in which they are managed, are described in more detail within note 18 to the Financial Statements in the Company's Annual Report for the year ended 31 March 2011. The Company's principal risks and uncertainties have not changed materially since the date of that Annual Report.
Sterling Shares
The market price and the realisable value of the Sterling shares, as well as being affected by their underlying net asset value ("NAV"), also take into account supply and demand for the Sterling shares, market conditions and general investor sentiment in the private equity sector. As such, the market price and the realisable value of the Sterling shares may fluctuate and vary considerably from the net asset value of the Sterling shares and investors may not be able to realise the value of their original investment.
Borrowings
The Company may borrow up to 25% of the NAV of the Company. Whilst the use of borrowings should enhance the total return on the Sterling shares where the return on the Company's underlying assets is rising and exceeds the cost of borrowing, it will have the opposite effect where the underlying return is less than the cost of borrowing, further reducing the total return on the Sterling shares. At present and throughout the period under review the Company did not have any borrowings.
Market Risks
The fair value or future cash flows of a financial instrument held by the Company may fluctuate because of changes in market prices. Market risk comprises three elements; interest rate risk, currency risk and other price risk. Further details of these risks are disclosed in note 18of the Annual Report and Financial Statements for the year ended 31 March 2011. Investment in private equities involves a greater degree of risk than that usually associated with investment in listed securities markets.
General
Although the Company does not have a fixed winding-up date the Articles of Incorporation require the Company to propose an ordinary resolution for continuation at its Annual General Meeting in 2013 and at every third Annual General Meeting of the Company thereafter. Therefore, unless shareholders vote to wind up the Company in 2013, shareholders will only be able to realise their investment through the market.
Taxation and Exchange Controls
Any change in the Company's tax status or in taxation legislation (including the tax treatment of dividends or other investment income received by the Company) could affect the value of the investments held by the Company, affect the Company's ability to provide returns to shareholders or alter the post-tax returns to shareholders.
Investment Strategy and Performance
Inappropriate long-term investment strategies in terms of, inter alia, asset allocation, level of gearing or Manager selection may result in underperformance of the Company against the companies within the peer group. The Board regularly considers the Company's investment strategy, the Investment Manager's recommendations for investments and divestments and monitors performance at each Board meeting.
Portfolio Risks
Private equity investments are long-term in nature and they may take a considerable period to be realised. A substantial proportion of the Company's assets are invested in limited partnerships which invest in private companies. These unquoted investments are less readily realisable than quoted securities. Such investments may therefore carry a higher degree of risk than quoted securities. In valuing its investments in private equity funds or limited partnerships and in calculating its NAV, the Company relies to a significant extent on the accuracy of financial and other information provided by these funds to the Investment Manager. Limited partnerships typically provide updated (unaudited) valuations on a quarterly or six-monthly basis.
Directors' Responsibility Statement
The Directors are responsible for preparing this Half-Yearly Report in accordance with applicable law and regulations.
The Directors confirm that this Half-Yearly Report and Condensed Half-Yearly Financial Statements have been prepared in accordance with IAS 34 'Interim Financial Reporting' and that the Chairman's Statement, Interim Board Report and Investment Manager's Review (together constituting the Interim Management Report) includes a fair review of the information required by the Disclosure and Transparency Rules (DTR) 4.2.7R and 4.2.8R, namely:
- an indication of important events that have occurred during the first six months and their impact on the Condensed Half-Yearly Financial Statements, and a description of the principal risks and uncertainties for the remaining six months of the financial year; and
- material related party transactions in the first six months and any material changes in the related party transactions described in the last Annual Report.
The Directors of the Company are listed in the Half-Yearly Report.
For and on behalf of the Board of Aberdeen Private Equity Fund Limited
Jonathan Carr
Chairman
24 November 2011
Manager's Review
At the end of the period, approximately 81% of the Company's NAV was invested in Private Equity funds and 19% in cash. The Company held 19 funds in its portfolio at 30 September 2011.
