- Release Date: 25/05/12 10:30
- Summary: FLLYR: CDN: Results for the year ended 31 March 2012
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CDN 25/05/2012 08:30 FLLYR REL: 0830 HRS Caledonia Investments Plc FLLYR: CDN: Results for the year ended 31 March 2012 HIGHLIGHTS - 7.0% decrease in diluted NAV total return over the year vs 1.4% increase in the FTSE All-Share Total Return index - 118.9% total shareholder return over ten years (53.4% outperformance vs FTSE All-Share Total Return index) - Substantial increase in the dividend for the year of 15.6% to 42.9p. Further increases in dividend likely as portfolio income rises - Significant progress on strategic initiatives to enhance portfolio income, strengthen management and refine investment processes - Portfolio transition progressing well, 248m invested and 130m realised - Income & Growth pool successfully established at 111m with target 200m over next two years - Rod Kent to succeed James Loudon as Chairman from July 2012 CHAIRMAN'S STATEMENT Results Caledonia's net asset value per share on a total return basis has underperformed the FTSE All-Share by 8.4% over the past 12 months and by 14.1% over the past five years. With a concentrated and long term portfolio such as ours, deviation in our performance from the index over any one year is not surprising. However, the underperformance over five years is disappointing. Our total shareholder return performance has also been significantly affected by the widening of our share price discount to net asset value. We have increasingly bought in our own shares as the discount has widened, as we believe that this represents good value for our shareholders, but ultimately we believe it will be investment performance, rather than share buy-backs, which will cause our discount to narrow. The extent of our buy-backs is limited by the shareholding of the Cayzer concert party. The future outlook is much more positive. One of the cornerstones of the strategy set out in last year's annual report was to increase, without undermining our core objective of long term capital growth, the yield flowing from our portfolio, in order to enable us in turn to enhance the income element of the total return for our shareholders. The re-shaping of our portfolio over the past year has laid the foundation to achieve this and the board's confidence in a steadily rising trend in income over the next few years has enabled it to make the recommendation for a significant increase in the final dividend as set out below. In addition, I am pleased to report that, within Caledonia's established investment model, the other strategic initiatives highlighted in last year's annual report are starting to bear fruit, including a refined investment process, improved deal flow, attractive new investments and the sale of non-core and subscale investments. These are described in more detail in the Chief Executive's report. Dividend In view of its confidence in the future benefits of the strategic initiatives being undertaken, and in particular in relation to Caledonia's foreseeable income prospects, the board has proposed raising the final dividend by 20.0% from 26.0p to 31.2p per share, payable on 9 August 2012. The total dividend for the year will therefore amount to 42.9p per share, an increase of 15.6% over the previous year. The board's objective is to continue with a higher rate of increase in the dividend as income from the portfolio grows. Once we have reached a new base level, we intend to pursue a progressive dividend policy bearing in mind our record of increasing dividends every year for the last 45 years but without detracting from our fundamental aim of providing capital growth. Board In my statement in last year's annual report, I advised that the board intended to undertake a process of gradual refreshment and in September 2011 we were pleased to announce the appointments of Rod Kent and Robert Woods as additional independent non-executive directors. John May retired as an executive director at the half-year, with our grateful thanks for his contribution to Caledonia's affairs over his eight years on the board. I myself have served on the board for nearly 17 years, the last three and a half of which as Chairman following Peter Buckley's sudden death in December 2008. Having overseen the transition of Chief Executive from Tim Ingram to Will Wyatt and the adoption of a revised strategy, I feel that it is an appropriate time for me to relinquish the Chairmanship and to step down from the board, which I propose to do at the conclusion of the AGM in July. The board has decided to appoint Rod Kent as my successor, a choice with which I am delighted. Having been Managing Director for many years and Chairman of Close Brothers from 2006 to 2008, as well as chairman or a non-executive director of a number of other major companies during his career, Rod brings a wealth of experience to Caledonia and I wish him all the very best for the future. Charles Cayzer will be succeeding Michael Wyatt as Chairman of the Cayzer Trust Company ('CTCo') when Michael retires at CTCo's AGM in December 2012. Charles will then retire as an executive director of Caledonia, but will remain on the board as a non-executive director. He will have been an executive director for 27 years, having been appointed in 1985, and he has given valuable service to the company over all those years. As Chairman of CTCo, which holds 34.2% of Caledonia's shares together with other interests, he will be taking a leading role in the Cayzer family's affairs. We are delighted that Caledonia will also benefit from his continued membership of its board. Mark Davies, who has been a non-executive director of Caledonia since 2002, has also signalled his wish to retire from the Board before the end of this calendar year. However, as this is my last statement as Chairman, I would personally like to thank Mark enormously on behalf of shareholders for his wise counsel over the past decade, which will be very much missed. Outlook Caledonia's stated strategy is being successfully implemented by our management team. By the nature of our business and our longer term attitude to investment, this is a continuing process. For example, the divestment of non-core assets that are both sub scale and relatively illiquid together with the subsequent redeployment of the capital realised at attractive valuations, requires patience. The current economic climate and outlook, especially in Western economies, is not an easy backcloth against which to achieve these strategic shifts. I am confident that the initiatives already undertaken