Smithson Inv.Trust - Half-year Report
LEI: 52990070BDK2OKX5TH79 Date:
INTERIM RESULTS ANNOUNCEMENT
Results for the six months ended
The full Interim Report for the six months ended
Performance Highlights
Net Asset Value
|
At |
At |
At |
|
|
|
|
Net assets |
|
|
|
Net asset value ("NAV") per |
|
|
|
ordinary share ("share") |
1,575.4p |
1,339.5p |
1,410.7p |
Share price |
1,400.0p |
1,185.0p |
1,308.0p |
Share price discount to NAV1 |
(11.1)% |
(11.5)% |
(7.3)% |
|
|
|
For the period from |
|
|
|
Company's listing on |
|
Six months ended |
Six months ended |
|
|
|
|
|
|
% Change2 |
% Change2 |
% Change2 |
NAV total return per share1 |
+11.7% |
-31.7% |
+57.5% |
Share price total return1 |
+7.0% |
-41.3% |
+40.0% |
Benchmark total return3 |
+1.9% |
-13.7% |
+37.5% |
Ongoing charges ratio1 |
0.9% |
0.9% |
0.9% |
Source: Bloomberg.
This report contains terminology that may be unfamiliar to some readers. The Glossary section gives definitions for frequently used terms.
1These are Alternative Performance Measures ("APMs"). Definitions of these, together with how these measures have been calculated, are disclosed on pages 23 and 24 of the Interim Report where it is made clear how these APMs relate to figures disclosed and calculated under IFRS.
2Total returns are stated in GBP sterling.
3MSCI World SMID Cap Index, £Net Source: www.msci.com.
Diana Dyer Bartlett, Chairman, commented:
"The Company's net asset value ("NAV") per share total return for the period was +11.7%, outperforming the MSCI World SMID Index by 9.8 percentage points. Since inception on
Chairman's Statement
Introduction
I am pleased to present this Interim Report of
Performance
The Company's net asset value ("NAV") per share total return for the period was +11.7%, outperforming the MSCI World SMID Index by 9.8 percentage points. Since inception on
As our Investment Manager reports, the improvement since this time last year is significant. The Company's investment policy is to invest in quality growth companies capable of compounding returns over the long term. Short term performance from this strategy will be affected by numerous factors including market sentiment and changes in interest rates, and whilst volatility in the Company's performance over short time periods is uncomfortable, the focus is always on longer term performance.
Despite our good NAV performance, the share price of the Company has continued to trade at a discount to NAV, and this discount widened during the first half of 2023; at
Capital and Share Buy Backs
The Company was floated on the Premium Segment of the
Although the Board commenced a programme of regular market purchases in
Over the period since this programme commenced up until
Results and Dividends
The Company's total return after tax for the half year of
The Company's objective is to focus on capital growth and its accounting policies are not designed to facilitate maximisation of revenue reserves and dividend payments. Consistent with previous interim periods a dividend is not proposed by the Board.
There is no current intention to change the Company's approach. It should not be expected that the Company will pay a significant annual dividend, and it is likely that no interim dividends will be declared. The Board intends to declare such annual dividends as are necessary to maintain the Company's UK investment trust status.
AGM and Shareholder Engagement
The Company held its Annual General Meeting on
The resolution proposing my re-election as a director of the Company received 76% of the votes cast in favour, with all the other resolutions receiving over 90% of the votes cast in favour. As announced with the AGM results, the lower level of voting in favour of my re-appointment was due to one large shareholder's concerns about the Company's diversity policy and we accordingly announced that we intended to consult shareholders on this subject.
As Listing Rule requirements on Board diversity disclosures in annual reports concerning ethnic minority director appointments had not yet come into effect, in common with many companies, our diversity policy set out in our 2022 Annual Report was not explicit on the subject. To address this issue and to provide comfort that the Board takes its diversity targets seriously, I met with the dissenting shareholder as well as offering meetings to some of our other larger shareholders to explain our approach. I believe that the shareholders consulted now have a better understanding and acceptance of the Board's diversity policy.
The Board recognises the benefit of having diverse representation reflecting wider society, including ethnic minority representation. Whilst further diversity may be achievable in future board appointments, it is pleasing that there is already gender balance, with the Board currently comprising two women and two men.
Outlook
Economic factors such as inflation, interest rates and growth are hard to predict accurately. Our Investment Manager does not attempt to forecast future macro-economic conditions and focuses instead on identifying good companies with robust business models that will be able to thrive throughout market cycles. The Board believes that the patient investor will be well rewarded.
Diana Dyer Bartlett
Chairman
Investment Manager's Review
Dear Fellow Shareholder,
The performance of
|
Total Return5
% |
Launch |
|
|
|
||||
Cumulative % |
Annualised % |
|
||
Smithson NAV1 |
+11.7 |
+57.5 |
+10.2 |
|
Smithson Share Price |
+7.0 |
+40.0 |
+7.4 |
|
Small and Midcap |
|
|
|
|
Equities2 |
+1.9 |
+37.5 |
+7.0 |
|
UK Bonds3 |
-3.4 |
-13.0 |
-2.9 |
|
Cash4 |
+2.0 |
+4.8 |
+1.0 |
|
1Source: Bloomberg, starting NAV 1000.