We set out here a summary of the NAV and share price performance:
Cumulative Performance | ||||||
As at 30 Sept 2011 | 1m | 3m | 6m | 1yr | 3yr | |
Share price | 60.0 | -8.4 | -12.7 | -12.1 | -10.4 | -24.5 |
NAV | 100.3 | 1.5 | 3.8 | 7.0 | 16.0 | 3.2 |
Discrete Performance | |||
30 Sept 2011 | 30 Sept 2010 | 30 Sept 2009 | |
Share price | -10.4 | 25.2 | -32.7 |
NAV | 16.0 | 0.4 | -11.4 |
Total Return; NAV to NAV, Net Income Reinvested, GBP
Source: Aberdeen Asset Managers Limited and Morningstar
During the first half of the Company's financial year the NAV rose by 7.0% of which 3.4% arose from share repurchases and 2.5% from exchange rate movements in which the main factor was the US Dollar which rose by approximately 2.7% vs. Sterling over the period under review. The Company maintains a physical hedge for undrawn US and Euro commitments (the Euro hedge is partial) by holding US Dollars and Euros in cash.
Portfolio Review
The sovereign debt crises in the US and, particularly, Europe have given rise to levels of concern and volatility, and also fear, in markets at a magnitude not seen since the sub prime crisis. For private equity investors there remains concern that for portfolios reaching maturity stage now, exit opportunities may well be compromised. Some of this concern is warranted particularly with regard to the IPO market, though exit via that route has for some time played a relatively small part of Private Equity's established exit routes.
For managers with partially exited public holdings we fully expect to see lower reported multiples (on invested capital) though it depends on just how much these managers have of their fund's reported value marked to market. Of greater impact on short term private equity performance will be any effect on corporate earnings and at this stage it is still too early to tell. Expansion and investment in Europe (ex Germany) is effectively on ice, but in aggregate it is still a fairly strong economy and certainly compared to the US, levels of household or private indebtedness are still relatively low.
A partial (or indeed full) disintegration of the euro is a scenario that cannot (at time of writing) be discounted, however the Company has very limited direct exposure to the weaker euro states (where there is greater risk of a post disintegration return to heavily devalued original currencies). The greater threat to the portfolio would be via any wider financial contagion that has potential to impact a now nascent US recovery. Under that scenario all financial risk assets will be impacted with sentiment towards private equity and in particular listed private equity being dented.
The overall M&A environment is likely to remain healthy and robust, driven by the need to get large amounts of yet undeployed capital to work. This capital is stored on corporate balance sheets and as dry powder in Private Equity funds' undrawn commitments. Estimates abound here, with Bloomberg putting the spare cash in the S&P 500 at approximately $1 trillion, with a similar figure for Private Equity funds' dry powder (and we note that this is before leverage is applied). Further statistics bring this position into greater focus: the S&P 500 has seen cash levels increase by 40% over the last few years1 and the ten largest global technology companies are sitting on large cash balances that need to be deployed and which in the long term, if left untouched are unlikely to help these companies' returns on capital employed (ROCE). Companies may of course elect to continue to preserve their cash and shorter term reserves for longer than the market may want. Nevertheless we feel that many of the world's larger companies will have to demonstrate very good reasons to justify not making acquisitions, if they want to supplement existing books of decelerating earnings growth. Technology is one sector in which we expect to see such activity and Google alone has acquired 24 companies already in 2011. A further alternative of course is for companies to return unused cash to shareholders; although there is "no one size fits" all solution for all companies and (in the interests of presenting a balanced argument) GE are at the stage where they now want to return cash having already used a lot of acquisition firepower in 2010. On balance however we believe that it is likely that much of such cash balances will be used on acquisitions.
___________
1 AAM research
Pricing for deals is likely to be robust and we may see many of the larger PE funds being drawn into richly priced deals. The managers whom Aberdeen favour, which tend to be smaller, seem to be exercising some restraint on what purchase multiples they are prepared to pay. We believe that the overpaying is therefore most likely to come from the larger managers, who have commensurately larger fixed cost bases to support and more dry powder to deploy. The Aberdeen team believe that we will also see public to private deals back on the agenda, and a continuation of private equity sales to private equity buyers.