by our management will enable Caledonia to perform well. Those moves, coupled with the higher intrinsic value than current market prices of several of our larger quoted investments, will deliver our shareholders a good return over the longer term. James Loudon Chairman CHIEF EXECUTVE'S REPORT Results The economic backdrop of recession in Europe - in particular, artificially low interest rates combined with the unprecedented fiscal problems of many EU countries - has caused investors rightly to be nervous. This was demonstrated by a flight to the relative safety of cash and bonds in the autumn of last year, which has left several of our investments trading at significantly lower valuations as investors have been cautious in respect of equities. More positively, this has allowed us to deploy capital into our new Income & Growth pool at reasonable prices. Caledonia's long term investment approach of taking large stakes in companies has often resulted in uneven performance, especially when compared with an index whose composition is less concentrated than our portfolio. Short term swings in valuation within the portfolio are to be expected and are acceptable, provided there is not an underlying diminution in intrinsic valuation of the respective investment. However, a decrease in the net asset value per share total return ('NAV TR') of 7.0% over the past year has had a large proportional effect on our five year NAV TR, which has underperformed our benchmark, the FTSE All-Share TR, by 14.1% over the same period. We have continued, however, to outperform this index over the past ten years. The majority of the five year underperformance is due to Caledonia's dividend pay-out being below that of the market. We are addressing this strategically through our increased emphasis on income from the portfolio, which should be reflected in increased dividends to shareholders. Discount The discount at which our shares trade compared with our underlying NAV has widened, ending the year at 25%. This is approaching the level at which many private equity investment trusts trade and is considerably wider than the average of the Global Growth sector in which we are categorised. We purchased 12.6m of shares during the year and we continue to believe that investing in the existing portfolio through share buy-backs at such a wide discount is both accretive and good value for all shareholders. We will once again ask for the necessary permissions to buy in shares at the AGM, though our ability to conduct such a strategy for a sustained period is constrained by the holding of the Cayzer Concert Party. However, the real driver of the discount is the underlying performance of the portfolio which, in recent years, has been weak. The strategic initiatives to address this were outlined a year ago and are well underway. We are particularly pleased with the strong performance of some of the newer investments, which outperformed the benchmark by 5%. I am confident that this trend will continue and that shareholders will benefit from an overall improvement in performance. Strategy I laid out our strategy in my report a year ago. The core message was that Caledonia's excellent model of long term supportive capital was as relevant and fit for purpose as ever, but was in need of certain adjustments. Our strategy review identified four key areas where we would focus our attention: - The yield derived from the portfolio was too low. We have addressed this both by creating an internally managed Income & Growth pool and through a more stringent yield requirement. I am pleased to report good progress with underlying income rising as the portfolio is realigned. We envisage further progress over the next two years without detracting from Caledonia's core approach which seeks to invest in growth, rather than dedicated income, companies. This supports our stated intention to pay a higher dividend to shareholders, as outlined by the Chairman. - We had too many subscale investments. Since the strategy was adopted, we have sold, or are in the process of selling, eight subscale investments and have identified a further seven for disposal. In addition, management of three subscale businesses has been transferred to a private equity firm. This will leave us with a core portfolio of 40-50 investments, which is optimal for our current management resource and will allow us to keep our ongoing charges ratio to around 1%. We have implemented a minimum size threshold for new investments of 10m overall, though listed stakes may be built up over time, and 20m for unquoted companies. This does not apply to purchases by the Income & Growth pool, for which the portfolio criteria are by their nature different. - A change in the way we manage our portfolio. The portfolio has been reorganised into six distinct pools of capital managed by investment executives with relevant experience and skill. There is necessarily an element of matrix management as several of the pools contain both unquoted and quoted investments. There is clearer accountability and responsibility as a result of these changes. - Our investment and divestment process requires refining. -- Our new management structure has strengthened our decision making process. -- The pool structure has added focus and responsibility. -- The investment size limits have helped refine our research and investment towards fewer but more suitable opportunities. -- Our deal flow has been enhanced through increased marketing and specialist resource. The yield requirement has seen a subtle shift in our ideal target portfolio company, resulting in less early stage investments and a move towards a more mature profile than in the recent past. Our investment criteria are now focused on a strong market position, strong margins and cash flows, and high barriers to entry, combined with an established and proven management team. Companies that possess such qualities are an excellent fit with our style of investing and will result in less risk with equally attractive return characteristics, if bought at reasonable valuations. We have moved away from an absolute requirement for a board seat, particularly through the Quoted pool. This will result in an increased level of liquidity as well as holdings in companies with larger market capitalisation. The board has signalled its confidence in this strategy by substantially increasing the final dividend and its intention is to continue Caledonia's progressive dividend policy, but from this higher level, in the future. Investment activity During the year, we invested 248m and realised 130m of assets. The Income & Growth