2MSCI World SMID Cap Index, £ Net source: www.msci.com.
3Bloomberg/Barclays Bond Indices UK Govt 5-10 yr, source: Bloomberg.
4Month £ LIBOR Interest Rate source: Bloomberg.
5Alternative Performance Measure (see pages 23 to 24 of the Interim Report).
The performance during this half year is more satisfactory than last year, being 9.8% ahead of the reference index. In fact, from the lows of
To provide some context to this performance, and as detailed at some length in the last two management reports, the primary macroeconomic pressures on fund performance from early 2022 were the market's increasing interest rate expectations and fears of recession.
Clearly, a lot happened over the following 18 months, with persistent core inflation (which excludes more volatile elements such as food and energy prices) prompting the Fed to increase US interest rates from 25bps at the start of 2022 to 5.25% at the time of writing, the fastest rate of increases for over 40 years.
This matters, because the downward pressure being applied to the valuation multiples of our faster growing, high quality companies due to the market's expectation of rising interest rates, has started to ease over the last few months. This is helped by the possibility that we can even, dare we say, look ahead to interest rate cuts next year. The share prices of many of our companies have begun to recover, with some of the best performing shares this year being those which were the worst affected last year.
The subject of recession is a slightly different story. As labour market, services and consumer data has remained robust in several regions, particularly the US, market expectations regarding recession have waxed and waned. People have tended to become more fearful as inflation appeared more stubborn than expected, causing central banks to further increase interest rates and leading many to the conclusion that this will continue until the economy falls into recession. This was also in combination with the short-lived regional banking crisis in the US which simply served to cause greater market anxiety.
But then, as data on consumer spending and employment showed the ongoing ability and willingness for people to keep spending, potentially thanks to pandemic era savings (which will eventually run out), the market periodically became less concerned about an imminent, or at least a deep, recession. I would characterise the market sell-offs during last October and March as the result of growing recessionary fears, while rallies in November, January and June indicated the market was becoming more sanguine on the issue.
While a recession does appear likely in our view because most interest rate increases already enacted have yet to impact the economy (they tend to operate with an 18 month lag), we don't know for sure, and it could well be of the short and shallow variety. But in any case, our high-quality companies should fare reasonably well because they are not particularly cyclical and have strong balance sheets and competitive positions. This also means that there is the potential for them to actually appear more attractive during a recession compared to other companies in the index.
To summarise, I would be very surprised if I had suggested to you a year ago that over the next 12 months inflation would prove so stubborn that central bank interest rate rises would be the fastest in decades, that recession would be continually on the horizon and that we'd live through another banking crisis, and you guessed that our portfolio would be up 24% during the course of these events. Because I wouldn't have guessed that either.
All of which serves to illustrate the futility in predicting macroeconomic events and the market reactions to them. Therefore, all we will do is continue looking for fantastic small companies that are trading at attractive valuations and hold on to them as the macroeconomic entropy swirls around us, eventually assigning higher valuations to our great businesses as they grow and develop over time.
The current free cash flow yield of the portfolio is 2.3% and you would be forgiven for thinking it looks expensive, especially compared to last year's figure of 3.3%. However, I would caution that there have been a lot of working capital shifts over the last 12 months, as last year companies built up inventory to protect against unreliable supply chains, while more recently this is starting to unwind as lead times return to pre-pandemic norms. This is illustrated by the fact that last year the average revenue and earnings for our companies increased while the free cash flow produced actually fell, although the good news is that cash flow in the most recent quarter was improving. Also, there are several companies which, for different reasons, produced little to no cash flow over the last 12 months due to restructuring or short-term operational pressures - Sabre, mentioned below, being a prime example. Adjusting for these handful of companies would take the free cash flow yield nearer to 3%.
Trading activity was reduced in this period compared to the changes that were made during the market turmoil last year. This meant that portfolio turnover adjusted for share buybacks was 13.1%, almost half the 28.1% this time last year. Annualised costs were also unchanged, with an Ongoing Charge Figure of 0.9% of NAV (including the annualised Management Fee of 0.9% of market capitalisation). Costs of dealing, including taxes, amounted to 0.01% of NAV in the period, half of that incurred last year, which meant that the Total Cost of Investment was 0.91%.
Having added three new companies last year, two of which are pleasingly in our top six performance contributors this year, we only made two changes to the portfolio in the first half, and that was to purchase Graco and Exponent, both US based companies.
Graco - pronounced Gray-co after the founding Gray brothers - designs, manufactures and markets systems and equipment to move, control and dispense fluid and powdered materials. Founded in 1926, it is the market leader in technology for the management of fluids and coatings in both industrial and commercial applications. Its products can help customers solve manufacturing problems and increase productivity and quality, and range from basic paint sprayers for the DIY market to fully-automated precision fluid dispense systems used in consumer electronics component production. We were attracted to the long track record of consistent revenue growth and stable margins, its net cash balance sheet and very strong return on invested capital.
