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Replacement Unaudited Financial Statements

28 Aug 2015 11:36

RNS Number : 4481X
Carador Income Fund PLC
28 August 2015
 



GENERAL TEXT AMENDMENT

The following amendment has been made to the Unaudited Interim Financial Statements announcement released on 27 August 2015 at 14:21pm under RNS No 3275X

Date on Statement of Director's Responsibilities from 26 August 2014 to 26 August 2015

All other details remain unchanged.

The full amended text is shown below.

RNS Announcement

Carador Income Fund PLC

27 August 2015

FOR IMMEDIATE RELEASE

 

INTERIM REPORT AND UNAUDITED CONDENSED INTERIM FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 JUNE 2015

 

NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR INDIRECTLY, TO U.S. PERSONS OR INTO OR IN THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN.

 

A copy of the Company's interim report including unaudited condensed interim financial statements 2015 are set out below, will be posted to the shareholders of the Company and will shortly be available on the Company's website, www.carador.co.uk.

 

CARADOR INCOME FUND PLC: INVESTMENT OBJECTIVE

 

The investment objective of Carador Income Fund PLC (the "Company") is to produce attractive and stable returns with low volatility compared to equity markets by investing in a diversified portfolio of senior notes of collateralised loan obligations ("CLOs") collateralised by senior secured bank loans and equity and mezzanine tranches of CLOs.

 

The Company's shares have a listing on the premium segment of the Official List of the UK Listing Authority and are admitted to trading on the main market of the London Stock Exchange ("LSE").

 

CHAIRMAN'S REPORT 

I am pleased to present the Interim Report including unaudited condensed interim financial statements for the Company for the six months ended 30 June 2015.

Uncertainty was a major theme in the markets during the first half of 2015. Questions continued over the timing of rising rates, the potential "Grexit" from the Eurozone, the possibility of a Puerto Rican default, and the direction of the Chinese equity market. June was a particularly volatile month as the VIX, which measures the market's implied volatility, spiked over 34% as levels rose from 14.02 to 18.85 in just one day. Bank loans proved relatively sheltered as the S&P/LSTA Leveraged Loan Index returned +2.83% during the period, outperforming emerging market bonds (+2.76%), high yield bonds (+2.53%), equities (+1.23%), U.S. Treasuries (+0.03%), and investment grade bonds (-0.92%). Within the bank loan market, higher quality assets outperformed their riskier counterparts. Loans rated BB returned +3.29% year to date while CCC-rated loans returned +2.69%.1

 

PerformanceDuring the six month period ended 30 June 2015 the Company generated a total net asset value ("NAV") return of 4.58% including distributions. The Company started the year with a NAV per US Dollar share of US$0.8993 and ended the first half at US$0.8891, a -1.13% decline in the NAV per share, although as noted below, the Company also paid a total of US$0.0500 per share in dividends over the period.2

 

The Company's shares closed the first half of 2015 at US$0.8700, a -2.15% discount to the NAV at 30 June 2015. The annualised historic dividend yield based on the last declared dividends was 11.49%.3

 

Cash Flow and Dividends

In January 2015, based on current market conditions, the Board reiterated a target dividend of US$0.10 per US Dollar share distributed evenly in four quarterly payments.4 The Company seeks to maintain its status as an "excluded security" under the Non-Mainstream Pooled Investment ("NMPI") rules, and so the Board is committed to distributing at least 85% of its net income each financial year. If the target US$0.10 dividend per share is forecast to be less than 85% of the Company's net income, the Board will seek to increase the Q4 2015 dividend commensurately.

 

On this basis, the Company made the following dividend announcements in respect of Q4 2014 and the first half of 2015:

 

· On 22 January 2015, the Board declared a dividend of US$0.0250 per US Dollar share in respect of the period from 1 October 2014 to 31 December 2014. The dividend was paid on 4 February 2015.

· On 23 April 2015, the Board declared a dividend of US$0.0250 per US Dollar share in respect of the period from 1 January 2015 to 31 March 2015. The dividend was paid on 6 May 2015.

· On 21 July 2015, the Board declared a dividend of US$0.0250 per US Dollar share in respect of the period from 1 April 2015 to 30 June 2015. The dividend was paid on 6 August 2015.

 

The cashflows received by the Company increased throughout the first half of the year since many of the post-crisis Income Note investments commenced distributions. The cashflow coverage continued to be sound as shown in the table below.

 

Quarterly declared dividends per US$ Share and Net Cashflow Coverage of Dividends

 

Year

Dividend Declared

Net Cashflow Cover

1Q12

3.3c

1.5x

2Q12

3.4c

1.5x

3Q12

3.8c

1.5x

4Q12

4.3c

1.4x

1Q13

3.4c

1.3x

2Q13

3.4c

1.3x

3Q13

3.4c

1.1x

4Q13

2.9c

1.1x

1Q14

2.5c

1.2x

2Q14

2.5c

1.1x

3Q14

2.5c

1.1x

4Q14

2.5c

1.1x

1Q15

2.5c

1.3x

2Q15

2.5c

1.3x

 

Material Events

On 30 January 2015, the Company's investment manager, GSO / Blackstone Debt Funds Management LLC (the "Investment Manager") (together with its affiliates, "GSO Blackstone"), appointed J. Richard ("Dik") Blewitt as the Company's new portfolio adviser following the resignation of Mark Moffat from GSO Blackstone.

 

On 30 April 2015, the Company released its audited Annual Report and Accounts for the full year 2014.

 

At the annual general meeting ("the AGM") of the Company held on 25 June 2015, shareholders approved the following ordinary and special resolutions:

 

Ordinary Business

1. Receipt and consideration of the directors' report and the financial statements of the Company for the year ended 31 December 2014 and the report of the auditors thereon.

2. Re-appointment of KPMG as auditors of the Company.

3. Authorisation of the Directors to fix the remuneration of the auditors of the Company.

4. Re-election of Nicholas Moss as a Director of the Company.

5. Re-election of Edward D'Alelio as a Director of the Company.

6. Re-election of Werner Schwanberg as a Director of the Company.

7. Re-election of Adrian Waters as a Director of the Company.

8. Re-election of Fergus Sheridan as a Director of the Company.

 

Special Business

9. Authorisation of the Board to allot and issue up to 54,325,334 shares (or, if lower, such number of shares as represent 10 per cent. of the shares in issue at the date of the AGM), such authority to expire at the conclusion of the next annual general meeting of the Company unless previously renewed, varied or revoked by the Company in general meeting.

10. Authorisation of the Board to allot and issue up to 54,325,334 shares (or, if lower, such number of shares as represent 10 per cent. of the shares in issue at the date of the AGM) without having previously to offer such shares to shareholders on a pre-emptive basis, such authority to expire at the conclusion of the next annual general meeting of the Company unless previously renewed, varied or revoked by the Company in general meeting.

 

OutlookThe Board believes that the Company's portfolio was well positioned in the first half of 2015 to take advantage of investment opportunities. As at the end of June 2015, the Company's portfolio consisted of 32.73% Mezzanine Notes, 65.67% Income Notes and a cash balance (including other assets and liabilities) of 1.60%.

 

The Board believes that this portfolio allocation will continue to deliver attractive total returns as well as high current income via quarterly dividend distributions.

 

 

Werner Schwanberg

Chairman

26 August 2015

 

INVESTMENT MANAGER'S REVIEW

For the six month period ended 30 June 2015

 

Highlights of the first half of 2015 include:5

 

· Aggregate declared dividend income of US$0.050 per share, in line with the target provided by the Board in January 2015.

· Total NAV return of 4.58% including dividends paid.

· Historic dividend yield of 11.49% (share price as at 30 June 2015).6

· 1.32x net cashflow cover for the first half of 2015.

· The portfolio has been actively traded during the period. The Company added 7 investments to the portfolio for a total market value of US$66.7 million and sold 9 investments for a total market value of US$59.4 million.

· The Investment Manager believes that the portfolio rotation from pre-financial crisis CLOs to post-financial crisis deals is almost complete. We have opportunistically reduced our 1.0 exposure as we found attractive 2.0 opportunities, although certain 1.0 Income Notes remain strong performers. As at 30 June 2015, the portfolio NAV consists of 65.67% of Income Notes of which 10.55% are in pre-financial crisis deals.

Bank Loan Market Overview

As we approach the end of the Federal Reserve's (the "Fed") zero interest-rate policy, we expect the loan asset class will garner significant attention from investors concerned about protecting their fixed-income portfolios from duration risk. The U.S. market has already seen signs of this as mutual fund flows stabilised in 2015 after outflows totalled US$24.0 billion in 2014.7 The impending rate hike in the U.S. should eventually lead to inflows. Furthermore, CLO creation in both the U.S. and in Europe has remained steady year on year and continues to help support the secondary loan market.8

 

U.S. bank loan new issuance reached US$229.0 billion for the first half of 2015, down 30% relative to last year's US$327.8 billion first-half tally.8 Volume was heavily weighted in the second quarter as robust demand spurred an increase in re-pricing activity. Given the decrease in net new issuance, supply has lagged demand in the loan market and we expect that trend to continue as the market adapts to new regulations governing leveraged lending guidelines.

 

In Europe, new issuance surged in the first quarter but slowed in second quarter totaling €36 billion of issuance. Similar to the U.S., re-pricing activity increased dramatically to almost €8 billion during Q2, accounting for 51% of the quarter's volume.8 Expectations for the remainder of the year are constructive, though Greece-related concerns may dissuade issuers from tapping the market.

 

The loan market is supported by healthy corporate credit fundamentals. Total debt used to fund large U.S. leveraged buyouts ("LBOs") declined slightly to 5.7x, compared to the end of 2014 (5.8x). Total leverage ratios of European LBOs ticked up slightly (5.6x) from the end of 2014 (5.3x). Ratios in both the U.S. and in Europe remain well below their 2007 peaks of 6.2x and 6.6x, respectively. Sponsors are also contributing more equity to their LBOs as equity now represents 42% of LBOs compared to 31% in 2006 and 2007 in the U.S. and 44% now versus less than 35% in 2006 and 2007 in Europe. Companies have taken advantage of receptive capital markets by cutting interest costs and pushing out their liabilities. Interest coverage ratios are historically high and the loan maturity wall is manageable with 80% of loans outstanding maturing in 2019 or later. 8

 

Default rates continue to remain below their historical average of 3.4% as the LTM bank loan default rate was 1.74% at the end of June. Strategists continue to be constructive on near-term credit risk and forecast loan default rates of 1.5% for both 2015 and 2016, excluding energy. Including the energy sector, the 2016 default rate may be closer to 2.0%. Companies in the energy and coal sectors have continued to struggle; nine energy companies and three coal companies defaulted thus far in 2015, accounting for 35% and 30% of YTD default volume, respectively.7

 

In Europe, default rates based on principal amount ended the quarter at 2.13%, as seen in the S&P European Leveraged Loan Index. Default rates are expected to remain around this level after averaging 3-5% per year since peaking in 2009.9

CLO Market Overview

Global CLO issuance was strong as 112 deals totaling US$59.0 billion and 19 deals totaling €8 billion came to market in the U.S. and Europe, respectively, during the first half of the year.8 Morgan Stanley estimates that nearly 40% of CLOs issued were brought to the market by repeat managers that manage more than 10 pre-crisis CLOs and around 34% were issued by managers with only CLO 2.0s under management.10 Six managers have priced three or more deals YTD, including GSO. The primary pipeline remains quite large, though collateral sourcing continues to challenge CLO managers and Greece's debt problems may curtail further European CLO activity. Strategists forecast full year 2015 volume to be US$85-US$100 billion in the U.S. and €18-€20 billion in Europe.11

 

In the primary market, CLO spreads have tightened across the capital structure since December, though they started to drift wider in late May. Given the backlog of CLOs combined with lacklustre bank loan issuance, we expect that spreads will continue to widen over the next few months.