pool was the principal recipient of funds during the course of the year, investing 111m at opportune moments in what was a volatile year for markets. Our strategic aim is to increase the size of this pool to 15 20% of the portfolio, representing up to a little over 200m, over the next two years. Excluding the Income & Growth pool, we made eight new and eleven follow-on investments and fully or partially sold twelve holdings during the year. Over the year, the returns from all but the Income & Growth pool were disappointing though, in a volatile market, a concentrated portfolio such as ours will inevitably experience a greater degree of fluctuation in value. The underlying financial performance of most of our investments has remained healthy, so we expect that value will accrue to investors in due course. The following table summarises the portfolio movements and performance by pool. The time weighted return takes account of the timing of investments, disposals and income receipts throughout the year. [ Table of portfolio movements and performance by pool ] Pool commentary Quoted pool. Our solid, bottom-up analysis, married to a value oriented style, is tailored to the identification of long term equity growth stories. Four new investments in Spirax-Sarco, The Weir Group, Hill & Smith and Greggs were made during the year. Unquoted pool. The portfolio holdings have shown a healthy 16% growth in underlying profits overall in the year, though valuation metrics have reduced. We have witnessed excellent deal flow with over 200 opportunities assessed and have made one new investment - in Bowers & Wilkins, an audio equipment manufacturer. We have been granted exclusivity in a further deal and have a healthy pipeline of opportunities. Asia pool. In the quoted arena, we made investments in Jardine Matheson and one of its associated companies. In India, our shareholding in First Blue Home Finance will be merged with another of our holdings, Dewan Housing Finance, during the next year. We made a new commitment to an Asian fund of private equity funds. Property pool. We sold several Edinmore Investments property companies and assets during the year, whilst Brookshire, the specialist industrial property team, made several new acquisitions. We added to our holding in London & Stamford. Funds pool. We will select manager with top quartile performance records for both private equity and quoted funds to give us targeted geographical and sector exposure with a controlled risk/reward profile. We have made further commitments to private equity funds in the UK and US. Income & Growth pool. This pool has produced an impressive first year outperformance, laying solid foundations for future yield and capital appreciation as well as enhancing our global exposure. The pool reviews that follow this report provide further details of our portfolio of investments. Asset class We retain an approximate 60:40 split between listed and unlisted companies which is a slightly higher exposure to quoted companies than last year, but not dissimilar to our long term average. [ Table of asset allocation ] Top five investments Our largest five investments are shown in the table below. Caledonia has always taken substantial stakes in companies, often built up over a period of time. Retaining our successful investments for the longer term has been a key plank of our investment style, so usually there is relatively little change in the composition of the top five or ten holdings from year to year. We did however sell down some of our holding in British Empire Securities during the year and transferred the funds to the Income & Growth pool. Cobehold is a privately held Belgian investment vehicle with net assets of approximately EUR1.2bn in which Caledonia owns a 10% holding. It has invested in a high quality portfolio of about 15 growth orientated companies, mostly in continental Europe. It has grown to be our second largest investment and we continue to see substantial underlying growth from its portfolio, which bodes well for the future. [ Table of top five investments ] Geography In previous years, we have set out our desire to increase overall exposure to Asian economies. We have been investing in India for a number of years, but lacked exposure to the rest of South East Asia. We have therefore selected two Asian funds of private equity funds to complement our investment in Capital Today China and have made initial investments in Jardine Matheson and Hongkong Land. We have also deliberately increased exposure to North America during the year. We have followed closely the disturbing announcements by the Indian government regarding potential retrospective taxation charges. This rhetoric is making India a less attractive country in which to invest and foreign investment flows have slowed considerably. We will continue to monitor events closely, though we view India as a strong long term structural growth story, albeit with many of the normal attributes of an emerging economy, both good and bad. [ Table of geographic distribution ] Outlook The corporate sector continues to produce strong results and to nurture healthy balance sheets. This is in direct contrast to many Western economies, which are over indebted, underperforming and being kept alive with artificially created money. Markets remain only fairly valued and are likely to show volatile movement for some time to come. We will continue to invest Caledonia's balance sheet with great care and allocate our most precious commodity, our capital, only to well run and attractively priced companies. I would like to end by expressing, on behalf of the board, our sincerest thanks to James Loudon for his hugely significant contribution to the company over a long period of time and, particularly, for stepping up to Chairman on the untimely death of Peter Buckley three and a half years ago. We wish him a long and fulfilling retirement. Will Wyatt Chief Executive BASIS OF PREPARATION The financial information included in this preliminary announcement has been computed in accordance with International Financial Reporting Standards ('IFRSs') as adopted by the European Union. However, this announcement does not itself contain sufficient information to comply with IFRSs. The company expects to publish financial statements that comply with IFRSs on 19 June 2012. The financial statements were approved by the board on 24 May 2012. A copy of the final results announcement is available from the company's website at www.caledonia.com. End CA:00223252 For:CDN Type:FLLYR Time:2012-05-25 08:30:22
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