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NAS North Atlantic Smaller Companies Investment Trust Plc

3,890.00
-10.00 (-0.26%)
30 Apr 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
North Atlantic Smaller Companies Investment Trust Plc LSE:NAS London Ordinary Share GB0006439003 ORD 5P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  -10.00 -0.26% 3,890.00 3,850.00 3,890.00 3,920.00 3,860.00 3,920.00 12,655 16:20:14
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
Unit Inv Tr, Closed-end Mgmt -81.43M -91.04M -6.6597 -5.84 531.76M

North Atlantic Smlr Co Inv Tst PLC Half-year Report (8585J)

14/09/2016 2:40pm

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RNS Number : 8585J

North Atlantic Smlr Co Inv Tst PLC

14 September 2016

North Atlantic Smaller Companies Investment Trust plc

Half-Yearly Report for the six months ended 31 July 2016

Registered in England and Wales number 1091347

objective of the company and financial highlights

The objective of the Company is to provide capital appreciation through investment in a portfolio of smaller companies principally based in countries bordering the North Atlantic Ocean.

 
                                                        31 July   31 January 
                                                           2016         2016   % Change 
                                                    (unaudited)    (audited) 
-------------------------------------------------  ------------  -----------  --------- 
 
 Net asset value ("NAV") per 5p Ordinary Share*: 
      Basic                                              2,799p       2,749p        1.8 
      Diluted                                            2,796p       2,746p        1.8 
      Basic adjusted#++                                  2,860p       2,776p        3.0 
      Diluted adjusted#++                                2,857p       2,773p        3.0 
 Mid-market price of the 5p Ordinary Shares              2,494p       2,280p        9.4 
 Discount to diluted net asset value                      10.8%        17.0% 
 Discount to diluted adjusted net asset value             12.7%        17.8% 
 Standard & Poor's 500 Composite Index                  1,642.9      1,362.2       20.6 
 Russell 2000 Index                                       922.1        726.9       26.9 
 FTSE Small Cap Index                                   4,217.7      3,952.2        6.7 
 US Dollar/Sterling exchange rate                        1.3277       1.4185      (6.4) 
 
   *    Including retained revenue for the period. 

# Adjusted to reflect Oryx International Growth Fund plc ("Oryx") under the equity method of accounting, which is how the Company previously accounted for its share of Oryx, prior to the adoption of IFRS 10.

   ++   Calculated using the adjusted Net Assets per note 5. 

Sterling adjusted.

chief executive's review

During the six month period to 31 July 2016, the fully diluted adjusted net asset value (with Oryx under the equity method of accounting) rose by +3.0% as compared to a rise in the sterling adjusted Standard & Poor's 500 Composite Index of +20.6% and the FTSE Small Cap Index of +6.7%.

Performance against the Standard & Poor's Index was disappointing although the Company only has a very small portfolio of US listed stocks amounting to approximately 2% of assets.

Income for the period amounted to a loss of GBP1,530,000 (31 July 2015: loss of GBP688,000). Consistent with past policy the directors do not propose to pay a dividend (31 July 2015: nil).

quoted portfolio

The biggest impact on the quoted portfolio was the fall in the price of MJ Gleeson Group which reduced the net asset value by GBP6.3m together with a more modest fall in the value of Goals Soccer Centres which cost a further GBP2.0m. In total these two holdings reduced the NAV by approximately 2%.

In the UK, Oryx performed broadly in line with the index with the net asset value rising by 6.2% over the period. AssetCo and EKF Diagnostics Holdings also performed well rising by 15% and 25% respectively. BBA Aviation rose 45% and Bioquell (adjusted for a share buyback) rose just over 20%.

In the US, the Company's modest position in AMBAC Financial Group performed well rising by nearly 30% over the period.

unquoted portfolio

The principal disappointment during the six month period was the need to write off two thirds of the investment in Team Rock following results that fell significantly short of the business plan. This was almost offset by Indoor Bowling Equity which continues to perform in excess of expectations.

outlook

The Company has been very defensively positioned with cash or near cash of around 40% of the value of the investment portfolio. Fortunately, the majority of this was held in US Dollars so the Company has so far benefitted considerably from the weakness of Sterling following the BREXIT vote, and is well placed to take advantage of new opportunities.