 

Larger managers that have issued deals before the crisis were able to access the market at a cheaper cost of capital. CLO managers with more than 10 CLO 1.0s under management priced their transactions at an average discount margin of L+147bps versus L+150bps for all managers.10

 

Impending U.S. risk retention regulations are becoming a bigger factor in the new issue market. We expect that equity investors will become more insistent on risk retention-compliance to ensure the ability to refinance transactions after the rules become effective. CLO managers are beginning to move forward with solutions to risk retention and many have resolved to finance transactions themselves.

 

The Volcker Rule is threatening liquidity in the CLO market as dealers now face severe restrictions in, and potential capital charges on, owning senior notes of CLOs issued before 2014. Reduced liquidity is evident in the spreads of non-compliant, pre-crisis ("CLO 1.0") AAA notes. The AAA discount margins of CLO 1.0s widened from 70bps to 120bps over the 12-week period ending 26 June 2015.12

 

Portfolio Update

The portfolio remains actively managed with over US$126.1 million traded over the first half of the year.

 

The Investment Manager traded out of relatively low yielding pre-financial crisis Income and Mezzanine Notes into a number of post-financial crisis opportunities. We acquired over US$65.3 million of 2.0 Income Notes, primary and secondary, at target risk adjusted IRR range of 12.4% to 15.0%.

 

The Investment Manager continues to be comfortable with the exposure to U.S. CLOs only. Looking at the 2013 and 2014 vintages, the median cumulative equity tranche cash distributions since inception for U.S. CLOs stands at 37% and 15%, respectively, while European performance by this metric is substantially worse at 20% and 10%, respectively.10

 

As at 30 June 2015, the NAV breakdown by CLO 1.0, CLO 2.0, Income Notes and Mezzanine Notes and cash balance was as follows:

 

Investment Type

% of June 2015 NAV

CLO 1.0 Mezzanine Notes

8.75%

CLO 2.0 Mezzanine Notes

23.98%

CLO 1.0 Income Notes

6.93%

CLO 2.0 Income Notes

58.74%

Cash (including other assets and liabilities)

1.60%

As at 30 June 2015, the Company's top five exposures were:

 

Investment

Manager

Original Rating

% NAV

Sheridan Square CLO Ltd 2013-1 INC

GSO / Blackstone Debt Funds Management LLC

NR/NR

6.67%

Pinnacle Park 2014-1A SUB

GSO / Blackstone Debt Funds Management LLC

NR/NR

4.88%

Flatiron CLO 2014-1 X SUB

New York Life Investors LLC

NR/NR

4.85%

Neuberger Berman CLO XVII Ltd 2014-17 SUB

Neuberger Berman Fixed Income LLC

NR/NR

4.47%

Keuka Park CLO Ltd 2013-1A SUB

GSO / Blackstone Debt Funds Management LLC

NR/NR

4.02%

 

 

 

 

Outlook

We remain cautious over the short to medium term given the broader market volatility and current macro environment. As we receive more clarity around the situation in Greece and China, we expect volatility to subside somewhat leaving the market with positive credit fundamentals and potentially better yields, depending on this year's Fed actions. CLO asset sourcing and arbitrage will continue to be a challenge for managers that, when combined with the current volatility, may present better secondary opportunities in CLO mezzanine and equity tranches. We continue to look for attractive relative value opportunities with special focus in downside protection and emphasis on managers we believe select the most credit resilient loan portfolios in downside scenarios.

 

As of the half year end, the Company maintained a cash balance (including other assets and liabilities) of 1.60% which the Investment Manager will continue to invest as new attractive opportunities appears.

Risk Management

The Company's portfolio of CLO investments is managed to minimise default risk and potential loss through credit analysis performed by the Investment Manager's experienced credit research team. Achieving diversity is part of the Company's investment objective. Each investment is assessed with a view to providing diversification in terms of underlying assets, issuer, sector and maturity profile.

The Company invests in a minimum of 20 separate transactions with a maximum exposure per investment, at the time of investment, of 20% of the NAV. The Company also limits its exposure to transactions managed by the same portfolio manager to 15% of the NAV, at the time of investment. However, if the portfolio manager is an affiliate of the Investment Manager, this limit is increased to 60% of the Net Asset Value, at the time of investment.

The Company may invest in assets which are denominated in Euro and Sterling, as well as U.S. Dollars, however the base currency of the Company is the U.S. Dollar. The Company therefore may have an exposure to changes in the exchange rate between the U.S. Dollar and the Euro/Sterling which, if unhedged, has the potential to have a significant effect on returns. The Directors believe that it is in the best interests of Shareholders for the Company to engage in currency hedging solely to reduce the risk of currency fluctuations and the volatility of returns which may result from such currency exposure. This may involve hedging, at the level of the Company, the Euro/Sterling assets to U.S. Dollars. As at 30 June 2015, the Company had immaterial non-U.S. Dollar exposure.

The Company only uses currency and other hedging techniques for the purposes of efficient portfolio management in accordance with the requirements of the Central Bank of Ireland ("Central Bank"). The Company has no intention of using the currency hedging facility for the purposes of currency speculation for its own account.

Please also refer to note 10 for a fuller description of the risks involved in an investment in the Company.

Important Events Post Balance Sheet Date

On 21 July 2015, the Board declared a dividend of US$0.0250 per US Dollar share in respect of the period from 1 April 2015 to 30 June 2015. This dividend was paid on 6 August 2015.

 

 

GSO / Blackstone Debt Funds Management LLC

26 August 2015

 

 

 

 

STATEMENT OF DIRECTORS' RESPONSIBILITIES AND INTERIM MANAGEMENT REPORT

 

RESPONSIBILITY STATEMENT OF THE DIRECTORS IN RESPECT OF THE INTERIM FINANCIAL REPORT

Each of the Directors, whose names and functions are listed in the section of the interim report entitled "Management and Administration" confirm that, to the best of each person's knowledge and belief:

(a) the unaudited condensed interim financial statements comprising the unaudited condensed interim statement of financial position, unaudited condensed interim statement of comprehensive income, unaudited condensed interim statement of changes in equity, unaudited condensed interim statement of cash flows and the related explanatory notes have been prepared in accordance with IAS 34 Interim Financial Reporting as adopted by the EU.

(b) the interim management report, specifically the Investment Manager's report and the information below, note 9, note 10 and note 18, includes a fair review of the information required by:

(i) Regulation 8(2) of the Transparency (Directive 2004/109/EC) Regulations 2007, being an indication of important events that have occurred during the first six months of the financial year and their impact on the condensed interim financial statements; and a description of the principal risks and uncertainties for the remaining six months of the year; and

(ii) Regulation 8(3) of the Transparency (Directive 2004/109/EC) Regulations 2007, being related party transactions that have taken place in the first six months of the current financial year and that have materially affected the financial position or performance of the entity during that period; and any changes in the related party transactions described in the last annual report that could do so.

 

PRINCIPAL RISKS, UNCERTAINTIES, RISK MANAGEMENT, OBJECTIVES AND POLICIES

The Company's investment objective is to produce attractive and stable returns with a low volatility compared to equity markets, by investing in a diversified portfolio of senior notes of collateralised loan obligations ("CLOs") collateralised by senior secured bank loans and equity and mezzanine tranches of CLOs. Investment in the Company carries with it a degree of risk including, but not limited to, business risks and the risks associated with financial instruments, referred to in note 10 of these unaudited condensed interim financial statements and the Investment Manager's review. The primary business risk is the risk that the Company may not achieve its investment objective. Meeting that objective is a target but the existence of such an objective should not be considered as an assurance or guarantee that it can or will be met.

 

A summary of the primary risks relating to the Company are:

· The past performance of the Company is not necessarily indicative of, and cannot be relied upon as a guide to, the future performance of the Company.

· In calculating its NAV, the Company may, if broker quotes are not available, be required to rely on estimates of the value of securities in which the Company invests which are unaudited or subject to little verification or other due diligence.

· There are risks related to CLO securities, including leveraged credit risk, the potential for interruption and deferral of cash flow, asset/liability mismatch risk, currency risk, volatility risk, liquidity risk, reinvestment risk and risks associated with collateral.

· The success of the Company is significantly dependent on the expertise of the Investment Manager and the Investment Manager's ability to source CLOs which are suitable to be held in the Company's portfolio.

· There can be no assurance that the Investment Manager will be able to accurately predict the future course of price movements and performance of securities.

· Restrictions on withdrawal of capital mean that shareholders must be prepared to bear the risks of owning an interest in the shares for an extended period of time.

· The market price of the shares can fluctuate and there is no guarantee that the market prices of shares will reflect fully their underlying NAV.

 

Please also refer to note 10 for a fuller description of the risks involved in an investment in the Company.

 

The Directors anticipate that the principal risks and uncertainties will remain as outlined above and in note 10 for the remaining six months of the current financial year.

 

CONNECTED PARY TRANSACTIONS

The Central Bank of Ireland Non-UCITS Notices, NU 2.10 - 'Dealings by promoter, manager, partner, trustee, investment adviser and group companies' states in paragraph one that any transaction carried out with a collective investment scheme by a promoter, manager, partner, trustee, investment adviser and/or associated or group companies of these ("connected parties") must be carried out as if negotiated at arm's length. Transactions must be in the best interests of the shareholders.

 

The Directors are satisfied that there are arrangements (evidenced by written procedures) in place, to ensure that the obligations set out in paragraph one of NU 2.10 are applied to all transactions with connected parties; and the Directors are satisfied that transactions with connected parties entered into during the period complied with the obligations set out in paragraph one of NU 2.10.

 

 

 

Werner Schwanberg

Fergus Sheridan

Adrian Waters

Edward D'Alelio

Nicholas Moss

26 August 2015

 

 

 

INDEPENDENT REVIEW REPORT TO Carador Income Fund PLC

Introduction

We have been engaged by Carador Income Fund PLC to review the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2015 which comprises the unaudited condensed interim statement of financial position, unaudited condensed interim statement of comprehensive income, unaudited condensed interim statement of changes in equity, unaudited condensed interim statement of cash flow and the related explanatory notes. We have read the other information contained in the half-yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.

This report is made solely to the Company in accordance with the terms of our engagement to assist the Company in meeting the requirements of the Transparency (Directive 2004/109/EC) Regulations 2007 as amended ("the TD Regulations") and the Transparency Rules of the Central Bank of Ireland. Our review has been undertaken so that we might state to the Company those matters we are required to state to it in this report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company for our review work, for this report, or for the conclusions we have reached.

 

Directors' responsibilities

The half-yearly financial report is the responsibility of, and has been approved by, the Directors. The Directors are responsible for preparing the half-yearly financial report in accordance with the TD Regulations and the Transparency Rules of the Central Bank of Ireland.

As disclosed in note 2, the annual financial statements of the Company are prepared in accordance with IFRSs as adopted by the EU. The Directors are responsible for ensuring that the condensed set of financial statements included in this half-yearly financial report has been prepared in accordance with IAS 34 Interim Financial Reporting as adopted by the EU.

Our responsibility

Our responsibility is to express to the Company a conclusion on the condensed set of financial statements in the half-yearly financial report based on our review.