The Company has two investments in specialist funds of Secondary funds, Greenpark International Investors III and Coller International Partners V. These funds provide vintage diversification. Coller has performed well and has to date delivered a net multiple on invested capital (MOIC) of approximately 1.3x.
The Company has exposure to four venture funds, RhoVentures VI, DFJ Athena, Tenaya Capital V and Northzone VI. Tenaya, to date, has delivered a net return of approximately 1.5x with successful investment including Quanar, China's largest online flight amalgamation service. Northzone's positive gross return to date reflects the success that Northzone have had with Avito Holdings, its Russian online classified business.
The Company's distressed sector holding in Oaktree OCM Opportunities Fund VIIb, has continued to perform well though we expect its fair market value (FMV) to dip as some of its restructured equity exposure is subject to market volatility. The holding in MatlinPatterson Global Opportunities Partners III has seen muted performance due to its Flagstar Bancorp holding, though at 87% drawn it still has the opportunity to take advantage of a renewed opportunity in the distressed credit cycle.
Within the Company's Growth Capital funds Thoma Bravo Fund IX has delivered strong recent performance and has executed two dividend recapitalisations, effectively derisking those investments by returning more than 100% of the original investment amounts. PineBridge Latin America Partners II remains troubled with none of its three investments performing well.
The Company's Buyout exposure is taken through investments in Gores Capital Partners III, Goldman Sachs Capital Partners VI, Silver Lake Partners III and Terra Firma Capital Partners III. Silver Lake has delivered a phenomenal return on its Skype investment, which it sold to Microsoft. That fund is already marked at approximately 1.5x on a net basis. Terra Firma has largely put its disastrous EMI adventure behind it, and is concentrating on trying to achieve the target of returning 1x to investors through its remaining portfolio of Italian solar, global air freight and Australian pastoral businesses. Achieving a breakeven position will be tough, though Guy Hands is determinedly and resolutely focused on this. Aberdeen believes that the best course of action is to stay with this investment. One of our newest investments Gores remains on track with its initial investment programme and has made encouraging investments in National Envelope and Sage Automotive Interiors, both of which should benefit from Gores' operational turnaround capability.
The Company's music rights investment, Resonant Music, acquires the rights to original scores for movies and TV programming and subsequently exploits those rights. These copyrights provide a long term income stream which should in due course create a valuable publishing catalogue. The success or otherwise of Resonant is unlikely to be apparent for some years, largely due to the practice of holding investments at cost for the initial three years of their lives.
Remaining Hedge Fund Positions
The Company took action to write off the very small remaining amount in Hedge Funds, legacy investments from the Company's former pan-Alternative investment mandate, under its previous manager. These were Deephaven Global Multi-Strategy Fund and King Street Capital Ltd Class S Series 9.
Hedging Activity
Other than the hedging of the US and Euro Commitments referred to above there were no currency hedges in place during the period.
Portfolio Strategy and Outlook
We have reduced the Company's level of commitment cover to 41% via a combination of new commitments and a share buyback carried out at the same time as the share tender and placing offer carried out in June. We stated this time last year that it was our intention to maintain a prudent and conservative level of cash for commitment cover but at the same time taking advantage of a number of investment ideas.
The Company has made a commitment to Lion Capital Fund III (with the first call for funds expected in early December 2011). This is a European focused consumer buyout fund, where the GP has enjoyed success with household names such as Weetabix, Wagamama and Jimmy Choo.
The strategy we discussed last year remains valid and is being actively pursued. Our principle focus remains to identify managers from a bottom up quality perspective, but within the framework of the areas that Aberdeen's Private Equity asset allocation process suggests. This is not a set of inflexible tram lines but rather a guide to where we think success is best found. This proprietary process suggests that US growth, European buyout and Pan-Asian growth strategies are likely to be of most interest.