We remain optimistic that the net asset value of the Company will continue to improve modestly over the balance of the year assisted by further realisations, particularly in the unquoted part of the portfolio.

C H B Mills

Chief Executive

14 September 2016

chief executive's review (continued)

top ten investments

as at 31 July 2016

 
 Company                                                         Fair value   % of net assets 
                                                                    GBP'000 
-----------------------------------------  -------------------  -----------  ---------------- 
 
 US Treasury Bills                          US Treasury Stock       101,243              25.1 
 MJ Gleeson Group plc                       UK Listed                47,250              11.7 
 Oryx International Growth Fund Limited*    UK Listed                42,638              10.5 
 Trident Private Equity Fund III LP         UK Unquoted              19,539               4.8 
 EKF Diagnostics Holdings plc               UK Quoted on AIM         14,063               3.5 
 AssetCo plc                                UK Quoted on AIM         12,413               3.1 
 Industrial Properties Limited              UK Unquoted              11,473               2.8 
 Indoor Bowling Equity Limited              UK Unquoted              10,274               2.5 
 Performance Chemicals Company              US Unquoted               9,701               2.4 
 Harwood Private Equity IV LP               UK Unquoted               9,158               2.3 
                                                                -----------  ---------------- 
                                                                    277,752              68.7 
                                                                -----------  ---------------- 
 

Incorporated in Guernsey.

   *    Traded price under IFRS 10. 

All investments are valued at fair value.

interim management report

investment objective

The objective of North Atlantic Smaller Companies Investment Trust PLC ("the Company") is to provide capital appreciation through investment in a portfolio of smaller companies principally based in countries bordering the North Atlantic Ocean.

material events

The Board do not consider that there were any material events during the period ended 31 July 2016.

material transactions

The Board do not consider that there were any material transactions during the period ended 31 July 2016.

risk profile

The principal risks and uncertainties for the remaining six months of the year continue to be as described in the Annual Report for the year ended 31 January 2016 on pages 16 and 17 and pages 66 to 74. The principal risks arising from the Company's financial instruments are market price risk, including currency risk, interest rate risk and other price risk, liquidity risk and credit/counterparty risk. The Directors review and agree policies with the Manager, Harwood Capital LLP, for managing these risks. The policies have remained substantially unchanged in the six months since the year end.

The Group does not have any significant exposure to credit risk arising from any one individual party. Credit risk is spread across a number of companies, each having an immaterial effect on the Group's cash flows, should a default occur. The Group assesses the credit worthiness of its debtors from time to time to ensure that they are neither past due or impaired.

To support its investment in unquoted companies, the Group may periodically agree to guarantee all or part of the borrowings of investee companies. Provision is made for any costs that may be incurred when the Directors consider it likely that the guarantee will crystallise.

The Group's exposure to market price risk comprises mainly movements in the value of the Group's investments. It should be noted that the prices of options tend to be more volatile than the prices of the underlying securities. The Manager assesses the exposure to market risk when making each investment decision and monitors the overall level of market risk on the whole of the investment portfolio on an ongoing basis.

The functional and presentational currency of the Group is Sterling, and therefore, the Group's principal exposure to foreign currency risk comprises investments priced in other currencies, principally US Dollars.

The Group invests in equities and other investments that are realisable.

related party transactions

These are listed in note 10 to the half yearly condensed financial statements on page 23.

By Order of the Board

Peregrine Moncreiffe

Chairman

14 September 2016

responsibility statement

The Directors confirm to the best of their knowledge that:

-- The condensed set of financial statements contained within this half yearly financial report have been prepared in accordance with International Accounting Standard 34 'Interim Financial Reporting' as adopted by the European Union and gives a true and fair view of the assets, liabilities, financial position and profit of the Group; and

-- The half yearly financial report includes a fair review of the information required by the FCA's Disclosure and Transparency Rule 4.2.7R being disclosure of important events that have occurred during the first six months of the financial year, 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 half yearly financial report includes a fair review of the information required by the FCA's Disclosure and Transparency Rule 4.2.8R being disclosure of related party transactions during the first six months of the financial year, how they have materially affected the financial position of the Company during the period and any changes therein.