Founded in 1967, Exponent is a consulting business which focuses on highly technical areas across a broad range of disciplines, often in response to disasters or litigation. For example, they did investigative work for the Challenger shuttle explosion, the 9/11
To discuss specific events which affected the portfolio during the period, we have set out the top five contributors below:
|
Country |
Contribution% |
Simcorp |
Denmark |
1.9% |
Fortinet |
United States |
1.6% |
Moncler |
Italy |
1.5% |
Nemetschek |
Germany |
1.2% |
Temenos |
Switzerland |
1.1% |
Simcorp was our best performing share in the first half after it was bid for by Deutsch Börse in April, sending the share price up 38% in one day. While the price offered for the company is not spectacular, it is reasonably fair in the current environment, and as there are limited competition and regulatory concerns we suspect Deutsche Börse will achieve its ambition of a full takeover.
Fortinet performed well, up over 45% during the period, as corporate cyber security budgets remained healthy, allowing the company to grow revenue by 32%. This is the fourth time in the past five quarters in which Fortinet has delivered revenue growth of more than 30%. Last year it was feared by many that a recession might squeeze corporate IT budgets, and with it their cybersecurity budgets. So far however, our simple conclusion that corporate cyber-attacks will continue to be a persistent and growing threat (crime goes up during a recession, not down) means cybersecurity spending has had to continue increasing.
Moncler continued to outperform in the first half as consumer spending on luxury goods remained resilient in the face of recessionary fears. The resurgence of luxury demand in China after the post-Covid re-opening of the country benefited sales, as did ongoing consumer spending on high-end brands in the US.
Nemetschek is a fast-growing software company and is therefore one where the valuation fell during the interest rate increases last year. As the market has looked ahead to the peak of this interest rate cycle, the pressure on the valuation multiple has diminished and the share price performed far better this year.
Temenos is another software company which performed poorly last year, partly because the management team were mishandling the transition from perpetual software licences to a subscription-based Software as a Service ("SaaS") model. While we have little remaining patience regarding this situation, the CEO left the company at the start of 2023, and so it may be the case that a new management team could meaningfully improve its performance. We will be watching closely.
The five largest detractors of performance were:
|
Country |
Contribution% |
Sabre |
United States |
-2.3% |
Domino's |
Australia |
-1.2% |
IDEX |
United States |
-0.2% |
MSCI |
United States |
-0.1% |
Exponent |
United States |
-0.1% |
Our worst performing company in the first half was Sabre, the travel technology provider. This is one of the more cyclical businesses we own, with fewer people tending to travel during recessions, and is the most likely reason for its underperformance year to date. It is also an outlier in the portfolio, having taken on a lot of debt during the pandemic when travel was all but stopped, increasing its financial gearing to an economic downturn. However, the travel market continues to improve, with the green shoots of business travel recovery now also appearing. Sabre also has a strong, and arguably improving, market position, with the potential free cash flow it can generate over the next three years possibly being in excess of its current market capitalisation. Needless to say, if this comes to pass, the share price will then be a multiple of where it is today.
The performance of Domino's
IDEX and Exponent are both new additions to the portfolio and, as is often the case, underperformed the overall portfolio shortly after acquisition. This is because we tend to start buying the shares of new companies when the share price is low or falling due to certain factors, and so it is very likely that the share price will continue falling for a period after the buying has been completed. For IDEX this was concern regarding industrial cyclicality ahead of a recession, while for Exponent the market was worried about increasing employee costs.
MSCI, the index provider, declined after a lacklustre earnings update in April which showed the detrimental effect of poor markets last year on the fees they levy on overall client assets under management. As this is a natural effect of the market cycle it doesn't overly concern us with regards to the long term health of the company.
We have provided a breakdown of the portfolio in terms of sector and geography at the end of
Sector |
|
|
Industrials |
33% |
19% |
Information Technology |
32% |
44% |
Healthcare |
14% |
13% |
Consumer Discretionary |
10% |
13% |
Consumer Staples |
4% |
4% |
Communication Services |
3% |
3% |
Financials |
3% |
3% |
Materials |
- |
- |
Cash - Uninvested |
1% |
1% |
Source: Fundsmith
This is a watershed moment in the history of the
Country of Listing |
|
|
USA |
44% |
44% |
UK |
15% |
17% |
Italy |
10% |
9% |
Denmark |
8% |
7% |
Switzerland |
7% |
7% |
Germany |
6% |
5% |
Australia |
4% |
6% |
Sweden |
3% |
2% |
New Zealand |
2% |
2% |
Cash |
1% |
1% |
Source: Fundsmith
The movement in geographical weighting over the course of 12 months has been very small, with the addition of Exponent and Graco offsetting the positions we exited in the US last year. The UK is down slightly as we have trimmed certain positions in that region but most of the other changes, such as in Denmark, have been due to market moves of the underlying share prices.