Alexander Barr
Aberdeen Asset Managers Limited
Investment Manager
24 November 2011
Condensed Statement of Comprehensive Income
Six months ended | Six months ended | Yearended | ||
30 September 2011 | 30 September 2010 | 31 March 2011 | ||
(unaudited) | (unaudited) | (audited) | ||
Notes | US$'000 | US$'000 | US$'000 | |
Gains on investments | 6 | 3,959 | 541 | 16,445 |
Income | 7 | 148 | 209 | 415 |
Currency (losses)/gains | (952) | 16 | 1,447 | |
Investment management fees | (1,323) | (1,366) | (2,752) | |
Other expenses | 8 | (642) | (483) | (925) |
Withholding tax | 9 | (50) | - | - |
_________ | _________ | _________ | ||
Profit/(loss) attributable to equity shareholders | 1,140 | (1,083) | 14,630 | |
_________ | _________ | _________ | ||
Earnings per share (pence) | 10 | 0.62 | (0.61) | 7.51 |
_________ | _________ | _________ | ||
The Company does not have any income or expense that is not included in profit/(loss) for the period, and therefore the "Profit/(loss) for the period" is also the "Total comprehensive income for the period", as defined in International Accounting Standard 1 (revised). | ||||
All items in the above statement derive from continuing operations. | ||||
All income is attributable to the equity shareholders of Aberdeen Private Equity Fund Limited. |
Condensed Balance Sheet
As at | As at | As at | ||
30 September 2011 | 30 September 2010 | 31 March 2011 | ||
(unaudited) | (unaudited) | (audited) | ||
Notes | US$'000 | US$'000 | US$'000 | |
Non-current assets | ||||
Financial assets held at fair value through profit or loss | 5 | 137,649 | 112,105 | 132,130 |
_________ | _________ | _________ | ||
Current assets | ||||
Cash and cash equivalents | 32,413 | 69,487 | 56,885 | |
Trade and other receivables | 302 | 167 | 186 | |
_________ | _________ | _________ | ||
32,715 | 69,654 | 57,071 | ||
_________ | _________ | _________ | ||
Creditors: amounts falling due within one year | ||||
Trade and other payables | (469) | (552) | (867) | |
_________ | _________ | _________ | ||
Net current assets | 32,246 | 69,102 | 56,204 | |
_________ | _________ | _________ | ||
Net assets | 169,895 | 181,207 | 188,334 | |
_________ | _________ | _________ | ||
Capital and reserves | ||||
Share capital | 12 | - | - | - |
Share premium | 12 | 227,650 | 255,815 | 247,229 |
Revenue reserves | 13 | (57,755) | (74,608) | (58,895) |
_________ | _________ | _________ | ||
Equity shareholders' funds | 169,895 | 181,207 | 188,334 | |
_________ | _________ | _________ | ||
Net asset value per share (pence): | ||||
Sterling shares | 11 | 100.34 | 86.49 | 93.76 |
_________ | _________ | _________ |
Condensed Statement of Changes in Equity
Six months ended 30 September 2011 (unaudited) | |||
Share | Revenue | ||
premium | reserves | Total | |
US$'000 | US$'000 | US$'000 | |
As at 31 March 2011 | 247,229 | (58,895) | 188,334 |
Repurchase of shares | (18,591) | - | (18,591) |
Tender offer costs | (988) | - | (988) |
Profit from operations | - | 1,140 | 1,140 |
_________ | _________ | _________ | |
As at 30 September 2011 | 227,650 | (57,755) | 169,895 |
_________ | _________ | _________ | |
Six months ended 30 September 2010 (unaudited) | |||
Share | Revenue | ||
premium | reserves | Total | |
US$'000 | US$'000 | US$'000 | |
As at 31 March 2010 | 258,759 | (73,525) | 185,234 |
Repurchase of shares | (2,944) | - | (2,944) |
Loss from operations | - | (1,083) | (1,083) |
_________ | _________ | _________ | |
As at 30 September 2010 | 255,815 | (74,608) | 181,207 |
_________ | _________ | _________ | |
Year ended 31 March 2011 (audited) | |||
Share | Revenue | ||
premium | reserves | Total | |
US$'000 | US$'000 | US$'000 | |
As at 31 March 2010 | 258,759 | (73,525) | 185,234 |
Repurchase of shares | (11,530) | - | (11,530) |
Profit from operations | - | 14,630 | 14,630 |
_________ | _________ | _________ | |
As at 31 March 2011 | 247,229 | (58,895) | 188,334 |
_________ | _________ | _________ |
Condensed Statement of Cash Flows
Six months ended | Six months ended | Yearended | |
30 September 2011 | 30 September 2010 | 31 March2011 | |
(unaudited) | (unaudited) | (audited) | |
US$'000 | US$'000 | US$'000 | |