The half yearly financial report was approved by the Board on 14 September 2016 and the above responsibility statement was signed on its behalf by:

Peregrine Moncreiffe

Chairman

14 September 2016

condensed consolidated statement of comprehensive income

 
                                           Six months ended           Six months ended              Year ended 
                                              31 July 2016               31 July 2015              31 January 2016 
                                               (unaudited)                (unaudited)                 (audited) 
                                       Revenue  Capital    Total  Revenue  Capital    Total  Revenue  Capital    Total 
                                       GBP'000  GBP'000  GBP'000  GBP'000  GBP'000  GBP'000  GBP'000  GBP'000  GBP'000 
-------------------------------------  -------  -------  -------  -------  -------  -------  -------  -------  ------- 
 
Income                                     873        -      873    1,279        -    1,279    3,175        -    3,175 
Net gains on investments at fair 
 value                                       -    8,465    8,465        -   40,432   40,432        -   73,165   73,165 
Currency exchange gains/(losses)             -      306      306        -     (70)     (70)        -      149      149 
                                       -------  -------  -------  -------  -------  -------  -------  -------  ------- 
 
total income                               873    8,771    9,644    1,279   40,362   41,641    3,175   73,314   76,489 
 
Expenses 
Investment management fee (note 10)    (2,005)       48  (1,957)  (1,672)    (937)  (2,609)  (3,344)  (2,076)  (5,420) 
Other expenses                           (389)        -    (389)    (281)        -    (281)    (702)        -    (702) 
Share based remuneration                     -        -        -      (7)        -      (7)      (7)        -      (7) 
                                       -------  -------  -------  -------  -------  -------  -------  -------  ------- 
 
return before finance costs and 
 taxation                              (1,521)    8,819    7,298    (681)   39,425   38,744    (878)   71,238   70,360 
 
Finance costs                                -        -        -        -        -        -        -        -        - 
                                       -------  -------  -------  -------  -------  -------  -------  -------  ------- 
 
return before taxation                 (1,521)    8,819    7,298    (681)   39,425   38,744    (878)   71,238   70,360 
 
Taxation                                   (9)        -      (9)      (7)        -      (7)     (12)        -     (12) 
 
return for the period                  (1,530)    8,819    7,289    (688)   39,425   38,737    (890)   71,238   70,348 
                                       -------  -------  -------  -------  -------  -------  -------  -------  ------- 
 
return per ordinary share (note 4) 
Basic                                                      50.5p                     266.4p                    484.57p 
Diluted                                                    50.5p                     266.2p                    484.57p 
 

The total column of the statement is the Statement of Comprehensive Income of the Group prepared in accordance with International Financial Reporting Standards ("IFRS"). The supplementary revenue and capital columns are presented for information purposes as recommended by the Statement of Recommended Practice ("SORP") issued by the Association of Investment Companies ("AIC").

All items in the above Statement derive from continuing operations. No operations were acquired or discontinued in the period.

condensed consolidated statement of changes in equity

 
                                                        Share      Share                  Capital 
                                             Share    options    premium    Capital    redemption    Revenue 
                                           capital    reserve    account    reserve       reserve    reserve     Total 
                                           GBP'000    GBP'000    GBP'000    GBP'000       GBP'000    GBP'000   GBP'000 
---------------------------------------  ---------  ---------  ---------  ---------  ------------  ---------  -------- 
 
 six months ended 31 July 2016 
 (unaudited) 
 31 January 2016                               722         55      1,301    402,447           148    (7,712)   396,961 
 Total comprehensive income for the 
  period                                         -          -          -      8,819             -    (1,530)     7,289 
 Shares purchased for cancellation               -          -          -       (82)             -          -      (82) 
 
 31 July 2016                                  722         55      1,301    411,184           148    (9,242)   404,168 
                                         ---------  ---------  ---------  ---------  ------------  ---------  -------- 
 
 six months ended 31 July 2015 
 (unaudited) 
 31 January 2015                               727        293      1,301    333,262           143    (6,822)   328,904 
 Total comprehensive income for the 
  period                                         -          -          -     39,425             -      (688)    38,737 
 Share options discharge                         -       (15)          -       (88)             -          -     (103) 
 Share options expenses                          -          7          -          -             -          -         7 
 