Source of Revenue |
|
|
North America |
39% |
37% |
Europe |
37% |
38% |
Asia Pacific |
18% |
19% |
Eurasia, Middle East, Africa |
4% |
4% |
Latin America |
2% |
2% |
Source: Fundsmith. Portfolio weightings as of
In terms of the location where our companies generate their sales and earnings, this too has changed little. North America has regained the number one position after the US acquisitions this year, with Europe still close behind, and our developed market-based companies are still generating a small amount of revenue from emerging markets.
Finally, we would like to thank all shareholders for their support of
Simon Barnard
Investment Manager
Investment Portfolio
Investments held as at
Security |
Country of incorporation |
Fair value |
% |
Fortinet |
USA |
130,220 |
5.0 |
Moncler |
Italy |
129,957 |
5.0 |
Simcorp |
Denmark |
126,990 |
4.9 |
Recordati |
Italy |
122,376 |
4.7 |
Verisign |
USA |
113,484 |
4.3 |
Fevertree Drinks |
UK |
102,823 |
3.9 |
Ambu |
Denmark |
98,799 |
3.8 |
Temenos |
Switzerland |
96,334 |
3.7 |
Masimo |
USA |
89,443 |
3.4 |
Verisk Analytics |
USA |
89,203 |
3.4 |
Top 10 Investments |
|
1,099,629 |
42.1 |
Diploma |
UK |
86,892 |
3.3 |
Equifax |
USA |
86,761 |
3.3 |
Cognex |
USA |
85,931 |
3.3 |
Geberit |
Switzerland |
82,978 |
3.2 |
Rightmove |
UK |
80,939 |
3.1 |
Graco |
USA |
79,186 |
3.0 |
Exponent |
USA |
76,426 |
2.9 |
Nemetschek |
Germany |
76,390 |
2.9 |
Rational |
Germany |
74,182 |
2.8 |
Addtech |
Sweden |
74,001 |
2.8 |
Top 20 Investments |
|
1,903,315 |
72.7 |
MSCI |
USA |
73,850 |
2.8 |
|
New Zealand |
67,988 |
2.6 |
Qualys |
USA |
63,334 |
2.4 |
IDEX |
USA |
62,810 |
2.4 |
IPG Photonics |
USA |
56,624 |
2.2 |
Domino's |
Australia |
56,615 |
2.2 |
Rollins |
USA |
55,031 |
2.1 |
Sabre |
USA |
53,775 |
2.1 |
Spirax-Sarco Engineering |
UK |
53,249 |
2.0 |
Halma |
UK |
52,852 |
2.0 |
Technology One |
Australia |
49,879 |
2.0 |
|
USA |
38,512 |
1.6 |
Domino's |
UK |
21,022 |
0.9 |
Total Investments |
|
2,608,856 |
100.0 |
Investment Objective and Policy
Investment Objective
The Company's investment objective is to provide shareholders with long term growth in value through exposure to a diversified portfolio of shares issued by listed or traded companies.
Investment Policy
The Company's investment policy is to invest in shares issued by small and mid-sized listed or traded companies globally with a market capitalisation (at the time of initial investment) of between
(a) the Company can invest up to 10 per cent. in value of its gross assets (as at the time of investment) in shares issued by any single body;
(b) not more than 20 per cent. in value of its gross assets (as at the time of investment) can be in deposits held with a single body. This limit will apply to all uninvested cash (except cash representing distributable income or credited to a distribution account that the depositary holds);
(c) not more than 20 per cent. in value of its gross assets (as at the time of investment) can consist of shares issued by the same group. When applying the limit set out in (a) this provision would allow the Company to invest up to 10 per cent. in the shares of two group member companies (as at the time of investment);
(d) the Company's holdings in any combination of shares or deposits issued by a single body must not exceed 20 per cent. in value of its gross assets (as at the time of investment);
(e) the Company must not acquire shares issued by a body corporate and carrying rights to vote at a general meeting of that body corporate if the Company has the power to influence significantly the conduct of business of that body corporate (or would be able to do so after the acquisition of the shares). The Company is to be taken to have power to influence significantly if it exercises or controls the exercise of 20 per cent. or more of the voting rights of that body corporate; and
(f) the Company must not acquire shares which do not carry a right to vote on any matter at a general meeting of the body corporate that issued them and represent more than 10 per cent. of the shares issued by that body corporate.
The Company may also invest cash held for working capital purposes and awaiting investment in cash deposits and money market funds.
For the purposes of the investment policy, certificates representing certain shares (for example, depositary interests) will be deemed to be shares.
Hedging Policy
The Company will not use portfolio management techniques such as interest rate hedging and credit default swaps.
The Company will not use derivatives for purposes of currency hedging or for any other purpose.
Borrowing Policy
The Company has the power to borrow using short-term banking facilities to raise funds for short-term liquidity purposes or for discount management purposes including the purchase of its own shares, provided that the maximum gearing represented by such borrowings shall be limited to 15 per cent. of the net asset value at the time of drawdown of such borrowings. The Company may not otherwise employ leverage.
