17 Sep 2021 07:00
LONDON STOCK EXCHANGE ANNOUNCEMENT
JPMORGAN MID CAP INVESTMENT TRUST PLC
FINAL RESULTS FOR THE YEAR ENDED 30TH JUNE 2021
Legal Entity Identifier: 549300QED7IGEP4UFN49
Information disclosed in accordance with the DTR 4.1.3
CHAIRMAN'S STATEMENT
Investment Performance
I am pleased to report on a good year for your Company on a number of measures:-
First your Company's benchmark, the FTSE 250 Index (excluding investment trusts) recorded a total return of +36.7% for the year to 30th June 2021. This is greater than both the returns of +18.0% for the FTSE 100 Index and +21.5% for the FTSE All-Share Index. The return from the FTSE 250 Index restores the historic pattern of superior performance by mid cap equities in the UK and by some margin.
The recovery in UK and global stock markets following the sell-off in March 2020 was sustained into 2021 as the uncertainty regarding the financial impact of the COVID-19 pandemic began to recede. Stock markets later responded very positively to the announcement of successful vaccine trials in November 2020 and also to the roll out of the vaccination programme in the UK in 2021.
Compared with the benchmark return of +36.7%, your Company's Net Asset Value ('NAV') total return for the year was +48.6%. The healthy margin of outperformance was accounted for by excellent stock selection and the tactical use of gearing by the Investment Managers. Despite this impressive headline return, the year under review was not a straightforward one to navigate. Leadership in the FTSE 250 Index changed regularly as newsflow influenced an often rapidly evolving investment background. In particular, the 'vaccine bounce' in November and December produced a marked change in sentiment towards certain sectors. The Investment Managers maintained their balanced investment approach throughout the year and their key stock selections contributed significantly to the outperformance.
The NAV total return was also assisted by the Company's activity in its own shares. 296,589 shares were purchased and held in Treasury at an average discount of 15.6% between August and October 2020. In June 2021 the Board was pleased to approve the sale of 50,000 shares from Treasury at a premium of 1.26%. These transactions were all NAV enhancing for shareholders.
Finally, the share price discount to NAV at which the Company's shares trade commenced the year at 11.5% but at the year end the discount had narrowed to 2.1%. Consequently, the share price total return for the year was an impressive +65.1%.
The past 18 months have been a challenging time with heightened levels of volatility in markets, new working practices being introduced at short notice and considerable uncertainty as to the economic, social and financial impacts of the pandemic. There remains uncertainty as to how recovery from the pandemic will play out and there may well be some setbacks on the way. Your Board is delighted with the skill that the Investment Managers have shown in managing the portfolio through this crisis. They have been consistent in applying their investment process and the results have been excellent on both an absolute and relative basis, with the Company now comfortably beating its benchmark index over one, three, five and ten year time frames.
The Investment Managers' Report set out on pages 10 to 12 of the Company's Annual Report & Financial Statements for the year ended 30th June 2021 ('2021 Annual Report'), reviews the market and provides more detail on performance.
Revenue and Dividends
While, as illustrated above, stock markets rallied swiftly to discount the potential recovery in corporate profits, dividends from companies have lagged behind significantly, and it will not be until profits and cash flows recover to previous levels that a recovery in dividends will follow. Consequently, the revenue earnings for the year show only a slight improvement on 2020 of 3.2% to 20.32p per share. Earnings were however still some way below the 2019 peak of 35.01p per share.
In 2020, the Board decided to pay a maintained but uncovered dividend of 29.5p per share and drew down £2.3 million of revenue reserve (the equivalent of 9.7p per share) to do so. For 2021, the Board has similarly decided to pay a maintained dividend of 29.5p per share but will utilise a lower level of revenue reserve of 9.1p per share to make this payment. The final dividend of 21.5p will be paid on 12th November 2021 to shareholders on the register at the close of business on 8th October 2021.
Whilst the Company has a capital growth objective, the Board considers that dividends are an important component of shareholder total return over the long term. As such, the Board may from time to time utilise its reserve of previously retained revenue earnings in order to smooth the income paid to shareholders, which is an advantage of the investment trust structure. The revenue forecasts prepared currently show an encouraging outlook and it is the Board's expectation that the dividend can be sustained in future using a progressively lower level of drawdown from reserves. After the payment of the final dividend the Company will have revenue reserves of approximately 21.8p per share. It is important to emphasise that there is no pressure on the Investment Managers to position the portfolio to earn a given income target - rather income is an outcome of the investment process not an objective.