 31 July 2015                                  727        285      1,301    372,599           143    (7,510)   367,545 
                                         ---------  ---------  ---------  ---------  ------------  ---------  -------- 
 
 year ended 31 January 2016 (audited) 
 31 January 2015                               727        293      1,301    333,262           143    (6,822)   328,904 
 Total comprehensive income for the 
  year                                           -          -          -     71,238             -      (890)    70,348 
 Share option discharge                          -       (16)          -       (87)             -          -     (103) 
 Transfer between reserves                       -      (229)          -        229             -          -         - 
 Shares purchased for cancellation             (5)          -          -    (2,195)             5          -   (2,195) 
 Share option expenses                           -          7          -          -             -          -         7 
 
 31 January 2016                               722         55      1,301    402,447           148    (7,712)   396,961 
                                         ---------  ---------  ---------  ---------  ------------  ---------  -------- 
 

condensed consolidated balance sheet

 
                                                                      As at          As at             As at 
                                                               31 July 2016   31 July 2015   31 January 2016 
                                                                (unaudited)    (unaudited)         (audited) 
                                                                    GBP'000        GBP'000           GBP'000 
------------------------------------------------------------  -------------  -------------  ---------------- 
 
 non current assets 
 Investments at fair value through profit or loss                   367,596        314,656           367,838 
 
                                                                    367,596        314,656           367,838 
 current assets 
 Trade and other receivables                                          2,553            809             1,038 
 Cash and cash equivalents                                           34,461         53,489            30,839 
 
                                                                     37,014         54,298            31,877 
 
 total assets                                                       404,610        368,954           399,715 
                                                              -------------  -------------  ---------------- 
 
 current liabilities 
 Trade and other payables                                             (442)        (1,409)           (2,754) 
 
 total liabilities                                                    (442)        (1,409)           (2,754) 
 
 total assets less current liabilities                              404,168        367,545           396,961 
 
 net assets                                                         404,168        367,545           396,961 
                                                              -------------  -------------  ---------------- 
 
 represented by: 
 Share capital                                                          722            727               722 
 Capital redemption reserve                                              55            143                55 
 Share premium account                                                1,301          1,301             1,301 
 Capital reserve                                                    411,184        372,599           402,447 
 Share options reserve                                                  148            285               148 
 Revenue reserve                                                    (9,242)        (7,510)           (7,712) 
 
 total equity attributable to equity holders of the company         404,168        367,545           396,961 
                                                              -------------  -------------  ---------------- 
 
 net asset value per ordinary share (note 5): 
 Basic                                                               2,799p         2,527p            2,749p 
 Diluted                                                             2,796p         2,525p            2,746p 
 

condensed consolidated cash flow statement

 
                                                         Six months ended   Six months ended         Year ended 
                                                             31 July 2016       31 July 2015    31 January 2016 
                                                              (unaudited)        (unaudited)        (unaudited) 
                                                                  GBP'000            GBP'000            GBP'000 
------------------------------------------------------  -----------------  -----------------  ----------------- 
 
 cash flows from operating activities 
 Investment income received                                           950                861              1,750 
 Other income                                                          38                425                562 
 Investment Manager's fees and Performance fees paid              (3,986)            (1,739)            (3,394) 
 Other cash payments                                              (1,045)              (321)              (687) 
 
 cash expended from operations (note 7)                           (4,043)              (774)            (1,769) 
 Taxation paid                                                        (9)                (7)               (12) 
 
 net cash outflow from operating activities                       (4,052)              (781)            (1,781) 
                                                        -----------------  -----------------  ----------------- 
 
 cash flows from investing activities 
 Purchases of investments                                       (223,729)          (186,975)          (370,401) 
 Sales of investments                                             231,382            233,790            397,598 
 
 net cash inflow from investing activities                          7,653             46,815             27,197 
                                                        -----------------  -----------------  ----------------- 
 
 cash flows from financing activities 
 Repurchase of ordinary shares for cancellation                      (82)                  -            (2,195) 
 