Scope of review

We conducted our review in accordance with the Financial Reporting Council's International Standard on Review Engagements (UK and Ireland) 2410 Review of Interim Financial Information Performed by the Independent Auditor of the Entity. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK and Ireland) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

 

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the half-yearly report for the six months ended 30 June 2015 is not prepared, in all material respects, in accordance with IAS 34 as adopted by the EU, the TD Regulations and the Transparency Rules of the Central Bank of Ireland.

 

 

Vincent Reilly

For and on behalf of KPMG

 

 

KPMG

Chartered Accountants, Statutory Audit Firm

1 Harbourmaster Place

IFSC

Dublin1Ireland

26 August 2015

 

UNAUDITED CONDENSED INTERIM STATEMENT OF FINANCIAL POSITION

As at 30 June 2015

Notes

30 June 2015

 US$

31 December 2014

US$

ASSETS

Cash and cash equivalents

5, 10

27,028,029

10,758,356

Other receivables

29,417

-

Financial assets at fair value through profit or loss*

3, 8, 10

475,240,836

486,340,728

TOTAL ASSETS

502,298,282

497,099,084

LIABILITIES

Expenses payable

4

3,604,027

1,887,192

Payable for investments purchased

15,705,000

6,639,790

TOTAL LIABILITIES

19,309,027

8,526,982

NET ASSETS ATTRIBUTABLE TO PARTICIPATING EQUITY SHAREHOLDERS

482,989,255

488,572,102

NET ASSET VALUE PER PARTICIPATING US DOLLAR SHARE

0.8891

0.8993

* Balances include investment in unconsolidated subsidiaries. Please refer to note 8 for further detail.

The accompanying notes form an integral part of the unaudited condensed interim financial statements.

 

 

 

UNAUDITED CONDENSED INTERIM STATEMENT OF COMPREHENSIVE INCOME

For the six months ended 30 June 2015

Notes

30 June 2015

 US$

30 June 2014

US$

Interest income on cash and cash equivalents

1,125

740

Miscellaneous income

105,530

68,471

Net gain on derivative financial instruments and foreign exchange

1,205

132,864

Net gain on financial assets at fair value through profit or loss

27,117,497

23,517,714

TOTAL REVENUE

27,225,357

23,719,789

Performance fees

4

(1,144,377)

(546,804)

Investment management fee

4

(3,320,488)

(3,379,172)

Custodian fee

4

(36,101)

(37,562)

Administration fee

4

(178,732)

(187,808)

Directors' fees

4, 9

(180,949)

(186,345)

Auditor's fee

(71,590)

(81,277)

Other operating expenses

4

(644,464)

(725,253)

TOTAL OPERATING EXPENSES

(5,576,701)

(5,144,221)

OPERATING PROFIT BEFORE FINANCE COSTS

21,648,656

18,575,568

Finance Costs

11

(68,836)

(160,382)

PROFIT FOR THE PERIOD ALL ATTRIBUTABLE TO THE PARTICIPATING EQUITY SHAREHOLDERS

21,579,820

18,415,186

TOTAL COMPREHENSIVE INCOME FOR THE PERIOD ALL ATTRIBUTABLE TO PARTICIPATING EQUITY SHAREHOLDERS

21,579,820

18,415,186

EARNING PER SHARE

Earnings per US Dollar share

13

US$0.04

US$0.03

 

The accompanying notes form an integral part of the unaudited condensed interim financial statements.

 

 

 

 

UNAUDITED CONDENSED INTERIM STATEMENT OF CHANGES IN EQUITY

 

For the six months ended 30 June 2015

Notes

US$

AT 31 DECEMBER 2013

514,219,232

TRANSACTIONS WITH PARTICIPATING EQUITY SHAREHOLDERS

Distributions to participating equity shareholders

16

(29,335,681)

TOTAL TRANSACTIONS WITH PARTICIPATING EQUITY SHAREHOLDERS

(29,335,681)

Profit for the period all attributable to participating equity shareholders

18,415,186

TOTAL COMPREHENSIVE INCOME FOR THE PERIOD ALL ATTRIBUTABLE TO PARTICIPATING EQUITY SHAREHOLDERS

18,415,186

AT 30 JUNE 2014

503,298,737

AT 31 DECEMBER 2014

488,572,102

TRANSACTIONS WITH PARTICIPATING EQUITY SHAREHOLDERS

Distributions to participating equity shareholders

16

(27,162,667)

TOTAL TRANSACTIONS WITH PARTICIPATING EQUITY SHAREHOLDERS

(27,162,667)

Profit for the period all attributable to participating equity shareholders

21,579,820

TOTAL COMPREHENSIVE INCOME FOR THE PERIOD ALL ATTRIBUTABLE TO PARTICIPATING EQUITY SHAREHOLDERS

21,579,820

AT 30 JUNE 2015

482,989,255

 

The accompanying notes form an integral part of the unaudited condensed interim financial statements.

 

 

 

 

UNAUDITED CONDENSED INTERIM STATEMENT OF CASH FLOWS

For the six months ended 30 June 2015

30 June 2015

 US$

30 June 2014

US$

CASH FLOWS FROM OPERATING ACTIVITIES

Profit for the period all attributable to participating equity shareholders

21,579,820

18,415,186

Adjustments for non-cash items and working capital:

Increase in payables

1,716,835

1,016,272

(Increase)/decrease in receivables

(29,417)

239,422

Net loss on financial assets and derivatives at fair value

8,448,916

10,420,254

NET CASH INFLOW FROM OPERATING ACTIVITIES

31,716,154

30,091,134

CASH FLOWS FROM INVESTING ACTIVITIES

Purchase of investments*

(57,623,624)

(190,751,690)

Disposal and paydowns of investments

69,339,810

200,282,059

NET CASH INFLOW FROM INVESTING ACTIVITIES

11,716,186

9,530,369

CASH FLOWS FROM FINANCING ACTIVITIES

Distributions to participating equity shareholders

(27,162,667)

(29,335,681)

NET CASH OUTFLOW FROM FINANCING ACTIVITIES

(27,162,667)

(29,335,681)

Net increase in cash and cash equivalents

16,269,673

10,285,822

CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE PERIOD

10,758,356

763,739

CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD

27,028,029

11,049,561

* Balances include investment in unconsolidated subsidiaries. Please see note 8 for further detail.

 

The accompanying notes form an integral part of the unaudited condensed interim financial statements.

 

 

 

 

NOTES TO THE UNAUDITED CONDENSED INTERIM FINANCIAL STATEMENTS

For the six months ended 30 June 2015

 

1 GENERAL

 

Carador Income Fund PLC is a closed-ended limited liability investment company domiciled and incorporated under the laws of the Republic of Ireland with variable capital pursuant to the Irish Companies Act 2014. It was incorporated on 20 February 2006 under registration number 415764. The Company is authorised by the Central Bank pursuant to Part 24 of the Companies Act 2014. It is admitted to the Official List of the UK Listing Authority with a premium listing and is admitted to trading on the main market of the London Stock Exchange.

 

The Company's investment objective is to produce attractive and stable returns, with low volatility compared to equity markets, by investing in a diversified portfolio of senior notes of collateralised loan obligations ("CLOs") collateralised by senior secured bank loans and equity and mezzanine tranches of CLOs.

 

At 30 June 2015, all shares in issue were US Dollar shares. The Company may issue one or more additional classes of shares on prior notice to and clearance by the Central Bank.

 

2 SIGNIFICANT ACCOUNTING POLICIES

 

2A STATEMENT OF COMPLIANCE

These unaudited condensed interim financial statements for the six months ended 30 June 2015 have been prepared in accordance with IAS 34 "Interim Financial Reporting" as endorsed by the EU. The unaudited condensed interim financial statements do not contain all of the information and disclosures required in the full annual financial statements and should be read in conjunction with the financial statements for the year ended 31 December 2014, which have been prepared in accordance with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board ("IASB") and adopted by the EU and also in accordance with Irish Company Law. The accounting policies applied by the Company in these unaudited condensed interim financial statements are the same as those applied in the financial statements for the year ended 31 December 2014, as described in those annual financial statements except for the below matters noted in 2B.

 

The financial information presented herein does not amount to statutory financial statements that are required by Section 347 of the Companies Act 2014 to be annexed to the annual return of the Company. The financial statements for the year ended 31 December 2014, together with the independent auditor's report thereon, have been filed with the Irish Registrar of Companies following the Company's annual general meeting on 25 June 2015 and are also available on the Company's website. The auditor's report on those financial statements was unqualified.

 

2B ADOPTION OF NEW ACCOUNTING STANDARDS AND AMENDMENTS, INCLUDING ACCOUNTING POLICY CHANGES

The Company has consistently applied the accounting requirements to all periods presented in these financial statements.

 

Annual Improvements to IFRSs 2011-2013 Cycle: This is effective for annual periods beginning on or after 1 January 2015. This does not have any impact on the Company's financial position or performance.

 

There were no other new requirements that impacted the Company's financial statements.

 

2C BASIS OF PREPARATION

The Company's unaudited condensed interim financial statements have been prepared on a historical cost basis, except for financial instruments measured at fair value through profit or loss.

 

The functional currency of the Company is US Dollar (US$), as the Directors have determined that this reflects the Company's primary economic environment. The presentation currency of the financial statements is also US Dollar.

 

The unaudited condensed interim financial statements comprise the unaudited condensed interim statement of financial position, unaudited condensed interim statement of comprehensive income, unaudited condensed interim statement of changes in equity and unaudited condensed interim statement of cash flows together with the related notes. The Company qualifies as an investment entity and is therefore only required to prepare individual financial statements under IFRS as adopted by the EU.

 

The Company's management has made an assessment of the Company's ability to continue as a going concern and is satisfied that the Company has the resources to continue in business for the foreseeable future. Furthermore, the management is not aware of any material uncertainties that may cast significant doubt upon the Company's ability to continue as a going concern. Therefore, the unaudited condensed interim financial statements continue to be prepared on the going concern basis.

2D NEW STANDARDS AND INTERPRETATIONS APPLICABLE TO FUTURE REPORTING PERIODS

New standards, amendments and interpretations issued but not effective in 2015 and not early adopted.

IFRS 9 "Financial Instruments", issued on 24 July 2014, is the IASB's replacement of IAS 39 "Financial Instruments: Recognition and Measurement". The Standard includes requirements for recognition and measurement, impairment, derecognition and general hedge accounting. The Company has yet to assess IFRS 9's full impact.

 

2E KEY JUDGEMENTS AND ESTIMATES

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amount of assets, liabilities, income and expenses. Actual results may differ from these estimates.

 

When the fair value of financial assets and financial liabilities recorded in the unaudited condensed interim statement of financial position cannot be derived from active market quotations, they are determined using valuation techniques including the use of broker prices. During the period ended 30 June 2015, there were no internal valuation models used as the fair value of the financial assets was derived from inputs that were observable either directly (as prices) or indirectly (derived from broker price quotations). For the purpose of the fair value hierarchy, the Directors consider that the use of average broker price quotations is a valuation technique which uses inputs that do not require significant adjustment based on unobservable inputs; hence, the Directors have included the securities in Level 2.

 

3 FINANCIAL INSTRUMENTS AT FAIR VALUE THROUGH PROFIT OR LOSS

 

As described in the accounting policies note, the Company has financial assets designated at fair value through profit or loss. The financial instruments recognised at fair value are analysed between those whose fair value is based on:

 

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

 

- Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (as prices) or indirectly (derived from prices). This category includes instruments valued using: quoted market prices in active markets for similar instruments; quoted market prices for identical or similar instruments in markets that are considered less than active; or other valuation techniques in which all significant inputs are directly or indirectly observable from market data.

 

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

 

For the period ended 30 June 2015 and the year ended 31 December 2014, all financial instruments were classified as Level 2 within the fair value hierarchy.