Cash flows from operating activities | |||
Profit/(loss) for the period | 1,140 | (1,083) | 14,630 |
Interest income from cash and cash equivalents | (148) | (170) | (365) |
Unrealised (gains)/losses on investments | (12,246) | 128 | (18,988) |
(Decrease)/increase in trade and other payables | (398) | 93 | 408 |
Increase in trade and other receivables | (116) | (27) | (46) |
_________ | _________ | _________ | |
Net cash outflow from operating activities | (11,768) | (1,059) | (4,361) |
Cash flows from investing activities | |||
Interest income from cash and cash equivalents | 148 | 170 | 365 |
Commitments drawn down and purchases | (12,314) | (14,529) | (29,373) |
Distributions and sales | 19,041 | 7,288 | 21,223 |
_________ | _________ | _________ | |
Net cash inflow/(outflow) from investing activities | 6,875 | (7,071) | (7,785) |
Cash flows from financing activities | |||
Repurchase of shares | (18,591) | (2,944) | (11,530) |
Tender offer costs | (988) | - | - |
_________ | _________ | _________ | |
Net cash outflow from financing activities | (19,579) | (2,944) | (11,530) |
Net change in cash and cash equivalents for the period | (24,472) | (11,074) | (23,676) |
_________ | _________ | _________ | |
Cash and cash equivalents at beginning of the period | 56,885 | 80,561 | 80,561 |
_________ | _________ | _________ | |
Cash and cash equivalents at the end of the period | 32,413 | 69,487 | 56,885 |
_________ | _________ | _________ |
Notes to the Financial Statements
1. | General information |
The Company is a limited liability company incorporated and domiciled in Guernsey. The address of the registered office is 1 Royal Plaza, Royal Avenue, St Peter Port Guernsey GY1 2HL. The Company is listed on the London Stock Exchange. This condensed interim financial information was approved for use on 24 November 2011. This condensed interim financial information does not comprise statutory accounts within the meaning of the Companies (Guernsey) Law, 2008. Statutory accounts for the year ended 31 March 2011 were approved by the Board of Directors on 21 June 2011. The report of the auditors on these accounts was unqualified and did not contain an emphasis of matter paragraph. This interim financial information for the half year period ended 30 September 2011 has been reviewed by the auditors but not audited. |
2. | Basis of preparation |
This condensed interim financial information for the half year ended 30 September 2011 has been prepared in accordance with the Disclosure and Transparency Rules of the Financial Services Authority in the UK and with IAS 34, "Interim Financial Reporting". The condensed interim financial information should be read in conjunction with the annual financial statements for the year ended 31 March 2011, which have been prepared in accordance with International Financial Reporting Standards. |
3. | Accounting policies |
The accounting policies are consistent with those of the annual financial statements for the year ended 31 March 2011. | |
At the date of authorisation of these financial statements, the following Standard was in issue but not yet effective: | |
IFRS 13 - Fair Value Measurement (effective for annual periods beginning on or after 1 January 2013). |
4. | Segmental information |
The Company was engaged in two segments of business during the period: investment in the Private Equity & Private Equity Like Funds portfolio and the Strategic Hedge Funds portfolio. A reconciliation of movements in value during the period can be found in notes 5 and 6. | |
All of the Company's income from investments is from underlying investments that are incorporated in countries other than Guernsey. | |
The Company has a diversified portfolio of investments and no single investment may account for more than 20% of the Company's gross assets at the date of investment. |
30 September 2011 | 30 September 2010 | 31 March 2011 | |||||
5. | Financial assets at fair value through profit or loss | US$'000 | US$'000 | US$'000 | |||
Cost at beginning of period | 127,799 | 134,918 | 134,918 | ||||
Additions | 12,314 | 14,529 | 32,283 | ||||
Disposals | (11,606) | (8,574) | (24,133) | ||||