 net cash outflow from financing activities                          (82)                  -            (2,195) 
                                                        -----------------  -----------------  ----------------- 
 
 increase in cash and cash equivalents for the period               3,519             46,034             23,221 
 cash and cash equivalents at the start of the period              30,839              7,598              7,598 
 Revaluation of foreign currency balances                             103              (143)                 20 
 
 cash and cash equivalents at the end of the period                34,461             53,489             30,839 
                                                        -----------------  -----------------  ----------------- 
 

notes

1. a) general information

North Atlantic Smaller Companies Investment Trust plc ("NASCIT") is a Company incorporated and domiciled in Great Britain and registered in England and Wales.

The Company operates as an investment trust company within the meaning of Section 833 of the Companies Act 2006 and has made a successful application under Regulation 5 of the Investment Trust (Approved Company) (Tax) Regulations 2011 for investment trust status to apply to all accounting periods starting on or after 1 February 2013. The Company is managed in such a way to ensure that it continues to meet the eligibility conditions contained in Section 1158 of the Corporation Tax Act 2010 and the ongoing requirements outlined in Chapter 3 of Part 2 of the regulations.

b) basis of preparation

The condensed consolidated interim financial statements for the six months ended 31 July 2016 have been prepared in accordance with IAS 34 "Interim Financial Reporting". They do not include all financial information required for full annual financial statements and have been prepared using the accounting policies adopted in the audited financial statements for the year ended 31 January 2016. Those financial statements were prepared in accordance with IFRS and with the SORP for Investment Companies and Venture Capital Trusts issued by the AIC in November 2014.

The condensed consolidated interim financial information includes the financial statements of the Company and its wholly owned Subsidiary, Consolidated Venture Finance Limited, for the six months ended 31 July 2016.

c) significant accounting policies

The accounting policies applied are consistent with those of the Annual Financial Report for the year ended 31 January 2016. Since the year end no new standards have been adopted.

d) segmental reporting

The Directors are of the opinion that the Group is engaged in a single segment of business, being investment business. The Group invests in smaller companies principally based in countries bordering the North Atlantic Ocean.

e) going concern

The Company has adequate financial resources and no significant investment commitments and as a consequence, the Directors believe that the Company is well placed to manage its business risks successfully. After making appropriate enquiries, the Directors have a reasonable expectation that the Company has adequate available financial resources to continue in operational existence for the foreseeable future and accordingly have concluded that it is appropriate to continue to adopt the going concern basis in preparing this half yearly financial report.

2. investment management and performance fees

A Performance Fee is only payable if the investment portfolio, including Oryx at the adjusted price, outperforms the Sterling adjusted Standard & Poor's 500 Composite Index at the end of each financial year and is limited to a maximum payment of 0.5% of Shareholders' Funds, and is allocated 100% to capital.

In accordance with the SORP for investment trust companies, an amount would be included in these financial statements for the Performance Fee that could be payable based on investment performance to 31 July 2016.

At that date, no Performance Fee has been accrued for in the accounts (31 July 2015: GBP937,000; 31 January 2016: GBP2,016,000).

3. taxation

The Company has an effective tax rate of 0%. The estimated effective tax rate is 0% as investment gains are exempt from tax owing to the Company's status as an Investment Trust and there is expected to be an excess of management expenses over taxable income and thus there is no charge for corporation tax.

notes (continued)

4. return per ordinary share

 
                                  Revenue                          Capital                            Total 
                        *Net                   Per       *Net                   Per       *Net                   Per 
                      return     Ordinary    Share     return     Ordinary    Share     return     Ordinary    Share 
                     GBP'000       Shares    pence    GBP'000       Shares    pence    GBP'000       Shares    pence 
 
six months ended 
 31 July 2016 
 (unaudited) 
Basic return         (1,530)   14,440,412   (10.6)      8,819   14,440,412     61.1      7,289   14,440,412     50.5 
Share options**            -            -                   -            -                   -            - 
 