 

For collateralised loan obligations that have been categorised as Level 2, fair value has been determined using independent broker quotes based on observable inputs. If it could not be verified that the valuation is based significantly on observable inputs, then the investments would fall into Level 3.

 

The Company considers observable data to be that market data that is readily available, regularly distributed or updated, reliable, not proprietary, and provided by independent sources that are actively involved in the relevant market.

 

For each class of assets and liabilities not measured at fair value in the unaudited condensed interim statement of financial position but for which fair value is disclosed, the Company is required to disclose the level within the fair value hierarchy which the fair value measurement would be categorised and a description of the valuation technique and inputs used in the technique.

 

For the period ended 30 June 2015 and the year ended 31 December 2014, cash and cash equivalents, other receivables, expenses payable and payable for investments purchased whose carrying amounts approximate to fair value, were classified as Level 2 within the fair value hierarchy.

 

Transfers between Level 1, 2 and 3

There were no transfers between Level 1, Level 2 and Level 3 during the period (2014: no transfers). Where transfers between levels arise, they are deemed to occur at the end of the reporting period.

 

4 OPERATING EXPENSES

 

INVESTMENT MANAGER

The Investment Manager of the Company is entitled to receive a management fee from the Company of 1.5% per annum of the NAV of the Company, calculated and payable monthly in arrears. The base management fee will be reduced to take into account any fees received by the Investment Manager or any of its associates or affiliates as a result of managing any collective investment scheme that the Company invests in or as a result of managing any CLO that the Company invests in, if such investment is or has been made in the primary market (i.e. the market in which investors have the first opportunity to buy a new security).

The Investment Manager is entitled to a performance fee in respect of the US Dollar shares equivalent to 13% of the amount by which the value of the financial year end NAV per US Dollar share plus dividends per US Dollar share paid in the period exceeds the value of the NAV per US Dollar share, as increased by the Hurdle Rate (as defined below) plus 2%, as at the end of the most recent previous completed accounting reference period or, if greater, the NAV per US Dollar share as at the end of the previous completed accounting reference period in respect of which a performance fee was paid.

 

The Performance Fee Hurdle Rate is the greater of 12 month US Dollar LIBOR or 4%.

 

If a US Dollar share performance fee was not paid in respect of the previous accounting reference period, US Dollar LIBOR shall be the annualised annually compounded US Dollar London Inter-Bank Offered Rate for 12-month deposits in respect of all previous relevant accounting periods since such US Dollar share performance fee was last paid.

 

The performance fee is accrued on a monthly basis and is paid annually within 14 days of receipt of the calculation by the Company from State Street Fund Services (Ireland) Limited (the "Administrator").

 

The calculation of the performance fee is verified by State Street Custodial Services (Ireland) Limited (the "Custodian").

 

The Company also reimburses the Investment Manager for all out-of-pocket expenses reasonably incurred in the performance of its duties.

 

ADMINISTRATOR AND CUSTODIAN

The Administrator and Custodian shall be entitled to receive aggregate fees of up to 0.10% per annum of the NAV of the Company for the provision, respectively, of administration, accounting, trustee and custodial services to the Company, subject to a minimum monthly fee of US$10,000. The overall charge for the above-mentioned fees for the Company for the periods ended 30 June 2015 and 30 June 2014 and the amounts due at 30 June 2015 and 31 December 2014 are disclosed below for information purposes.

 

DIRECTORS' FEES AND OTHER EXPENSES

The Company's Directors are entitled to a fee in remuneration for their services as Directors at a rate to be determined from time to time by the Directors and disclosed in the financial statements. During the period ended 30 June 2015, the Company paid Directors' fees of US$162,353, plus out-of-pocket expenses of US$18,596 (30 June 2014: US$186,345), of which US$17,786 (31 December 2014: US$ Nil) was outstanding at the period end.

 

During the period ended 30 June 2015, the Company incurred other operating expenses of US$644,464 (30 June 2014: US$725,253) of which US$400,936 (31 December 2014: US$288,472) was outstanding at period end.

Period ended

30 June 2015

US$

Period ended

30 June 2014

US$

CHARGE

Performance fees

1,144,377

546,804

Investment management fee

3,320,488

3,379,172

Custodian fee

36,101

37,562

Administration fee

178,732

187,808

4,679,698

4,151,346

As at

30 June 2015

US$

As at

31 December 2014

US$

ACCRUAL

Performance fees

1,144,377

91,173

Investment management fee

1,703,347

1,180,894

Custodian fee

28,985

25,220

Administration fee

145,090

127,397

Commitment fee

3,769

4,563

Interest payable

8,143

24,267

Upfront fee

17,444

-

Other operating expenses

379,402

288,472

3,430,557

1,741,986

 

The balance of the expense accrual consists of audit fees, Directors fees and other professional fees.

 

5 CASH AND CASH EQUIVALENTS 

 

Cash and cash equivalents balances are held with the State Street Bank and Trust Company.

 

6 PARTICIPATING SHARES

 

US DOLLAR SHARES

The authorised share capital of the Company shall not be less than the currency equivalent of €2 represented by two subscriber shares and the maximum issued share capital shall not be more than the currency equivalent of €500 billion divided into an unspecified number of non-redeemable shares. As at 30 June 2015 and 31 December 2014, the issued share capital consisted of 543,253,359 US Dollar shares and the subscriber shares referred to below.

 

Voting rights

The Company has issued two subscriber shares of €1 each. These shares do not participate in the profits of the Company. Holders of US Dollar shares participate in the profits of the Company and have voting rights with shareholders having one vote in respect of each whole share held.

 

ISSUED PARTICIPATING SHARES

The share capital consisted of 543,253,359 shares as at 30 June 2015 and 31 December 2014. There were no shares issued and no shares converted during the period ended 30 June 2015 or during the year ended 31 December 2014.

 

CAPITAL MANAGEMENT

The Company is closed-ended. At the EGM on 26 June 2013, a resolution was passed which provides that at the annual general meeting to be held in the year 2022 and in every tenth year thereafter, the Directors will propose a special resolution to the effect that the Company continue for a further ten years. If the continuation vote is not passed, the Directors are required to formulate proposals to be put to shareholders to wind-up, reorganise or reconstruct the Company.

 

The Company's objectives for managing capital are:

- to invest the capital in investments meeting the description, risk exposure and expected return indicated in its Prospectus;

- to achieve consistent returns while safeguarding capital by investing in CLOs backed by corporate loans or holding cash;

- to maintain sufficient liquidity to meet the expenses of the Company and to meet distribution commitments; and

- to maintain sufficient size to make the operation of the Company cost-efficient.

 

The Directors will distribute all or part of the Company's net income (after reasonable expenses and retaining an element of cash flow receipts on income notes of CLOs) received from the underlying investments as quarterly dividends in January, April, July and October each year. The Directors aim to make consistent, quarterly dividend payments, and may use any retained net income to assist in implementing this policy.

 

At the EGM on 26 June 2013, a further resolution was passed to replace the 2017 continuation vote with a redemption opportunity, at the Directors' discretion, for investors in 2017 (and every five years thereafter) if the shares have traded at an average discount to NAV in excess of 5% over the 12-month period prior to 30 April in the relevant year.

 

The Company has no externally imposed capital requirements, except for the initial subscriber share capital.

 

7 SOFT COMMISSIONS

 

There are no agreements for the provision of any services by means of soft commission.

 

8 INTERESTS IN OTHER ENTITIES

 

INTERESTS IN UNCONSOLIDATED STRUCTURED ENTITIES

A structured entity is defined as an entity that has been designed so that voting or similar rights are not the dominant factor in deciding who controls the entity, such as when any voting rights relate to the administrative tasks only and the relevant activities are directed by means of contractual agreements. A structured entity often has some of the following features or attributes:

 

(a) restricted activities;

(b) a narrow and well defined objective;

(c) insufficient equity to permit the structured entity to finance its activities without subordinated financial support; and

(d) financing in the form of multiple contractually linked instruments that create concentrations of credit or other risks.

 

Involvement with unconsolidated structured entities

The Company has concluded that CLOs in which it invests, that are not subsidiaries, meet the definition of structured entities because:

 

- the voting rights in the CLOs are not the dominant rights in deciding who controls them, as they relate to administrative tasks only;

- each CLO's activities are restricted by its Prospectus; and

- the CLOs have narrow and well-defined objectives to provide investment opportunities to investors.

 

Subsidiary undertakings

At 30 June 2015, the Company had three (31 December 2014: one) subsidiary undertakings that are also structured entities. They are Voya Investment Management CLO II Ltd, Sheridan Square CLO Ltd and Babson CLO Ltd 2013-IX (31 December 2014: Voya Investment Management CLO II Ltd). The number of share holdings in Sheridan Square CLO Ltd and Babson CLO Ltd 2013-IX did not change but the non call period on both of these investments expired during the period, resulting in the Company achieving power, as described below, over these investments. To meet the definition of a subsidiary under the single control model of IFRS 10, the investor has to control the investee. Control involves power, exposure to variability of returns and a linkage between the two:

 

(i) The investor has existing rights that give it the ability to direct the relevant activities that significantly affect the investee's returns;

(ii) The investor has exposure or rights to variable returns from its involvement with the investee; and

(iii) The investor has the ability to use its power over the investee to affect the amount of the investor's returns.

 

In the case of Voya Investment Management CLO II Ltd, Sheridan Square CLO Ltd and Babson CLO Ltd 2013-IX (the "entities"), the relevant activities of each are the investment decisions which are made by their asset managers. Power over the entities' relevant activities is attributed to the Company through a call option it has, as the holder of the majority of the preference shares of each of these entities. The impact of these call options is that it gives the Company the ability to direct or stop the early termination of each of the subsidiary deals, and hence, decision making power on the life of the deals, and therefore the ability to control the variability of returns.

 

The Company is also considered to have contingent power over the three entities, due to the fact that it may remove any of the subsidiaries' asset managers in certain contingent circumstances as the Company is the majority holder of the preference shares. It can therefore be considered that the Company has contingent power which may impact the variability of returns in the future.

 

To determine control, there has to be a linkage between power and the exposure to the variable returns. The main linkage arises from the call options which allow the Company to control the continual payments of returns, and it is therefore an indication of linkage between power and variability in returns.

 

The other investments of the Company are not considered to be subsidiaries due to the lack of control held by the Company.

 

Investment entity status

To continue to avail of the exemption in IFRS 10 from the requirement to prepare consolidated financial statements, the Company must meet the definition of an investment entity. The Company is satisfied that it meets both the required criteria and typical characteristics of an investment entity.

Interests in unconsolidated structured entity subsidiaries as at 30 June 2015:

 

Structured Entity ("SE")

Line item in unaudited condensed interim statement of financial position

Nature

No of Investments

Range of the size of SEs Notional

in US$m

Average Notional of SEs

in US$m

The Company's Holding Fair Value in US$m

% of Total Financial Assets at Fair Value through Profit or Loss

Maximum exposure

to losses

in US$m

Other

Mezzanine Note CLOs

North America

Financial assets at fair value through profit or loss

Broadly Syndicated sub- Investment Grade Secured Loans- USD

1

725

725

11

2.19%

11

Non recourse*

Total Mezzanine Note CLOs

Financial assets at fair value through profit or loss

1

725

725

11

2.19%

11

Non recourse*

Income Note CLOs

 

North America

 

Financial assets at fair value through profit or loss

Broadly Syndicated sub- Investment Grade Secured Loans- USD

2

282-725

499

66

13.65%

66

Non recourse*

Total Income Note CLOs

Financial assets at fair value through profit or loss

2

282-725

499

66

13.65%

66

Non recourse*

Total

3

77

15.84%

77

 

The Company has a percentage range of 1.6% - 6.0% notional holding out of the entire outstanding notional balance of its subsidiaries (Voya Investment Management CLO II Ltd, Sheridan Square CLO Ltd and Babson CLO Ltd 2013-IX), as at 30 June 2015.