Interim Management Report
The Directors are required to provide an Interim Management Report in accordance with the FCA's Disclosure Guidance and Transparency Rules. The Directors consider that the Chairman's Statement and the Investment Manager's Review on pages 5 to 6 and 7 to 10 of the Interim Report respectively, provide details of the important events which have occurred during the period and their impact on the condensed set of financial statements. The following statements on principal risks and uncertainties, related party transactions and the Directors' responsibility statement below, together constitute the Interim Management Report for the Company for the period from
Principal Risks and Uncertainties
The Board considers that the principal risks and uncertainties faced by the Company can be summarised as (i) investment objective and policy risk, (ii) market risks, (iii) outsourcing risks, (iv) key individuals' risk and (v) regulatory risks. A detailed explanation of risks and uncertainties can be found on pages 23 to 25 of the Company's most recent Report and Accounts for the year ended
A review of the period and the outlook can be found in the Chairman's Statement and in the Investment Manager's Review.
Related Party Transactions
The Company's Investment Manager,
Directors' Responsibility Statement
The Directors confirm to the best of their knowledge that:
· the Interim Management Report includes a fair review of the information required by Disclosure and Transparency Rule 4.2.7R (indication of important events during the first six months, their impact on the condensed set of Financial Statements and a description of the principal risks and uncertainties for the remaining six months of the year); and
· the Interim Financial Statements includes a fair review of the information required by Disclosure and Transparency Rule 4.2.8R (disclosure of related party transactions and changes therein).
On behalf of the Board of Directors
Diana Dyer Bartlett
Chairman
Condensed Statement of Comprehensive Income (Unaudited)
|
|
Unaudited Six months ended |
Unaudited Six months ended |
Audited Year ended |
||||||
|
Notes |
Revenue £'000 |
Capital £'000 |
Total £'000 |
Revenue £'000 |
Capital £'000 |
Total £'000 |
Revenue £'000 |
Capital £'000 |
Total £'000 |
Income from investments held at fair value through profit or loss |
4 |
21,712 |
- |
21,712 |
22,285 |
- |
22,285 |
31,341 |
- |
31,341 |
Gains/(losses) on investments held at fair value through profit or loss |
3 |
- |
269,112 |
269,112 |
- |
(1,093,717) |
(1,093,717) |
- |
(970,879) |
(970,879) |
Foreign exchange (losses)/gains |
|
(136) |
(227) |
(363) |
76 |
(940) |
(864) |
147 |
(399) |
(252) |
Investment management fees |
|
(10,523) |
- |
(10,523) |
(11,808) |
- |
(11,808) |
(21,998) |
- |
(21,998) |
Other expenses and transaction costs |
|
(769) |
(139) |
(908) |
(847) |
(553) |
(1,400) |
(1,463) |
(743) |
(2,206) |
Profit/(loss) before tax |
|
10,284 |
268,746 |
279,030 |
9,706 |
(1,095,210) |
(1,085,504) |
8,027 |
(972,021) |
(963,994) |
Tax |
|
(5,375) |
- |
(5,375) |
(2,312) |
- |
(2,312) |
(3,670) |
- |
(3,670) |
Profit/(loss) for the period |
6 |
4,909 |
268,746 |
273,655 |
7,394 |
(1,095,210) |
(1,087,816) |
4,357 |
(972,021) |
(967,664) |
Return/(loss) per share (basic and diluted) (p) |
6 |
2.91 |
159.09 |
162.00 |
4.20 |
(621.79) |
(617.59) |
2.49 |
(555.60) |
(553.11) |
TheCompany does not have any income or expenses which are not included in the profit for the period.
All of the profit and total comprehensive income for the period is attributable to the owners of the Company.
The "Total" column of this statement represents the Company's Income Statement, prepared in accordance with International Financial Reporting Standards ("IFRS"). The "Revenue" and "Capital" columns are supplementary to this and are prepared under guidance published by the
All items in the above statement derive from continuing operations.
The accompanying notes on pages 18 to 22 of the Interim Report are an integral part of these financial statements.
Condensed Statement of Financial Position (Unaudited)
|
|
Unaudited |
Unaudited |
Audited |
|
|
As at |
As at |
As at |
|
|
30 June |
30 June |
31 December |
|
|
2023 |
2022 |
2022 |
|
Notes |
£'000 |
£'000 |
£'000 |
Non-current assets |
|
|
|
|
Investments held at fair value through profit or loss |
3 |
2,608,856 |
2,350,074 |
2,393,848 |
Current assets |
|
|
|
|
Receivables |
|
1,011 |
2,562 |
3,853 |
Cash and cash equivalents |
|
21,057 |
17,750 |
24,589 |
|
|
22,068 |
20,312 |
28,442 |
Total assets |
|
2,630,924 |
2,370,386 |
2,422,290 |
Current liabilities |
|
|
|
|
Trade and other payables |
|
(7,994) |
(9,055) |
(4,323) |
Total assets less current liabilities |
|
2,622,930 |
2,361,331 |
2,417,967 |
Equity attributable to equity shareholders |
|
|
|
|
Share capital |
8 |
1,771 |
1,771 |
1,771 |
Share premium |
|
1,719,487 |
2,219,487 |
2,219,487 |
Capital reserve |
|
903,412 |
143,685 |
203,358 |
Revenue reserve |
|
(1,740) |
(3,612) |
(6,649) |
Total equity |
|
2,622,930 |
2,361,331 |
2,417,967 |
Net asset value per share (p) |
7 |
1,575.4 |
1,339.5 |
1,410.7 |
The accompanying notes on pages 18 to 22 of the Interim Report are an integral part of these financial statements.