Realised (losses)/gains on investments | (7,435) | 1,732 | (15,269) | ||||
_________ | _________ | _________ | |||||
Cost at end of period | 121,072 | 142,605 | 127,799 | ||||
Unrealised gains/(losses) on investments | 16,577 | (30,500) | 4,331 | ||||
_________ | _________ | _________ | |||||
Fair value at end of period | 137,649 | 112,105 | 132,130 | ||||
_________ | _________ | _________ | |||||
The financial assets of the operating segments of the business at fair value through profit or loss are analysed as follows: | |||||||
Private Equity | Strategic | ||||||
& Private Equity Like | HedgeFunds | ||||||
Funds portfolio | portfolio | Total | |||||
30 September 2011 | US$'000 | US$'000 | US$'000 | ||||
Cost at beginning of period | 127,224 | 575 | 127,799 | ||||
Additions | 12,314 | - | 12,314 | ||||
Disposals | (11,366) | (240) | (11,606) | ||||
Realised losses on investments | (7,100) | (335) | (7,435) | ||||
_________ | _________ | _________ | |||||
Cost at end of period | 121,072 | - | 121,072 | ||||
Unrealised gains on investments | 16,577 | - | 16,577 | ||||
_________ | _________ | _________ | |||||
Fair value at end of period | 137,649 | - | 137,649 | ||||
_________ | _________ | _________ | |||||
Private Equity | |||||||
& Private Equity Like | StrategicHedge | ||||||
Funds portfolio | Fundsportfolio | Transitionalportfolio | Total | ||||
30 September 2010 | US$'000 | US$'000 | US$'000 | US$'000 | |||
Cost at beginning of period | 111,947 | 12,771 | 10,200 | 134,918 | |||
Additions | 14,529 | - | - | 14,529 | |||
Disposals | (2,662) | (5,912) | - | (8,574) | |||
Realised (losses)/gains on investments | (711) | 2,443 | - | 1,732 | |||
_________ | _________ | _________ | _________ | ||||
Cost at end of period | 123,103 | 9,302 | 10,200 | 142,605 | |||
Unrealised losses on investments | (11,623) | (8,677) | (10,200) | (30,500) | |||
_________ | _________ | _________ | _________ | ||||
Fair value at end of period | 111,480 | 625 | - | 112,105 | |||
_________ | _________ | _________ | _________ | ||||
Private Equity | |||||||
& Private Equity Like | StrategicHedge | ||||||
Funds portfolio | Fundsportfolio | Transitionalportfolio | Total | ||||
31 March 2011 | US$'000 | US$'000 | US$'000 | US$'000 | |||
Cost at beginning of period | 111,947 | 12,771 | 10,200 | 134,918 | |||
Additions | 32,283 | - | - | 32,283 | |||
Disposals | (16,154) | (6,941) | (1,038) | (24,133) | |||
Realised losses on investments | (852) | (5,255) | (9,162) | (15,269) | |||
_______ | _________ | _________ | _________ | ||||
Cost at end of period | 127,224 | 575 | - | 127,799 | |||
Unrealised gains/(losses) on investments | 4,471 | (140) | - | 4,331 | |||
_______ | _________ | _________ | _________ | ||||
Fair value at end of period | 131,695 | 435 | - | 132,130 | |||
_______ | _________ | _________ | _________ | ||||
6. | Net changes in fair value of financial assets at fair value through profit or loss | |||
The net realised and unrealised investment gain or loss from financial assets at fair value through profit or loss shown in the Condensed Statement of Comprehensive Income is analysed as follows: | ||||
Six months ended | Six months ended | Yearended | ||
30 September 2011 | 30 September 2010 | 31 March 2011 | ||
US$'000 | US$'000 | US$'000 | ||
Unrealised gains/(losses) on investments | 12,246 | (128) | 34,016 | |
Capital call expenses{A} | (852) | (1,063) | (2,302) | |
Realised (losses)/gains on investments | (7,435) | 1,732 | (15,269) | |
_________ | _________ | _________ | ||
3,959 | 541 | 16,445 | ||
_________ | _________ | _________ | ||
{A} Capital call expenses relate to management fees and other expenses paid to investees. |
Six months ended | Six months ended | Yearended | ||
30 September 2011 | 30 September 2010 | 31 March 2011 | ||
7. | Income | US$'000 | US'000 | US'000 |
Net interest income from cash and cash equivalents | 148 | 209 | 415 | |
_________ | _________ | _________ |
8. | Other expenses |
During the period to 30 September 2011 indirect interest expenses of US$58,000 (30 September 2010 - nil; 31 March 2011 - nil) were incurred relating to investees. In the six months ended 30 September 2010 a credit of US$76,000 was made to other expenses in respect of the writing off of an accrual for investment related legal fees. |