 

During the period ended 30 June 2015, the Company did not make any purchases of investments in the subsidiary holdings (31 December 2014: US$ Nil). Nor did the Company make any sales of investments in the subsidiary holdings during the period (31 December 2014: US$23,258,400). As already explained above under the heading "Subsidiary undertakings", the number of subsidiaries grew from 1 to 3 during the period of the relevant non call periods.

 

For the period ended 30 June 2015 and the year ended 31 December 2014, the Company d id not provide financial support to its unconsolidated structured entity subsidiaries and has no intention of providing financial or other support.

 

 

 

 

 

 

 

 

Interests in unconsolidated structured entity subsidiary as at 31 December 2014:

 

Structured Entity ("SE")

Line item in unaudited condensed interim statement of financial position

Nature

No of Investments

Range of the size of SEs Notional

in US$m

Average Notional of SEs

in US$m

The Company's Holding Fair Value in US$m

% of Total Financial Assets at Fair Value through Profit or Loss

Maximum exposure

to losses

in US$m

Other

Mezzanine Note CLOs

North America

Financial assets at fair value through profit or loss

Broadly Syndicated sub- Investment Grade Secured Loans- USD

-

-

-

-

-

-

Non recourse*

Total Mezzanine Note CLOs

Financial assets at fair value through profit or loss

-

-

-

-

-

-

Non recourse*

Income Note CLOs

 

North America

 

Financial assets at fair value through profit or loss

Broadly Syndicated sub- Investment Grade Secured Loans- USD

1

290

290

14

2.98%

14

Non recourse*

Total Income Note CLOs

Financial assets at fair value through profit or loss

1

290

290

14

2.98%

14

Non recourse*

Total

1

14

2.98%

14

 

The Company has a 5.86% notional holding out of the entire outstanding notional balance of its subsidiary, Voya Investment Management CLO II Ltd, as at 31 December 2014.

 

During the year ended 31 December 2014, the Company did not make any purchases of investments in the subsidiary holding (31 December 2013: US$13,100,188). The Company made sales of investments in the subsidiary holding amounting to US$23,258,400 (31 December 2013: US$ Nil).

 

For the year ended 31 December 2014, the Company did not provide financial support to its unconsolidated structured entity subsidiary and has no intention of providing financial or other support.

 

* The investments are non-recourse securities with no contingent liabilities, where the Company's maximum loss is capped at the current carrying value.

 

9 RELATED PARTY TRANSACTIONS AND KEY MANAGEMENT PERSONNEL

 

TRANSACTIONS WITH ENTITIES WITH SIGNIFICANT INFLUENCE

The following note summarises related parties and related party transactions during the period. GSO / Blackstone Debt Funds Management LLC acts as Investment Manager to the Company. Investment management fees earned by the Investment Manager amounted to US$3,320,488 (30 June 2014: US$3,379,172), of which US$1,703,347 (31 December 2014: US$1,180,894) was outstanding at the period end. Performance fees of US$1,144,377 (30 June 2014: US$546,804) were also earned by the Investment Manager, of which US$1,144,377 (31 December 2014: US$91,173) was outstanding at the period end.

 

TRANSACTIONS WITH KEY MANAGEMENT PERSONNEL

The Directors of the Company and the Investment Manager are the key management personnel as they are the persons who have the authority and responsibility for planning, directing and controlling the activities of the Company for the period ended 30 June 2015.

 

During the period ended 30 June 2015, the Company incurred Directors' fees for services as Directors and out-of-pocket expenses of US$180,949 (30 June 2014: US$186,345), of which US$17,786 (31 December 2014: US$ Nil) was outstanding at the period end.

 

No Director, nor the company secretary of the Company, had any beneficial interest in the shares of the Company during the period ended 30 June 2015 or year ended 31 December 2014.

 

TRANSACTIONS WITH OTHER RELATED PARTIES

At 30 June 2015, current employees and accounts managed or advised by the Investment Manager and its affiliates do not hold any US Dollar shares (31 December 2014: 271,957 US Dollar shares which represented approximately 0.05% of the issued shares of the Company). The change in these related party holdings is due to a change in personnel.

 

The Company may invest in other entities and transactions that are managed directly or indirectly by the Investment Manager or any of its affiliates and as at 30 June 2015, 33.85% (31 December 2014: 32.69%) of the Company's underlying investments are managed in this way and these are listed below:

 

CLO INVESTMENTS MANAGED BY GSO / BLACKSTONE AND AFFILIATES 30 JUNE 2015

 

Investment

Investment Manager

Adirondack Park CLO Ltd 2013-1A E

GSO / Blackstone Debt Funds Management LLC

Birchwood Park CLO Ltd 2014-1X INC

GSO / Blackstone Debt Funds Management LLC

Callidus Debt Partners CLO Fund V Ltd

GSO / Blackstone Debt Funds Management LLC

Callidus Debt Partners CLO Fund VII Ltd

GSO / Blackstone Debt Funds Management LLC

Dorchester Park CLO Ltd 2015-1X SUB

GSO / Blackstone Debt Funds Management LLC

Gale Force 3 CLO Ltd 2007-3A E

GSO / Blackstone Debt Funds Management LLC

Inwood Park CDO Ltd 2006-1 E

Blackstone Debt Advisors

Keuka Park CLO Ltd 2013-1A E

GSO / Blackstone Debt Funds Management LLC

Keuka Park CLO Ltd 2013-1A SUB

GSO / Blackstone Debt Funds Management LLC

Pinnacle Park CLO Ltd 2014-1A SUB

GSO / Blackstone Debt Funds Management LLC

Seneca Park CLO Ltd 2014-1X SUB

GSO / Blackstone Debt Funds Management LLC

Sheridan Square CLO Ltd 2013-1 F

GSO / Blackstone Debt Funds Management LLC

Sheridan Square CLO Ltd 2013-1 INC

GSO / Blackstone Debt Funds Management LLC

Stewart Park CLO Ltd 2015-1X SUB

GSO / Blackstone Debt Funds Management LLC

Tryon Park CLO Ltd 2013-1X E

GSO / Blackstone Debt Funds Management LLC

Tryon Park CLO Ltd 2013-1X SUB

GSO / Blackstone Debt Funds Management LLC

 

 

 

 

CLO INVESTMENTS MANAGED BY GSO / BLACKSTONE AND AFFILIATES 31 DECEMBER 2014

 

Investment

Investment Manager

Adirondack Park CLO Ltd 2013-1A E

GSO / Blackstone Debt Funds Management LLC

Birchwood Park CLO Ltd 2014-1X INC

GSO / Blackstone Debt Funds Management LLC

Callidus Debt Partners CLO Fund V Ltd 5X INC

GSO / Blackstone Debt Funds Management LLC

Callidus Debt Partners CLO Fund VI Ltd 6A INC

GSO / Blackstone Debt Funds Management LLC

Callidus Debt Partners CLO Fund VII Ltd 7A SUB

GSO / Blackstone Debt Funds Management LLC

Gale Force 3 CLO Ltd 2007-3A E

GSO / Blackstone Debt Funds Management LLC

Gale Force 3 CLO Ltd 2007-3A INC

GSO / Blackstone Debt Funds Management LLC

Gale Force 4 CLO Ltd 2007-4A INC

GSO / Blackstone Debt Funds Management LLC

Inwood Park CDO Ltd 2006-1A E

Blackstone Debt Advisors

Inwood Park CDO Ltd 2006-1X SUB

Blackstone Debt Advisors

Keuka Park CLO Ltd 2013-1A E

GSO / Blackstone Debt Funds Management LLC

Pinnacle Park CLO Ltd 2014-1A SUB

GSO / Blackstone Debt Funds Management LLC

Seneca Park CLO Ltd 2014-1X SUB

GSO / Blackstone Debt Funds Management LLC

Sheridan Square CLO Ltd 2013-1A F

GSO / Blackstone Debt Funds Management LLC

Sheridan Square CLO Ltd 2013-1A INC

GSO / Blackstone Debt Funds Management LLC

Tryon Park CLO Ltd 2013-1X E

GSO / Blackstone Debt Funds Management LLC

Tryon Park CLO Ltd 2013-1X SUB

GSO / Blackstone Debt Funds Management LLC

 

TRANSACTION WITH SUBSIDIARIES

As at 30 June 2015, the Company had three subsidiaries for financial reporting purposes, Voya Investment Management CLO II Ltd, Sheridan Square CLO Ltd and Babson CLO Ltd 2013-IX, all of which are special purpose vehicles incorporated in the Cayman Islands that are therefore related parties. The subsidiaries are unconsolidated subsidiaries and the Company's investment in these special purpose vehicles is detailed in note 2C and note 8.

 

The Company received US$1,730,269 in coupon payments from Voya Investment Management CLO II Ltd, US$2,463,045 from Babson CLO Ltd 2013-IX and US$4,188,085 from Sheridan Square CLO Ltd for the period ended 30 June 2015 (30 June 2014: US$2,441,466).

 

During the period ended 30 June 2015, the Company did not make any purchases of investments in the subsidiary holdings (31 December 2014: US$ Nil). Nor did the Company make any sales of investments in the subsidiary holdings (31 December 2014: US$23,258,400). However, the number of subsidiaries held by the Company increased from 1 as at 31 December 2014 to 3 as at 30 June 2015. This was due to the expiration of the non call period over the investments in Sheridan Square CLO Ltd and Babson CLO Ltd 2013-IX resulting in the Company attaining power over these companies and re-assessing its investments as holdings in subsidiaries, as outlined in note 8.

 

The value of the subsidiary holdings at 30 June 2015 was US$76,498,634 (31 December 2014: US$14,478,333).

 

10 RISKS ASSOCIATED WITH FINANCIAL INSTRUMENTS

 

INTRODUCTION

Risk is inherent in the Company's activities but it is managed through a process of ongoing identification, measurement and monitoring, subject to risks limits and other controls. The process of risk management is critical to the Company's continuing profitability. The Company is exposed to market risk (which includes interest rate risk, currency risk and other price risk), liquidity and credit risk arising from the financial instruments it holds. Given the Company's permanent capital structure as a closed-ended fund, it is not exposed to redemption risk relating to its own shares in issue. However, its financial assets include investments in collateralised loan obligations which are not traded in an organised public market and which may be illiquid.

 

The Investment Manager considers the risk and concentrations on a look-through basis level for the CLOs.

 

RISK MANAGEMENT STRUCTURE

The Board of Directors is ultimately responsible for identifying and controlling risks but relies on its delegated service providers, (the Investment Manager, Custodian, Administrator and Registrar), to carry out ongoing management and monitoring of risks.

 

RISK MEASUREMENT AND REPORTING SYSTEM

The Company's risks are measured using a method which reflects both the expected loss likely to arise in normal circumstances and unexpected losses, which are an estimate of the ultimate actual loss based on models. The models make use of the probabilities derived from historical experience, adjusted to reflect the economic environment.

 

Monitoring and controlling risks is primarily performed based on limits established by the Board. These limits reflect the business strategy and market environment of the Company as well as the level of risk that the Company is willing to accept. In addition, the Company monitors and measures the overall risk-bearing capacity in relation to the aggregate risk exposure across risk types and activities.