Diluted return       (1,530)   14,440,412   (10.6)      8,819   14,440,412     61.1      7,289   14,440,412     50.5 
                   ---------  -----------           ---------  -----------           ---------  ----------- 
 
six months ended 
 31 July 2015 
 (unaudited) 
Basic return           (688)   14,542,035    (4.7)     39,425   14,542,035    271.1     38,737   14,542,035    266.4 
Share options**            -       10,442                   -       10,442                   -       10,442 
 
Diluted return         (688)   14,552,477    (4.7)     39,425   14,552,477    270.9     38,737   14,552,477    266.2 
                   ---------  -----------           ---------  -----------           ---------  ----------- 
 
year ended 
 31 January 2016 
 (audited) 
Basic return           (890)   14,517,651    (6.1)     71,238   14,517,651    490.7     70,348   14,517,651    484.6 
Share options**            -            -                   -            -                   -            - 
 
Diluted return         (890)   14,517,651    (6.1)     71,238   14,517,651    490.7     70,348   14,517,651    484.6 
                   ---------  -----------           ---------  -----------           ---------  ----------- 
 

Basic return per Ordinary Share has been calculated using the weighted average number of Ordinary Shares in issue during the period.

   *    Net return on ordinary activities attributable to Ordinary Shareholders. 

** Excess of total number of potential shares on Option Conversion over the number that could be issued at the average market price, as calculated in accordance with IAS 33: Earnings per share.

5. net asset value per ordinary share

The basic net asset value per Ordinary Share is based on net assets of GBP404,168,000 (31 July 2015: GBP367,545,000; 31 January 2016: GBP396,961,000) and on 14,438,520 Ordinary Shares (31 July 2015: 14,542,035; 31 January 2016: 14,442,035) being the number of Ordinary Shares in issue at the period end.

The diluted net asset value per Ordinary Share is calculated on the assumption that all 30,000 (31 July 2015: 30,000; 31 January 2016: 30,000) Share Options in-the-money were exercised at the prevailing exercise prices, giving a total of 14,468,520 issued Ordinary Shares (31 July 2015: 14,572,035; 31 January 2016: 14,472,035).

During the period, 3,515 Ordinary Shares were bought back for cancellation, at a total cost to the Company of GBP82,000.

notes (continued)

5. net asset value per ordinary share (continued)

adjustment for Oryx

On adoption of IFRS 10 during the year ended 31 January 2015, the Company changed its method of accounting for its investment in Oryx. It was previously priced using equity accounting to account for the Company's share of Oryx's net assets. It is now valued using fair value, derived from the share price which is materially different to the value derived from equity accounting.

The below table shows the effect on the net assets of the change in method.

 
                                                                31 July 2016    31 July 2015   31 January 2016 
                                                                 (unaudited)     (unaudited)         (audited) 
                                                                     GBP'000         GBP'000           GBP'000 
 
 Total equity attributable to equity holders of the Company          404,168         367,545           396,961 
 Increase in net assets if equity accounted*                           8,740           5,898             3,980 
 
 Adjusted net assets                                                 412,908         373,443           400,941 
                                                              --------------  --------------  ---------------- 
 

* increase in net gains on investments at fair value/increase in value of investments at fair value through profit or loss.

 
                              31 July 2016    31 July 2015   31 January 2016 
                               (unaudited)     (unaudited)         (audited) 
                                   GBP'000         GBP'000           GBP'000 
 
 Net asset value 
 - Basic                            2,799p          2,527p            2,749p 
 - Diluted                          2,796p          2,525p            2,746p 
 
 Net asset value adjusted 
 - Basic                            2,860p          2,568p            2,776p 
 - Diluted                          2,857p          2,566p            2,773p 
 

6. share based remuneration

As at 31 July 2016 and as at the date of this report, there were a total of 30,000 options in issue with an estimated fair value of GBP0.4m (31 July 2015: 30,000; 31 January 2016: 30,000). 10,000 options are under the 2011 options scheme and 20,000 options are under the 2012 option scheme.