Condensed Statement of Changes in Equity (Unaudited)
For the six months ended
|
Share |
Share |
Capital |
Revenue |
|
|
capital |
premium |
reserve |
reserve |
Total |
|
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
Balance at |
1,771 |
2,219,487 |
203,358 |
(6,649) |
2,417,967 |
Ordinary shares bought back and held in treasury |
- |
- |
(68,318) |
- |
(68,318) |
Costs on buybacks |
- |
- |
(374) |
- |
(374) |
Transfer of share premium |
- |
(500,000) |
500,000 |
- |
- |
Profit for the period |
- |
- |
268,746 |
4,909 |
273,655 |
Balance at |
1,771 |
1,719,487 |
903,412 |
(1,740) |
2,622,930 |
For the six months ended |
|
||||
|
Share |
Share |
Capital |
Revenue |
|
|
capital |
premium |
reserve |
reserve |
Total |
|
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
Balance at |
1,717 |
2,126,997 |
1,249,362 |
(11,006) |
3,367,070 |
Issue of new shares |
54 |
93,050 |
- |
- |
93,104 |
Costs on new share issues |
- |
(560) |
- |
- |
(560) |
Ordinary shares bought back and held in treasury |
- |
- |
(10,430) |
- |
(10,430) |
Costs on buybacks |
- |
- |
(37) |
- |
(37) |
(Loss)/profit for the period |
- |
- |
(1,095,210) |
7,394 |
(1,087,816) |
Balance at |
1,771 |
2,219,487 |
143,685 |
(3,612) |
2,361,331 |
For the year ended |
|
|
|
||
|
Share |
Share |
Capital |
Revenue |
|
|
capital |
premium |
reserve |
reserve |
Total |
|
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
Balance at |
1,717 |
2,126,997 |
1,249,362 |
(11,006) |
3,367,070 |
Issue of new shares |
54 |
93,050 |
- |
- |
93,104 |
Costs on new share issues |
- |
(560) |
- |
- |
(560) |
Ordinary shares bought back and held in treasury |
- |
- |
(73,604) |
- |
(73,604) |
Costs on buybacks |
- |
- |
(379) |
- |
(379) |
(Loss)/profit for the year |
- |
- |
(972,021) |
4,357 |
(967,664) |
Balance at |
1,771 |
2,219,487 |
203,358 |
(6,649) |
2,417,967 |
The accompanying notes on pages 18 to 22 of the Interim Report are an integral part of these financial statements.
Condensed Statement of Cash Flows (Unaudited)
|
|
Unaudited |
Unaudited |
|
|
|
Six months |
Six months |
Audited |
|
|
ended |
ended |
Year ended |
|
|
30 June |
30 June |
31 December |
|
|
2023 |
2022 |
2022 |
|
Notes |
£'000 |
£'000 |
£'000 |
Operating activities |
|
|
|
|
Profit/(loss) before tax |
|
279,030 |
(1,085,504) |
(963,994) |
Adjustments for: |
|
|
|
|
(Gain)/loss on investments held at fair value through profit or loss |
3 |
(269,112) |
1,093,717 |
970,879 |
(Increase)/decrease in receivables |
|
(516) |
(430) |
25 |
Increase/(decrease) in payables |
|
176 |
5,198 |
(1,175) |
Overseas taxation paid |
|
(3,564) |
(3,240) |
(4,584) |
Net cash generated by operating activities |
|
6,014 |
9,471 |
1,151 |
Investing activities |
|
|
|
|
Purchase of investments |
3 |
(176,626) |
(479,693) |
(651,473) |
Sale of investments |
3 |
232,983 |
372,787 |
624,269 |
Net cash generated by/(used in) investing activities |
|
56,357 |
(106,906) |
(27,204) |
Financing activities |
|
|
|
|
Proceeds from issue of new shares |
|
- |
93,104 |
93,104 |
Issue costs relating to new shares |
|
- |
(560) |
(560) |
Purchase of shares held in treasury |
|
(65,531) |
(9,673) |
(73,604) |
Costs relating to buy backs |
|
(372) |
(37) |
(379) |
Net cash (used in)/generated from financing activities |
|
(65,903) |
82,834 |
18,561 |
Net decrease in cash and cash equivalents |
|
(3,532) |
(14,331) |
(7,492) |
Cash and cash equivalents at start of the period/year |
|
24,589 |
32,081 |
32,081 |
Cash and cash equivalents at end of the period/year |
|
21,057 |
17,750 |
24,589 |
Comprised of: |
|
|
|
|
Cash at bank |
|
21,057 |
17,750 |
24,589 |
The accompanying notes on pages 18 to 22 of the Interim Report are an integral part of these financial statements.