 

RISK MITIGATION

The Company has investment guidelines that set out its overall business strategies, its tolerance for risk and its general risk management philosophy and has established processes to monitor and control economic hedging transactions in a timely and accurate manner. The Company may use derivatives and other instruments only in connection with its risk management activities, but not for trading purposes.

 

EXCESSIVE RISK CONCENTRATION

Concentration arises when a number of counterparties are engaged in similar business activities, or activities in the same geographic region, or have similar economic features that would cause their ability to meet contractual obligations to be similarly affected by changes in economic, political or other conditions. Concentration indicates the relative sensitivity of the Company's performance to developments affecting a particular issuer, manager, asset class or geographical location.

 

In order to avoid excessive concentration of risk, the Company's policies and procedures include specific guidelines to focus on maintaining a diversified portfolio. Identified concentration of credit risks are controlled and managed accordingly.

 

The Company's investment guidelines specify, among others, that the Company must invest in a minimum of 20 separate investments with a maximum exposure per investment, at the time of investment, of 20% of the NAV of the Company. The Company also limits its exposure to transactions managed by the same portfolio manager to 15% of the NAV, at the time of investment. However, if the portfolio manager is an affiliate of the Investment Manager, this limit is increased to 60% of the NAV at the time of investment.

 

The concentration risk at 30 June 2015 and 31 December 2014 is disclosed below in note 10 (A)(iii), and 10(B).

 

(A) MARKET RISK

Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices and includes interest rate risk, currency risk and other price risks. The Company may use derivative instruments to hedge the investment portfolio against currency risk.

 

The Company's investments are in collateralised loan obligations vehicles. The CLO vehicles typically have no significant assets other than the loans as collateral. Accordingly, payments on the CLO securities are payable solely from the cash flows from the collateral, net of all management fees and other expenses. Payments to the Company as a holder of Income Notes and/or Mezzanine Notes of CLO vehicles are met only after payments due on the Senior Notes (and, where appropriate, the mezzanine notes) have been made in full.

 

The following table shows the securities held by the Company which are most susceptible to market risk arising from uncertainties about interest rates, foreign currency fluctuation and future prices of the instruments.

As at

30 June 2015

US$

As at

31 December 2014

US$

Collateralised loan obligations

398,742,202

471,862,395

Investment in subsidiaries

76,498,634

14,478,333

TOTAL INVESTMENTS AT FAIR VALUE

475,240,836

486,340,728

 

(i) Interest rate risk

The Company is exposed to interest rate risk on the loans held and on a look-through basis to the underlying assets in the CLOs.

 

The majority of the Company's financial assets are Income Notes and Mezzanine tranches of cash flow CLOs. The Company's investments have exposure to interest rate risk but this is limited to floating LIBOR-based exposure for the CLO's assets.

 

The following table shows the portfolio profile at 30 June 2015 and 31 December 2014:

30 June 2015

31 December 2014

Investments with a floating interest rate

100%

100%

FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS

100%

100%

 

The following table shows the Directors' best estimate of the sensitivity of the portfolio to stressed changes in interest rates, with all other variables held constant. The table assumes parallel shifts in the respective forward yield curves.

 

Possible reasonable change in rate

30 June 2015

 effect on net assets and profit or loss

US$

31 December 2014

effect on net assets and profit or loss

US$

1%

(13,299,319)

(14,267,826)

-1%

13,918,237

14,931,416

 

(ii) Currency risk

Investments acquired for the Company's portfolio are denominated in US Dollars. However, the Company may also invest in underlying assets which are denominated in currencies other than the U.S. Dollar (e.g., the Euro). Accordingly, the value of such investments may be affected, favourably or unfavourably predominately, by fluctuations in currency rates and which, if unhedged, could have the potential to have a significant effect on returns. To reduce the impact on the Company of currency fluctuations and the volatility of returns which may result from currency exposure, the Investment Manager may hedge the currency exposure of the assets of the Company with the use of derivative financial instruments.

 

The Company is exposed to very limited currency risk, as the vast majority of the Company's assets and liabilities are currently denominated in US Dollars. As a result, the Company did not have any foreign exchange forward contracts at the period ended 30 June 2015 (31 December 2014: US$ Nil).

 

The total net exposure to foreign currencies at the unaudited condensed interim statement of financial position date was as follows:

EXPOSURE TO FOREIGN EXCHANGE RATES

30 June 2015

US$

31 December 2014

US$

EUR Exposure

Cash and cash equivalents

18,483

6,545

Gross EUR Exposure

18,483

6,545

GBP Exposure

Cash and cash equivalents

198,636

196,937

GBP Exposure

198,636

196,937

NET EXPOSURE

217,119

203,482

 

 

Possible change in exchange rate

 

30 June 2015

 net exposure

US$

30 June 2015

effect on net assets

 and profit or loss

US$

 

31 December 2014

net exposure

US$

31 December 2014 effect on net assets and profit or loss

US$

Euro/US Dollar

+/-5%

18,483

(+/-) 880

6,545

(+/-) 83

GBP/US Dollar

+/-5%

198,636

(+/-) 9,459

196,937

(+/-) 3,224

 

(iii) Other price risks

The risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices (other than those arising from interest rate risk or currency risk), whether those changes are caused by factors specific to the individual financial instrument or its issuer, or factors affecting all similar financial instruments traded in the market. The Directors do not believe that the returns on investments are correlated to any specific index or other price variable.

 

The table below analyses the Company's concentration of other price risk by subsector in the secured loan asset class and by geographical area.

By asset class

30 June 2015

US$

31 December 2014

US$

Broadly syndicated sub-investment grade secured loans - North America

475,240,836

486,340,728

475,240,836

486,340,728

 

If the value of investments was to increase or decrease by 1%, the impact on the NAV of the Company would be +/-US$4,752,408 (31 December 2014: +/- US$4,863,407).

 

 

(B) CREDIT RISK

Credit risk is the risk that one party to a financial instrument will cause a financial loss for the other party by failing to discharge an obligation. It is the Company's policy to enter into financial instruments with a range of reputable counterparties. Therefore, the Company has a diversified portfolio to reduce credit risk.

 

The table below analyses the Company's maximum credit exposure to credit risk for the components of the unaudited condensed interim statement of financial position.

30 June 2015

US$

31 December 2014

US$

Cash and cash equivalents

27,028,029

10,758,356

Other receivables

29,417

-

Financial assets at fair value through profit or loss

475,240,836

486,340,728

502,298,282

497,099,084

 

The cash and substantially all of the assets of the Company are held by the Custodian or one or more of its sub-custodians. Bankruptcy or insolvency of the Custodian or its sub-custodians may cause the Company's rights with respect to securities held by the Custodian or its sub-custodians to be delayed or limited. The Company or its sub-custodians monitor its risk by monitoring the credit quality and financial positions of the Custodian. State Street Corporation is the parent company of the Custodian, State Street Custodial Services (Ireland) Limited, and the long-term rating of State Street Corporation as at 30 June 2015 was A2 (Source: Moody's) (31 December 2014: A1).

 

Breakdown by country of incorporation at 30 June 2015 and 31 December 2014:

30 June 2015

US$

31 December 2014

US$

Cayman Islands

465,390,836

486,340,728

Ireland

9,850,000

-

475,240,836

486,340,728

 

The table below summarises the Company's portfolio concentrations as of 30 June 2015 and 31 December 2014:

 

Maximum portfolio

 holdings of a single

asset

% of total portfolio

Average

 portfolio holdings

% of total portfolio

30 June 2015

6.67%

1.56%

31 December 2014

5.80%

1.43%

 

The below table summarises the portfolio by asset class and ratings of the portfolio as of 30 June 2015 and 31 December 2014:

By Asset Class

30 June 2015

US$

31 December 2014

US$

Mezzanine CLO

158,101,201

169,026,384

Income Notes CLO

317,139,635

317,314,344

475,240,836

486,340,728

 

For the purposes of the asset class breakdown above, the Mezzanine CLO investments were originally rated A/BBB/BB/B and Income Notes were non-rated ("NR").

 

The Company's portfolio is partly invested in the income notes tranches of CLOs which are subject to potential nonpayment and are by definition, non-rated securities. The Company assesses the quality of non-rated assets based on a fundamental analysis of the underlying loans in the respective portfolios. The terms and conditions of the underlying CLOs and the implications of other rights on the CLOs are reviewed to determine any impact on the expected cashflow from the underlying CLO.

 

With the exception of investments in Mezzanine CLO notes, the Company will typically be in a first loss or subordinated position with respect to realised losses on the collateral of each CLO investment. The leveraged nature of the Income Notes and the Mezzanine Notes, in particular, magnifies the adverse impact of collateral defaults.

 

The Company may be adversely impacted by an increase in its credit exposure related to investing and other activities. The Company is exposed to the potential for credit-related losses that can occur as a result of an individual, counterparty or issuer being unable or unwilling to honour its contractual obligations. These credit exposures exist within financing relationships, commitments, derivatives and other transactions. These exposures may arise, for example, from a decline in the financial condition of a counterparty, from entering into swap or other derivative contracts under which counterparties have obligations to make payments to us, from a decrease in the value of securities of third parties that the Company holds as collateral, or from extending credit through guarantees or other arrangements. As the Company's credit exposure increases, it could have an adverse effect on the Company's business and profitability if material unexpected credit losses occur.

 

The top 10 exposures on a look-through basis for the CLO investments as at 30 June 2015 are:

 

Issuer

Rating

Industry

% of NAV

Valeant Pharmaceuticals

Ba1/BB+

Healthcare

0.86%

First Data Corp

B1/BB-

Financial Intermediaries

0.83%

Community Health

Ba2/BB

Healthcare

0.80%

Asurion Corp

Ba3/B

Insurance

0.70%

Calpine Corp

Ba3/BB

Utilities

0.70%

Formula One Group

B2/B

Leisure Goods / Activities

0.60%

Advantage Sales & Marketing

B1/B

Services

0.60%

Mediacom Broadband

Ba2/BB

Cable Television

0.59%

Numericable SAS

Ba3/B+

Cable Television

0.57%

Scientific Games

Ba3/BB-

Leisure Goods / Activities

0.55%

 

The Company also quantifies the exposure to the credit risk of all CLO investments based on the country of registration (not necessarily asset class exposure).

 

The top 10 exposures on a look-through basis for the CLO investments as at 30 June 2014 are:

 

Issuer

Rating

Industry

% of NAV

HCA

Ba3/BB

Healthcare

0.80%

First Data

B1/B+

Financial Intermediaries

0.77%

Chrysler Group

Ba1/BB+

Healthcare

0.70%

Mediacom

Ba3/BB

Cable Television

0.68%

Calpine

B1/B+

Utilities

0.65%

Delta Airlines

Ba1/BB

Air Transport

0.62%

Asurion

Ba3/B

Insurance

0.61%

Valeant Pharmaceuticals

Ba1/BB

Healthcare

0.59%

Aramark

B1/BBB-

Food Services

0.57%

Reynolds Group

B1/B+

Containers and Glass Products

0.56%

 

Netting of Derivative Financial Instruments

State Street Bank London acts as counterparty to the forward foreign currency exchange contracts, as and when the Company invests in these contracts. There is no master netting agreement in place with State Street Bank London or no collateral held against these contracts when they are open. Therefore, all amounts are presented gross in the unaudited condensed interim statement of financial position when the Company holds open forward foreign currency exchange contracts. The Company did not hold any open forward foreign currency exchange contracts as at 30 June 2015 or 31 December 2014.

 

(C) LIQUIDITY RISK

Liquidity risk is defined as the risk that the Company may not be able to settle or meet its obligations on time or at a reasonable price.