7. reconciliation of return before finance costs and taxation to cash expended from operations

 
                                                  Six months ended   Six months ended         Year ended 
                                                      31 July 2016       31 July 2015    31 January 2016 
                                                       (unaudited)        (unaudited)          (audited) 
                                                           GBP'000            GBP'000            GBP'000 
 
 Return before finance costs and taxation                    7,298             38,744             70,360 
 Gains on investments                                      (8,771)           (40,362)           (73,314) 
 Share options discharge                                         -              (103)              (103) 
 Share based remuneration                                        -                  7                  7 
 Dividends and interest reinvested                               -                  -              (721) 
 Increase in debtors and accrued income                      (258)              (186)              (470) 
 (Decrease)/increase in creditors and accruals             (2,312)              1,126              2,472 
 
 Cash expended from operations                             (4,043)              (774)            (1,769) 
                                                 -----------------  -----------------  ----------------- 
 

notes (continued)

8. investments

financial assets at fair value through profit or loss

The Company adopted the amendment to IFRS 13, effective 1 January 2009. This requires the Company to classify fair value measurements using a fair value hierarchy that reflects the significance of the inputs used in making the measurements. The fair value hierarchy consists of the following three levels:

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

An active market is a market in which transactions for the asset or liability occur with sufficient frequency and volume on an ongoing basis such that quoted prices reflect prices at which an orderly transaction would take place between market participants at the measurement date. Quoted prices provided by external pricing services, brokers and vendors are included in Level 1, if they reflect actual and regularly occurring market transactions on an arms length basis.

-- 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).

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

The Company's main unobservable inputs are earnings multiples, recent transactions and net asset basis. The market value would be sensitive to movements in these unobservable inputs. Movements in these inputs, individually or in aggregate could have a significant effect on the market value. The effect of such a change or a reasonable possible alternative would be difficult to quantify as such data is not available.

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.

The determination of what constitutes 'observable' requires significant judgement by the Company. The Company considers observable data from investments actively traded in organised financial markets, fair value is generally determined by reference to Stock Exchange quoted market bid prices at the close of business on the Balance Sheet date, without adjustment for transaction costs necessary to realise the asset.

The table below sets out fair value measurements of financial assets in accordance with the IFRS 13 fair value hierarchy system:

 
 group 
 
 six months ended 31 July 2016 (unaudited)      Total   Level 1   Level 2   Level 3 
                                              GBP'000   GBP'000   GBP'000   GBP'000 
-------------------------------------------  --------  --------  --------  -------- 
 
 Equity investments                           235,045   166,624         -    68,421 
 Fixed interest investments                   132,551   101,243         -    31,308 
 
 Total                                        367,596   267,867         -    99,729 
                                             --------  --------  --------  -------- 
 

notes (continued)

8. investments (continued)

financial assets at fair value through profit or loss (continued)

 
 six months ended 31 July 2015 (unaudited)      Total   Level 1   Level 2   Level 3 
                                              GBP'000   GBP'000   GBP'000   GBP'000 
-------------------------------------------  --------  --------  --------  -------- 
 
 Equity investments                           227,352   153,087     2,050    72,215 
 Fixed interest investments                    87,304    65,643         -    21,661 
 
 Total                                        314,656   218,730     2,050    93,876 
                                             --------  --------  --------  -------- 
 
 
 year ended 31 January 2016 (audited)      Total   Level 1   Level 2   Level 3 
                                         GBP'000   GBP'000   GBP'000   GBP'000 
--------------------------------------  --------  --------  --------  -------- 
 
 Equity investments                      246,621   168,009         -    78,612 
 Fixed interest investments              121,217   100,326         -    20,891 
 
 Total                                   367,838   268,335         -    99,503 
                                        --------  --------  --------  -------- 
 

level 3 financial assets at fair value through profit or loss

A reconciliation of fair value measurements in Level 3 is set out below:

 
 group 
 at 31 July 2016 
                                                               Equity   Fixed interest 
                                                 Total    investments      investments 
                                               GBP'000        GBP'000          GBP'000 
-------------------------------------------  ---------  -------------  --------------- 
 
 Opening balance at 31 January 2016             99,503         78,612           20,891 
 
 Purchases                                      16,267          3,896           12,371 
 Sales                                        (11,858)        (8,858)          (3,000) 
 
 Total gains/(losses) included in gains on investments in the 
  statement of comprehensive income: 
 - on assets sold                                  107            107                - 
 - on assets held at the end of the period     (4,290)        (5,336)            1,046 
 
 Closing balance                                99,729         68,421           31,308 
                                             ---------  -------------  --------------- 
 

9. principal risk profile

The principal risks which the Company faces include exposure to:

   (i)    market price risk, including currency risk, interest rate risk and other price risk; 
   (ii)    liquidity risk; and 
   (iii)   credit risk. 