Notes to the Condensed Financial Statements (Unaudited)
1. General information
The condensed interim financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting and the Disclosure Guidance and Transparency Rules ("DTRs") of the
Principal activity
The principal activity of the Company is that of an investment company within the meaning of Section 833 of the Companies Act 2006.
The Company commenced activities on admission to the
Going concern
The Directors have adopted the going concern basis in preparing the Condensed Interim Financial Statements (unaudited) for the period ended
The Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for at least twelve months from the date of this report. In reaching this conclusion, the Directors have considered the liquidity of the Company's portfolio of investments as well as its cash position, income and expense flows. At the date of approval of this report, the Company has substantial operating expenses cover and a suitably liquid portfolio with which to continue share buybacks.
2. Significant accounting policies
The Company's accounting policies are set out below:
Accounting convention
The financial statements have been prepared under the historical cost convention (modified to include investments at fair value through profit or loss) on a going concern basis and in accordance with UK adopted international accounting standards in conformity with the requirements of the Companies Act 2006 and IFRSs as issued by the
The Directors believe that it is appropriate to continue to adopt the going concern basis for preparing the financial statements for the reasons stated above. The Company is a UK listed company with a predominantly UK shareholder base. The results and the financial position of the Company are expressed in sterling, which is the functional and presentational currency of the Company. The accounting policies in this Interim Report are consistent with those applied in the Annual Report for the year ended
Critical accounting judgements and sources of estimation uncertainty
The Board confirms that no significant accounting judgements or estimates have been applied to the financial statements and therefore there is not a significant risk of a material adjustment to the carrying amounts of assets and liabilities.
3. Investments held at fair value through profit or loss
|
Unaudited |
Unaudited |
|
|
Six months |
Six months |
Audited |
|
ended |
ended |
Year ended |
|
30 June |
30 June |
31 December |
|
2023 |
2022 |
2022 |
|
£'000 |
£'000 |
£'000 |
Opening book cost |
2,353,438 |
2,162,638 |
2,162,638 |
Opening investment holding gains |
40,410 |
1,176,512 |
1,176,512 |
Opening fair value at start of the period/year |
2,393,848 |
3,339,150 |
3,339,150 |
Purchases at cost |
177,331 |
477,428 |
651,607 |
Sales - proceeds |
(231,435) |
(372,787) |
(626,030) |
Gains/(losses) on investments |
269,112 |
(1,093,717) |
(970,879) |
Closing fair value at end of the period/year |
2,608,856 |
2,350,074 |
2,393,848 |
Closing book cost at end of the period/year |
2,326,975 |
2,378,594 |
2,353,438 |
Closing unrealised gain/(loss) at end of the period/year |
281,881 |
(28,520) |
40,410 |
Valuation at end of the period/year |
2,608,856 |
2,350,074 |
2,393,848 |
The Company received
All investments are listed.
4. Dividend income
|
Unaudited |
Unaudited |
|
|
Six months |
Six months |
Audited |
|
ended |
ended |
Year ended |
|
30 June |
30 June |
31 December |
|
2023 |
2022 |
2022 |
|
£'000 |
£'000 |
£'000 |
UK dividends |
4,106 |
4,077 |
6,603 |
UK dividends - special |
- |
3,324 |
3,324 |
Overseas dividends |
15,785 |
11,451 |
16,921 |
Overseas dividends - special |
1,529 |
3,432 |
4,437 |
Bank interest |
292 |
1 |
56 |
Total |
21,712 |
22,285 |
31,341 |
5. Return/(loss) per share
Return per ordinary share is as follows:
|
Unaudited Six months ended |
Unaudited Six months ended |
Audited Year ended |
||||||
|
Revenue |
Capital |
Total |
Revenue |
Capital |
Total |
Revenue |
Capital |
Total |
Profit/(loss) for the period/year (£'000) |
4,909 |
268,746 |
273,655 |
7,394 |
(1,095,210) |
(1,087,816) |
4,357 |
(972,021) |
(967,664) |
Return/(loss) per ordinary share (p) |
2.91 |
159.09 |
162.00 |
4.20 |
(621.79) |
(617.59) |
2.49 |
(555.60) |
(553.11) |
Return per share is calculated based on returns for the period and the weighted average number of 168,930,514 shares in issue (excluding treasury shares) in the six months ended 30 June 2023 (30 June 2022: 176,138,114; 31 December 2022: 174,950,862).