 

The Company does not have any long-term or structural borrowings. The Company's unleveraged capital structure reflects the long-term investment strategy and matches the illiquidity of the underlying investments.

 

On 19 December 2013, as detailed in Note 11, the Company entered into a revolving credit facility with State Street Bank and Trust Company. The facility will be available for general corporate purposes and will not be utilised to leverage the investment portfolio.

 

As at 30 June 2015 and 31 December 2014, working capital liquidity risk was reduced by the availability of the credit facility referred to above. This credit facility is available if needed to meet liabilities (of an amount up to US$30 million) when they fall due. See note 11 for more details.

 

At the EGM on 26 June 2013, a resolution was passed that at the annual general meeting to be held in the year 2022 (and in every tenth year thereafter), the Directors will propose a special resolution to the effect that the Company continue for a further ten years. If the continuation vote is not passed, the Directors are required to formulate proposals to be put to shareholders to wind-up, reorganise or reconstruct the Company.

Given the Company's permanent capital structure as a closed-ended fund, it is not exposed to redemption risk. However, the Company's financial instruments include investments in collateralised debt obligations and derivative contracts (if any) traded over-the-counter which are not traded in an organised public market and which may be illiquid.

 

All liabilities of the Company are due within one year.

 

11 CREDIT FACILITY

 

On 19 December 2013, the Company agreed a bilateral senior secured committed 364 day short term revolving credit facility (the "Initial Facility") with State Street Bank and Trust which expired on 18 December 2014. On 19 November 2014, the Company renewed this facility (the "Renewed Facility", and together with the Initial Facility, the "Facility"). The Renewed Facility will expire on 17 December 2015. The Facility limit is determined as the lowest of: (a) US$50 million (this is reduced to US$30 million for the Renewed Facility), (b) 10% of the NAV, (c) 20% of the adjusted NAV, and (d) the maximum amount of financial indebtedness that the Borrower is permitted to incur as determined in accordance with: (i) its constitutional documents, (ii) any resolution of the members, (iii) its investment policy, and (iv) any law, rule or regulation applicable to the Borrower.

 

The Facility is available for general corporate purposes and is not utilised to leverage the investment portfolio. Borrowings under the Facility are restricted to a maximum period of 180 days. The Facility is governed by a conservative structure whereby the maximum Loan-to-Value ("LTV") is 10% of total NAV and maximum 20% of the adjusted NAV (unrated notes to be excluded). The NAV of the Company must at all times be at least US$250m. The Facility is secured by a first priority security interest in all of the Company portfolio investments (including cash agreements).

 

The following fees apply to the Facility: An upfront fee of 10bps, a commitment fee of 30bps on the unused portion of the Facility and an interest rate of LIBOR plus 200bps.

 

The Company made the following draw downs on the Facility during the period ended 30 June 2015:

Start date

End date

Credit Drawn

15/01/2015

22/01/2015

US$8M

22/01/2015

28/01/2015

US$5M

30/01/2015

05/02/2015

US$4M

26/02/2015

04/03/2015

US$2.5M

05/03/2015

11/03/2015

US$4.5M

 

The Company made the following draw downs on the Facility during the period ended 30 June 2014:

Start date

End date

Credit Drawn

08/01/2014

31/01/2014

US$22M

24/04/2014

22/05/2014

US$11M

01/05/2014

22/05/2014

US$15M

22/05/2014

28/05/2014

US$6M

 

During the period, the Company was charged a commitment fee of US$43,850 (30 June 2014: US$65,242) of which US$3,769 (30 June 2014: US$31,860) remained unpaid at 30 June 2015, an interest charge of US$9,903 (30 June 2014: US$70,140) of which US$8,143 (30 June 2014: US$39,745) remained unpaid at 30 June 2015 and an upfront fee of US$15,083 (30 June 2014: US$25,000) of which US$17,444 (30 June 2014: US$ Nil) remained unpaid at 30 June 2015. These fees are included in finance costs in the statement of comprehensive income. The prior unaudited condensed interim financial statements for the period ended 30 June 2014 included these finance costs in other operating expenses. The comparative numbers for the period ended 30 June 2014 have been reclassified from other operating expenses to finance costs in the statement of comprehensive income to be consistent with the current disclosure.

 

12 STOCKLENDING

 

The Company did not enter into any stock-lending transactions during the period (2014: US$ Nil).

 

13 EARNINGS PER SHARE

 

The Earnings Per Share ("EPS") is calculated by dividing the profit/(loss) for the period all attributable to equity participating shareholders by the weighted average number of shares outstanding in the period.

 

PERIOD ENDED 30 JUNE 2015 AND 30 JUNE 2014

US Dollar Class

US$

Profit for the period all attributable to participating equity shareholders

21,579,820

Number of ordinary shares for basic earnings per share

543,253,359

Basic Earnings Per Share

0.04

 

US Dollar Class

US$

Profit for the period all attributable to participating equity shareholders

18,415,186

Number of ordinary shares for basic earnings per share

543,253,359

Basic Earnings Per Share

0.03

 

For the period ended 30 June 2015 and 30 June 2014, there are no potential ordinary shares in existence hence no diluted EPS is shown.

 

14 SEGMENTAL REPORTING

 

As required by IFRS 8, Operating Segments, the information provided to the Board of Directors and Investment Manager, who are the Chief Operating Decision Makers, can be classified into one segment for the period ended 30 June 2015 and 30 June 2014. The only share class in issue during the period ended 30 June 2015 and 30 June 2014 is the US Dollar Class.

 

For the periods ended 30 June 2015 and 30 June 2014, the Company's primary exposure was to North America related assets.

 

15 TAXATION

 

Under current law and Irish practice, the Company qualifies as an investment undertaking under Section 739B of the Taxes Consolidation Act 1997 and is not therefore chargeable to Irish tax on its relevant income or relevant gains. No stamp duty, transfer or registration tax is payable in the Republic of Ireland on the issue, redemption or transfer of shares in the Company. Distributions and interest on securities issued in countries other than the Republic of Ireland may be subject to taxes including withholding taxes imposed by such countries. The Company may not be able to benefit from a reduction in the rate of withholding tax by virtue of the double taxation agreement in operation between the Republic of Ireland and other countries. The Company may not therefore be able to reclaim withholding tax suffered by it in particular countries.

 

To the extent that a chargeable event arises in respect of a shareholder, the Company may be required to deduct tax in connection with that chargeable event and pay the tax to the Irish Revenue Commissioners. A chargeable event can include payments to shareholders, appropriation, cancellation, redemption, repurchase or transfer of shares, or a deemed disposal of shares every eight years beginning from the date of acquisition of those shares. Certain exemptions can apply. In the absence of an appropriate declaration or written confirmation from the Revenue Commissioners which confirms that no such declaration is required, the Company will be liable for Irish tax on the occurrence of a chargeable event.

 

16 DISTRIBUTIONS

 

The Board declared the following distributions during the period:

 

On 22 January 2015, the Board declared a dividend of US$0.0250 per US Dollar share in respect of the period from 1 October 2014 to 31 December 2014. This dividend was paid on 4 February 2015 to shareholders on the register as at the close of business on 30 January 2015. The amount paid in respect of this dividend was US$13,581,333.

 

On 23 April 2015, the Board declared a dividend of US$0.0250 per US Dollar share in respect of the period from 1 January 2015 to 31 March 2015. The dividend was paid on 6 May 2015 to shareholders on the register as at the close of business on 30 April 2015. The amount paid in respect of this dividend was US$13,581,333.

 

17 SEASONAL OR CYCLICAL CHANGES

 

The Company is not subject to seasonal or cyclical changes.

 

 

 

 

18 EXPLANATORY NOTE ON SIGNIFICANT MOVEMENTS DURING THE PERIOD

 

Financial assets at fair value through profit or loss (including investment in subsidiaries) had a fair value of US$475,240,836 at 30 June 2015 (31 December 2014: US$486,340,728). The fair value of the Company's financial assets at fair value through profit or loss is more or less in line with the December 2014 year end numbers, with a slight decrease of 2.28%. More detail is included in the Chairman's report and Investment Manager's review on performance.

 

Cash and cash equivalents amounted to US$27,028,029 at 30 June 2015 (31 December 2014: US$10,758,356). There was an increase in cash and cash equivalents held in comparison to 31 December 2014 due to trading activity.

 

Payable for investments purchased amounted to US$15,705,000 at 30 June 2015 (31 December 2014: US$6,639,790). The increase in the payable is due to a large purchase of one CLO holding during the month of June 2015.

 

Net gain on financial assets at fair value through profit or loss for the period ended 30 June 2015 amounted to US$27,117,497 (period ended 30 June 2014: US$23,517,714). The increase reflects the change in the market conditions as explained in the Chairman's report and Investment Manager's review.

 

19 OTHER EVENTS DURING THE PERIOD

 

On 30 January 2015, the Company announced that the Investment Manager had appointed J. Richard ("Dik") Blewitt as the Company's new portfolio adviser following the resignation of Mark Moffat. All other members of the Investment

Manager's structured credit investment team remained unchanged.

 

There were no other significant events during the period which are not disclosed elsewhere which would require revision of the figures or disclosures in the financial statements.

 

20 SUBSEQUENT EVENTS

 

On 21 July 2015, the Board declared a dividend of US$0.0250 per US Dollar share in respect of the period from 1 April 2015 to 30 June 2015. This dividend was paid on 6 August 2015 to shareholders on the register as at the close of business on 31 July 2015. The amount paid in respect of this dividend was US$13,581,333.

 

There were no other significant events since period end which would require revision of the figures or disclosures in the financial statements.

 

21 APPROVAL OF THE FINANCIAL STATEMENTS

The unaudited condensed interim financial statements were approved and authorised for issue by the Directors on 26 August 2015.

 

 

 

 

SCHEDULE OF INVESTMENTS

As at 30 June 2015

 

Nominal

holdings

Market value

of US$

% of

NAV

COLLATERALISED LOAN OBLIGATIONS

REGION OF TRADE

North America

COUNTRY OF INCORPORATION

Cayman Islands (December 2014: 96.58%)