Further details of the Company's management of these risks and exposure to them is set out in Note 14 of the Company's Annual Report for the year ended 31 January 2016, as issued on 12 May 2016. There have been no changes to the management of or exposure to these risks since that date.

notes (continued)

10. related party transactions

There have been no changes to the related party arrangements or transactions as reported in the Statutory Annual Financial Report for the year ended 31 January 2016.

The Manager, Harwood Capital LLP, is regarded as a related party of the Company. The amounts payable to the Manager and Growth Financial Services Limited in respect of investment management for the six months to 31 July 2016 are as follows:

 
                                 Six months      Six months           Year 
                                      ended           ended          ended 
                                    31 July         31 July     30 January 
                                       2016            2015           2016 
                                (unaudited)     (unaudited)      (audited) 
                                    GBP'000         GBP'000        GBP'000 
---------------------------  --------------  --------------  ------------- 
 
 Annual fee                           2,005           1,672          3,344 
 Performance fee                          -             930          2,016 
 Irrecoverable VAT thereon            (48)*               7             60 
 
                                      1,957           2,609          5,420 
                             --------------  --------------  ------------- 
 
   *    Adjusted to VAT based on actual amount of VAT recovered in VAT return. 

Shareholders should also note any payments made under share based remuneration as disclosed in note 6 to these financial statements.

11. financial information

The financial information contained in this half yearly report does not constitute full Statutory accounts as defined in Section 434 of the Companies Act 2006. The financial information for the periods ended 31 July 2016 and 31 July 2015 is not a financial year and has not been audited. The information for the financial year ended 31 January 2016 has been extracted from the latest published Financial Statements, which have been delivered to the Registrar of Companies. The Report of the Auditors on those Financial Statements contained no qualification or statement under Section 498 of the Companies Act 2006.

shareholder information

financial calendar

   Announcement of results and annual report         May 
   Annual General Meeting                                    June 
   Half Yearly figures announced                            September 
   Half Yearly Report posted                                  September 

share price

The Company's mid-market share price is quoted daily in the Financial Times appearing under "Investment Companies".

It also appears on:

   SEAQ Ordinary Shares:                                    NAS 
   Trustnet:                                                          www.trustnet.ltd.uk 

net asset value

The latest net asset value of the Company can be found on the Harwood Capital LLP website: www.harwoodcapital.co.uk

share dealing

Investors wishing to purchase more Ordinary Shares or dispose of all or part of their holding may do so through a stockbroker. Many banks also offer this service.

The Company's registrars are Capita Asset Services. In the event of any queries regarding your holding of shares, please contact the registrars on: 0871 664 0300, or by email on shareholderenquiries@capita.co.uk

Changes of name or address must be notified to the registrars in writing at:

Capita Asset Services

The Registry

34 Beckenham Road

Beckenham

Kent BR3 4TU

shareholder information (continued)

Directors

Peregrine Moncreiffe (Chairman)

Christopher Mills (Chief Executive)

Kristian Siem

Lord Howard of Rising

Enrique Foster Gittes

Manager

Harwood Capital LLP

(Authorised and regulated by the Financial Conduct Authority)

6 Stratton Street

Mayfair

London W1J 8LD

Telephone: 020 7640 3200

Financial Adviser and Stockbroker

Winterflood Investment Trusts

The Atrium Building

Cannon Bridge

25 Dowgate Hill

London EC4R 2GA

Registered Office

6 Stratton Street

Mayfair

London W1J 8LD

Telephone: 020 7640 3200

Registrars

Capita Asset Services

34 Beckenham Road

Beckenham

Kent BR3 4TU

Auditors

KPMG LLP

15 Canada Square

London E14 5GL

Company Secretary

Derringtons Limited

Hyde Park House

5 Manfred Road

London SW15 2RS

This information is provided by RNS

The company news service from the London Stock Exchange

END

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