9. | Taxation |
The Company is exempt from paying income tax as it is domiciled and registered for taxation purposes in Guernsey where it pays an annual exempt status fee (which is currently £600) under The Income Tax (Exempt Bodies) (Guernsey) Ordinances 1989 (as amended). Whilst the States of Guernsey has announced that it is reviewing the system of company taxation in Guernsey, it is not anticipated that the tax status of the Company will be changed. The Company is however subject to irrevocable withholding tax on income received from certain of its underlying portfolio holdings. |
10. | Earnings per share |
The basic earnings per share is calculated by dividing the returns attributable to holders of shares by the weighted average number of shares in issue during the period. There were no potentially dilutive shares in issue at 30 September 2011 (30 September 2010 - nil; 31 March 2011 - nil). |
11. | Net asset value per share |
The net asset value of each share is determined by dividing the net assets of the Company attributable to the shares of £108,677,000 (US$169,895,000) (30 September 2010 - £114,994,000 (US$181,207,000); 31 March 2011 - £117,492,000 (US$188,334,000)) by 108,313,199 (30 September 2010 - 132,956,736; 31 March 2011 - 125,313,199) shares, being the number of shares in issue at the period end. |
12. | Share capital and share premium |
Since 2 July 2010, the only shares in issue have been Sterling shares of nil par value. During the period to 30 September 2011, 17,000,000 shares were bought back for cancellation at a total cost of US$19,579,000 including expenses. Subsequent to the period end, a further 30,000 shares were bought back at a total cost of US$26,000, including expenses, leaving 108,283,199 shares in issue at the date of this report. |
13. | Revenue reserves |
The revenue reserves reflected in the Balance Sheet at 30 September 2011 include unrealised gains of US$16,577,000 (30 September 2010 - losses of US$30,500,000; 31 March 2011 - gains of US$4,331,000) which relate to the revaluation of investments held at the reporting date. |
14. | Related party disclosure |
The Company has an agreement with Aberdeen Asset Managers Limited for the provision of management services. The management fee is payable monthly in arrears based on an annual amount of 1.5% of the net asset value of the Company as at the last business day of each month. During the period US$1,323,000 of management fees were payable and US$214,000 was outstanding at the period end. | |
There is also a 10% performance fee subject to an 8% return with a high water mark. No performance fee has been accrued in the period ended 30 September 2011 (year ended 31 March 2011 - nil). |
15. | Subsequent events |
After the period end, the Company made a €10,000,000 commitment to Lion Capital Fund III (with the first call for funds expected in early December 2011). |
Independent Review Report to Aberdeen Private Equity Fund Limited
Introduction
We have been engaged by the Company to review the condensed set of financial statements in the Half-Yearly Financial Report for the six months ended 30 September 2011, which comprises the Condensed Statement of Comprehensive Income, Condensed Balance Sheet, Condensed Statement of Changes in Equity, Condensed Statement of Cash Flows and related notes. We have read the other information contained in the half-yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.
Directors' Responsibilities
The half-yearly financial report is the responsibility of, and has been approved by, the Directors. The Directors are responsible for preparing the half-yearly financial report in accordance with the Disclosure and Transparency Rules of the United Kingdom's Financial Services Authority.
As disclosed in Note 2, the annual financial statements of the Company are prepared in accordance with International Financial Reporting Standards. The condensed set of financial statements included in this half-yearly financial report has been prepared in accordance with International Accounting Standard 34, 'Interim Financial Reporting'.