6. Net asset value per share
|
Unaudited |
Unaudited |
Audited |
|
30 June |
30 June |
31 December |
|
2023 |
2022 |
2022 |
Net asset value |
£2,622,930,000 |
£2,361,331,000 |
£2,417,967,000 |
Shares in issue |
166,497,958 |
176,289,958 |
171,407,958 |
Net asset value per share |
1,575.4p |
1,339.5p |
1,410.7 |
7. Share capital
|
Unaudited |
|||
|
Ordinary |
Treasury |
Total |
Nominal |
|
Shares |
Shares |
Shares |
Value |
Issued, allotted and fully paid (ordinary) |
Number |
Number |
Number |
£'000 |
Ordinary shares in issue at 1 January |
171,407,958 |
5,700,000 |
177,107,958 |
1,771 |
Ordinary shares bought back and held in treasury |
(4,910,000) |
4,910,000 |
- |
- |
|
166,497,958 |
10,610,000 |
177,107,958 |
1,771 |
|
Unaudited |
|||
|
30 June 2022 |
|||
|
Ordinary |
Treasury |
Total |
Nominal |
|
Shares |
Shares |
Shares |
Value |
Issued, allotted and fully paid (ordinary) |
Number |
Number |
Number |
£'000 |
Ordinary shares in issue at 1 January |
171,697,958 |
- |
171,697,958 |
1,717 |
Ordinary shares issued |
5,410,000 |
- |
5,410,000 |
54 |
Ordinary shares bought back and held in treasury |
(818,000) |
818,000 |
- |
- |
|
176,289,958 |
818,000 |
177,107,958 |
1,771 |
|
Audited |
|||
|
31 December 2022 |
|||
|
Ordinary |
Treasury |
Total |
Nominal |
|
Shares |
Shares |
Shares |
Value |
Issued, allotted and fully paid (ordinary) |
Number |
Number |
Number |
£'000 |
Ordinary shares in issue at 1 January |
171,697,958 |
- |
171,697,958 |
1,717 |
Ordinary shares issued |
5,410,000 |
- |
5,410,000 |
54 |
Ordinary shares bought back and held in treasury |
(5,700,000) |
5,700,000 |
- |
- |
|
171,407,958 |
5,700,000 |
177,107,958 |
1,771 |
During the six months ended 30 June 2023, the Company issued no ordinary shares of £0.01 each (30 June 2022: 5,410,000, 31 December 2022: 5,410,00) for a net consideration of £nil (30 June 2022: £92,544,000 31 December 2021: £92,544,000).
During the six months ended 30 June 2023, the Company bought back to hold in treasury 4,910,000 shares (30 June 2022: 818,000, 31 December 2022: 5,700,000) at a total cost of £68,692,000 (30 June 2022: £10,467,000, 31 December 2022: £73,983,000). At the period end, the Company held 10,610,000 (30 June 2022; 818,000, 31 December 2021: 5,700,000) shares in treasury.
Since 30 June 2023 and up to 21 July 2023, a further 700,000 ordinary shares have been bought back to hold in treasury at a total cost of £9.7 million.
8. Related party transactions
Fees payable to the Investment Manager are shown in the Condensed Statement of Comprehensive Income. As at 30 June 2023 the fee outstanding to the Investment Manager was £1,673,000 (30 June 2022: £7,487,000, 31 December 2022: £1,659,000).
Fees are payable to the Directors at an annual rate of £30,000 for Board members, with an additional fee payable per annum of £15,000 to the Chair of the Board, £10,000 to the Chair of the Audit Committee and £5,000 to the Chair of the Management Engagement Committee.
The Directors had the following shareholdings in the Company.
|
As at |
As at |
As at |
|
30 June |
30 June |
31 December |
Director |
2023 |
2022 |
2022 |
Diana Dyer Bartlett |
8,886 |
8,886 |
8,886 |
Lord St John of Bletso |
10,000 |
10,000 |
10,000 |
Jeremy Attard-Manche |
- |
- |
- |
Denise Hadgill |
1,111 |
- |
1,111 |
As at 30 June 2023, Terry Smith and other founder partners and key employees of the Investment Manager directly or indirectly and in aggregate, held 1.8% of the issued share capital of the Company (30 June 2022: 1.7%, 31 December 2022: 1.7%).
9. Events after the reporting period
There were no post-period events requiring disclosure other than those included in these interim financial statements.
10. Status of this report
These interim financial statements are not the Company's statutory accounts for the purposes of section 434 of the Companies Act 2006. They are unaudited. The unaudited Interim Report will be made available to the public at the registered office of the Company. The report will also be available in electronic format on the Company's website, http://www.smithson.co.uk.
The financial information for the year ended 31 December 2022 has been extracted from the statutory accounts which have been filed with the Registrar of Companies. The auditors' report on those accounts was not qualified and did not contain statements under sections 498 (2) or (3) of the Companies Act 2006.
The Interim Report was approved by the Board of Directors on 28 July 2023.
Company Secretary and registered office:
Apex Listed Companies Services (UK) Limited
6th Floor
125 London Wall
London
EC2Y 5AS
For further information please contact Company Secretary at:
Tel: 020 3327 9720
Email:smithsoncosecmailbox@apexfs.group
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