ACAS CLO 2013-1X F

5,000,000

4,498,725

0.93

ACAS CLO 2013-2X E

7,000,000

6,223,056

1.29

Adirondack Park CLO Ltd 2013-1A E

5,500,000

5,220,102

1.08

Apidos CLO XIV 2013-1A E 144A

4,000,000

3,680,547

0.76

Apidos CLO XIV 2013-14A F 144A

5,000,000

4,333,323

0.90

Apidos CLO XIV 2013-14X INC

6,060,000

5,302,500

1.10

Apidos CLO XVII 2014-17X E

11,500,000

10,212,872

2.11

Apidos CLO XX 2015-20X D

1,538,462

1,513,531

0.31

ARES CLO Ltd 2007-3RA E

7,000,000

6,658,739

1.38

ARES CLO Ltd 2013-3X SUB

14,750,000

10,325,000

2.14

Ares XXXII CLO Ltd 2014-32X E

3,750,000

3,492,121

0.72

Birchwood Park CLO Ltd 2014-1X INC

1,000,000

890,000

0.18

BNPP IP CLO Ltd 2014-1X D

16,500,000

15,188,418

3.14

BNPP IP CLO Ltd 2014-1X E

14,000,000

12,192,471

2.52

BNPP IP CLO Ltd 2014-1X SUB

22,300,000

17,254,625

3.57

Callidus Debt Partners CLO Fund V Ltd

11,700,000

5,752,500

1.19

Callidus Debt Partners CLO Fund VII Ltd

25,100,000

847,126

0.19

Carlyle Daytona CLO Ltd 2007-1A B2L

12,190,753

11,851,690

2.45

Carlyle Global Market Strategies CLO Ltd 2015-1A SUB

10,000,000

8,800,000

1.83

Cedar Creek CLO Ltd 2013-1A SUB

10,200,000

7,344,000

1.52

Clear Lake CLO Ltd 2006-1A D

6,184,393

6,012,014

1.24

Dryden XXVI Senior Loan Fund 2013-26X SUB

6,000,000

4,420,000

0.92

Eaton Vance CDO Ltd 2014-1X INC

8,000,000

6,100,000

1.27

ECP CLO 2014-6X Ltd

4,100,000

3,448,433

0.71

Flatiron CLO 2014-1 X SUB

31,000,000

23,405,000

4.85

Gale Force 3 Clo Ltd 2007-3A E

4,100,000

3,949,306

0.81

Highbridge Loan Management 4-2015 Ltd

4,900,000

4,598,378

0.95

Inwood Park CDO Ltd 2006-1 E

7,000,000

6,856,747

1.42

Keuka Park CLO Ltd 2013-1A E

8,000,000

7,443,731

1.54

Keuka Park CLO Ltd 2013-1A SUB

23,350,000

19,419,417

4.02

Nantucket CLO Ltd 2006-1A E

3,000,000

2,947,760

0.61

Neuberger Berman CLO XIV Ltd-2013-14A E

7,000,000

6,351,601

1.32

Neuberger Berman CLO XIV Ltd 2013-14X SUB

18,554,000

15,538,975

3.23

Neuberger Berman CLO XV 2013-15X SUB

3,500,000

2,741,667

0.57

Neuberger Berman CLO XVI Ltd 2013-16X F

12,500,000

10,338,376

2.14

Neuberger Berman CLO XVII Ltd 2014-17 SUB

29,100,000

21,570,374

4.47

Neuberger Berman CLO XVII Ltd 2014-17 SFN

1,684,737

1,467,827

0.31

NYLIM Flatiron CLO 2006-1 Ltd 2006-1X SUB

2,000,000

777,500

0.16

OHA Park Avenue CLO I Ltd 2007-1A SUB

10,000,000

5,183,333

1.07

Pinnacle Park CLO Ltd 2014-1A SUB

25,000,000

23,541,666

4.88

Rampart CLO 2007 Ltd 2007-1A SUB

11,000,000

4,945,875

1.02

Saturn CLO Ltd 2007-1 D

4,200,000

4,006,494

0.83

Seneca Park CLO Ltd 2014-1X SUB

6,500,000

6,183,125

1.28

Silvermore CLO Ltd 2014-1X BSUB

8,300,000

5,768,500

1.19

Stanfield Azure CLO Ltd

75,000

-

0.00

Stewart Park CLO Ltd 2015-1X SUB

10,000,000

10,000,000

2.07

Thacher Park CLO Ltd 2014-1X SUB

4,000,000

3,626,667

0.75

THL Credit Wind River 2013-2 CLO Ltd

5,000,000

4,112,500

0.85

THL Credit Wind River Ltd 2014-3 CLO

2,500,000

2,328,437

0.48

Tryon Park CLO Ltd 2013-1X SUB

12,000,000

10,360,000

2.14

Tryon Park CLO Ltd 2013-1X E

4,700,000

4,162,153

0.86

VOYA Investment Management CLO Ltd 2015-2X SUB

18,000,000

15,705,000

3.25

388,892,202

80.52

Ireland (December 2014: 0.00%)

Dorchester Park CLO Ltd 2015-1X SUB

10,000,000

9,850,000

2.04

10,000,000

9,850,000

2.04

TOTAL COLLATERALISED LOAN OBLIGATIONS (DECEMBER 2014: 96.58%)

398,742,202

82.56

INVESTMENT IN SUBSIDIARIES

REGION OF TRADE

North America

COUNTRY OF INCORPORATION

Cayman Islands (December 2014: 2.96%)

Babson CLO Ltd 2013-IX SUB

21,000,000

17,745,000

3.68

Sheridan Square CLO Ltd 2013-1 INC

38,500,000

32,195,625

6.67

Sheridan Square CLO Ltd 2013-1 F

11,900,000

10,592,177

2.19

VOYA Investment Management CLO II Ltd (Preference Shares)

17,000

15,965,832

3.30

76,498,634

15.84

TOTAL INVESTMENTS AT FAIR VALUE (DECEMBER 2014: 99.54%)

475,240,836

98.40

OTHER ASSETS (DECEMBER 2014: 2.20%)

27,057,446

5.60

OTHER LIABILITIES (DECEMBER 2014: (1.74)%)

(19,309,027)

(4.00)

TOTAL NET ASSETS ATTRIBUTABLE TO EQUITY PARTICIPATING SHAREHOLDERS

482,989,255

100.00

 

 

 

MANAGEMENT AND ADMINISTRATION

 

DIRECTORS*

Werner Schwanberg (Chairman)**

Fergus Sheridan**

Adrian Waters**

Edward D'Alelio

Nicholas Moss**

REGISTERED OFFICE

78 Sir John Rogerson's Quay

Dublin 2

Ireland

 

COMPANY REGISTRATION NUMBER: 415764

US Dollar shares ISIN: IE00B3D60Z08

 

ADMINISTRATOR AND COMPANY SECRETARY

State Street Fund Services (Ireland) Limited

78 Sir John Rogerson's Quay

Dublin 2

Ireland

INVESTMENT MANAGER

GSO / Blackstone Debt Funds Management LLC

345 Park Avenue

Floor 31

New York

NY 10154

United States of America

 

CUSTODIAN

State Street Custodial Services (Ireland) Limited

78 Sir John Rogerson's Quay

Dublin 2

Ireland

JOINT FINANCIAL ADVISER AND JOINT CORPORATE BROKER

Dexion Capital plc

1 Tudor Street

London EC4Y 0AH

United Kingdom

 

SOLICITORS AS TO US AND ENGLISH LAW

Herbert Smith Freehills LLP

Exchange House

Primrose Street

London EC2A 2EG

United Kingdom

JOINT FINANCIAL ADVISER AND JOINT CORPORATE BROKER

Nplus1 Singer Advisory LLP

One Bartholomew Lane

London EC2N 2AX

United Kingdom

 

SOLICITORS AS TO IRISH LAW

Arthur Cox

Earlsfort Centre

Earlsfort Terrace

Dublin 2

Ireland

INDEPENDENT AUDITOR

KPMG

1 Harbourmaster Place

IFSC

Dublin1

Ireland

 

REGISTRAR

Computershare Investor Services (Ireland) Limited

Herron House

Corrig Road

Sandyford Industrial Estate

Dublin 18

Ireland

 

 

* All Directors of Carador Income Fund PLC are Non-Executive Directors.

** Independent Directors.


1 Sources: S&P/LSTA Leveraged Loan Index, Barclays EM USD Aggregate Index, Barclays U.S. High Yield Index, Barclays U. S. Corporate Index, Barclays U.S. Treasury Index, and the S&P 500 Index.

2 Past performance is not necessarily indicative of, and cannot be relied upon as a guide to, future results of the Company, and there can be no assurance that the Company will achieve comparable results, will meet its target returns, achieve its investment objectives or be able to implement its investment strategy. All returns are net of an accrued performance fee because the NAV and distributions to the end of the month for the US$ Shares were in excess of their respective thresholds.

3 The 12 month Dividend Yield is based on last four quarterly dividends declared. Share price data is as at the end of the respective period.

4 This is a target and not a forecast and there can be no guarantee or assurance that the target will be met.

5 Past performance is not necessarily indicative of, and cannot be relied upon as a guide to, future results of the Company, and there can be no assurance that the Company will achieve comparable results, will meet its target returns, achieve its investment objectives or be able to implement its investment strategy. All returns are net of an accrued performance fee because the NAV and distributions to the end of the month for the US$ Shares were in excess of their respective thresholds.

6 The 12 month Dividend Yield is based on last four quarterly dividends declared.

7 Source: J.P. Morgan Leveraged Loan Market Monitor, 1 July 2015.8 Source: S&P Capital IQ LCD's Leveraged Lending Review and LCD European Leveraged Lending Review, 2Q15.

9 S&P European Leveraged Loan Index, as of 30 June 2015, and S&P/LCD "(EUR) Fitch report: European loan defaults to decline", 15 May 2015.

10 Source: Morgan Stanley CLO Market Tracker, 8 July 2015.

11 Sources: JP Morgan Leveraged Loan Market Monitor, 1 June 2015; Citi Research Global Structured Credit Strategy 20 May 2015. Figures shown use midpoints from each strategist report.

12 Source: Wells Fargo The CLO Salmagundi, 2 July 2015.

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
IR UWVKRVNAWURR
Date   Source Headline
10th Jul 20207:00 amRNSFinal Redemption of U.S. Dollar Shares & Delisting
10th Jul 20207:00 amRNSFinal Redemption of Repurch Pool Shares &Delisting
23rd Jun 202011:06 amRNSSecond Price Monitoring Extn
23rd Jun 202011:01 amRNSPrice Monitoring Extension
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22nd May 20204:37 pmRNSPrice Monitoring Extension
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22nd May 20202:00 pmRNSPrice Monitoring Extension
22nd May 202011:06 amRNSSecond Price Monitoring Extn
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15th May 202011:06 amRNSSecond Price Monitoring Extn
15th May 202011:01 amRNSPrice Monitoring Extension
15th May 20209:07 amRNSSecond Price Monitoring Extn
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23rd Apr 20207:00 amRNSAnnual Financial Report
24th Mar 202011:07 amRNSSecond Price Monitoring Extn
24th Mar 202011:01 amRNSPrice Monitoring Extension
24th Mar 20209:06 amRNSSecond Price Monitoring Extn
24th Mar 20209:01 amRNSPrice Monitoring Extension
23rd Mar 20207:00 amRNSNet Asset Value(s)
19th Mar 202011:06 amRNSSecond Price Monitoring Extn
19th Mar 202011:02 amRNSPrice Monitoring Extension
21st Feb 20207:00 amRNSNet Asset Value(s)
20th Feb 20201:05 pmRNSHolding(s) in Company
20th Feb 20201:04 pmRNSHolding(s) in Company
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20th Feb 202012:57 pmRNSHolding(s) in Company
19th Feb 20209:07 amRNSSecond Price Monitoring Extn
19th Feb 20209:02 amRNSPrice Monitoring Extension
5th Feb 202012:58 pmRNSHolding(s) in Company
3rd Feb 20207:00 amRNSShareholder Notification
3rd Feb 20207:00 amRNSPartial Compulsory Redemption of U.S. Dollar Shs
3rd Feb 20207:00 amRNSPartial Compulsory Redemption of Repur Pool Shares
3rd Feb 20207:00 amRNSHolding(s) in Company
3rd Feb 20207:00 amRNSHolding(s) in Company
23rd Jan 20207:00 amRNSPartial Compulsory Redemption of U.S. Dollar Shs
23rd Jan 20207:00 amRNSPartial Compulsory Redemption of Repur Pool Shares
22nd Jan 20207:00 amRNSNet Asset Value(s)
20th Dec 20197:00 amRNSNet Asset Value(s)
21st Nov 20199:30 amRNSNet Asset Value(s)
5th Nov 20199:27 amRNSHolding(s) in Company
1st Nov 20197:00 amRNSPartial Compulsory Redemption of U.S. Dollar Shs
21st Oct 20197:00 amRNSPartial Compulsory Redemption of U.S. Dollar Shs

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