Our Responsibility
Our responsibility is to express to the Company a conclusion on the condensed set of financial statements in the half-yearly financial report based on our review. This report, including the conclusion, has been prepared for and only for the Company for the purpose of the Disclosure and Transparency Rules of the Financial Services Authority and for no other purpose. We do not, in producing this report, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.
Scope of Review
We conducted our review in accordance with International Standard on Review Engagements 2410, 'Review of Interim Financial Information Performed by the Independent Auditor of the Entity' issued by the Auditing Practices Board. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Conclusion
Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the half-yearly financial report for the six months ended 30 September 2011 is not prepared, in all material respects, in accordance with International Accounting Standard 34 and the Disclosure and Transparency Rules of the United Kingdom's Financial Services Authority.
PricewaterhouseCoopers CI LLP
Chartered Accountants
Guernsey, Channel Islands
24 November 2011
Schedule of Investments
As at 30 September 2011
Total | Investment | |||
Investments | Commitments | called/cost {B} | Fair Value | % of |
Private Equity & Private Equity Like Funds portfolio | US$000{A} | US$'000 | US$'000 | NAV |
Coller International Partners V L.P. | 15,000 | 7,455 | 10,880 | 6.4 |
DFJ Athena L.P. | 10,000 | 6,663 | 5,771 | 3.4 |
Goldman Sachs Capital Partners VI L.P. | 15,000 | 6,477 | 6,241 | 3.7 |
Gores Capital Partners III L.P. | 10,000 | 1,276 | 1,299 | 0.8 |
Greenpark International Investors III L.P. | € 14,600 | 12,609 | 11,388 | 6.7 |
HIG Bayside Debt & LBO Fund II L.P. | 15,000 | 4,437 | 5,228 | 3.1 |
MatlinPatterson Global Opportunities Partners III L.P. | 10,000 | 7,593 | 6,096 | 3.5 |
Northzone VI L.P. | € 10,000 | 3,178 | 3,690 | 2.2 |
Oaktree OCM Opportunities Fund VIIb L.P. | 15,000 | 6,076 | 12,683 | 7.5 |
Pine Brook Capital Partners L.P. | 10,000 | 3,278 | 4,543 | 2.7 |
PineBridge Latin America Partners II L.P. | 2,611 | 1,676 | 1,556 | 0.9 |
Resonant Music I L.P. | 5,453 | 4,816 | 4,533 | 2.7 |
Rho Ventures VI L.P. | 10,000 | 6,475 | 6,976 | 4.1 |
Silver Lake Partners III L.P. | 15,000 | 6,029 | 10,334 | 6.1 |
SVG Strategic Recovery Fund II L.P. | £ 7,500 | 9,391 | 8,751 | 5.1 |
Tenaya Capital V L.P. | 12,500 | 5,876 | 10,755 | 6.3 |
Terra Firma Capital Partners III L.P. | € 15,000 | 12,841 | 5,829 | 3.4 |
Thoma Bravo Fund IX L.P. | 10,000 | 5,392 | 10,040 | 5.9 |
Thomas H Lee Parallel Fund VI L.P. | 15,000 | 9,534 | 11,056 | 6.5 |
_______ | _________ | _______ | ||
121,072 | 137,649 | 81.0 | ||
_______ | _________ | _______ | ||
Cash | 32,413 | 19.1 | ||
Other net current liabilities | (167) | (0.1) | ||
_________ | _______ | |||
32,246 | 19.0 | |||
_________ | _______ | |||
Net assets | 169,895 | 100.0 | ||
_________ | _______ | |||
{A} Unless stated otherwise | ||||
{B} "Investment called/cost" represents commitments drawn down less net distributions. |
The Half Yearly Report will shortly be available from the Company's website (www.aberdeenprivateequityfund.co.uk) and will be posted to shareholders in November 2011.
Neither the content of the Company's website nor the content of any website accessible from hyperlinks on the Company's website (or any other website) is (or is deemed to be) incorporated into, or forms (or is deemed to form) part of this announcement.
Related Shares:
APEF.L