Based upon the year end share price of 1,420.0p, the 29.5p dividend represents a dividend yield of 2.1%.
Gearing and Borrowing Facilities
The Company's gearing strategy is implemented through the use of two committed bank borrowing facilities, which at the year end totalled £45 million.
In the year to June 2021, the Company's net assets rose from £237.4 million to £340.4 million, an increase in excess of 40%. In order to be able to maintain the potential gearing ratio one of the facilities has, since the year end, been renegotiated and increased in size from £15 million to £25 million. Consequently, total borrowings of £55 million are now available to the Company. If fully utilised, and based on the year-end asset value, this would allow gearing to be 16.2%. The Board and Investment Managers agree that the flexibility provided by these bank facilities is an attraction, in order to invest more when markets are attractively valued and less when returns are expected to be poorer, and during the year to June 2021 the gearing level varied between 5.7% and 11.8%.
The Board has determined that in normal circumstances the Company will remain geared, and a range of gearing levels is agreed at each Board meeting but can be reviewed between meetings if appropriate.
The use of LIBOR to reflect the cost of borrowing is coming to an end and the relevant regulatory bodies have decided that a daily compounded rate based on a risk-free rate (SONIA in the case of GBP) should be used as its replacement. The facilities have now been transitioned from LIBOR to SONIA.
Share Price Rating to NAV per Share
As mentioned above the Company has been active in both buying shares into and selling shares out of Treasury during the year. The Board monitors the Company's premium/discount level and seeks, when deemed appropriate, to address imbalances in the supply and demand of the Company's shares through either buybacks or issuance. Treasury shares or any new ordinary shares will only be sold or issued respectively at a premium to the then net asset value per share.
Increased Marketing Promotion of JPMorgan Mid Cap Investment Trust
The result of the EU Membership Referendum in June 2016 and the subsequent uncertainty over the nature of the UK's future relationship with Europe proved to be a significant barrier in attracting investors to consider the UK Mid Cap sector as an attractive asset class.
However, the BREXIT agreement in late December 2019 changed that position and signs of increased interest in the asset class were evident in January and February 2020. The initial period of the COVID-19 pandemic reversed that trend. However, following the sell-off in March 2020 the performance from the FTSE 250 Index was strong and investors became more confident in the UK, seeing it as an undervalued market on a global basis.
Against this background, it was very disappointing to see the share price discount to NAV of your Company move out to such a wide level in the fourth quarter of 2020. Feedback from JPMorgan's regular interaction with existing and potential shareholders indicates that there is considerable interest in the Company. The Board has therefore agreed with the Manager to increase efforts to promote the Company.
To this end a Marketing and Communications Committee of the Board has been established. Hannah Philp Chairs the Committee which will meet twice a year and propose an appropriate budget to the Board to invest in additional marketing of the Company, with the objective of increasing awareness and engagement of the trust with retail investors and to reinforce the Company's key benefits with the retail audience, particularly given the strong performance the Company has enjoyed. The Company's website is in the process of being enhanced to improve the user experience and a marketing campaign has been agreed and will be introduced to the retail market in the coming months.
Asset performance has been strong but the Company operates in a competitive savings market with many investment options available. The Board firmly believes that the Company is an attractive investment opportunity but at a time when there is heightened interest in the asset class, promotion is essential to raise awareness, bringing the company front of mind amongst potential buyers, clearly communicating the opportunity that the Company offers.
Environmental, Social and Governance Considerations
Through the investment process, the Investment Managers look beyond the pure financial attributes of a company or its shares. In looking for sustainable business models and long-lasting competitive advantages, they are increasingly assessing the environmental, social and governance ('ESG') aspects of the companies in which the Company invests. ESG considerations are fully integrated into the investment process and the Board shares the Manager's view of the importance of ESG factors when making investments for the long term and of the necessity of continued engagement with investee companies throughout the duration of the investment. Further information on the Manager's ESG process and engagement is set out in the ESG section on pages 13 to 15 of the 2021 Annual Report.
Annual General Meeting ('AGM')
Regrettably COVID-19 restrictions prevented the holding of the Company's AGM in 2020 in the usual format. The Directors were disappointed not to be able to have the usual interaction with shareholders at this forum. Current indications are that a more familiar format for the AGM may be permissible in November this year and, to that end, the AGM is scheduled to be held at 2.30 p.m. on Tuesday 2nd November 2021 at 60 Victoria Embankment, London EC4Y 0JP.
We do of course strongly advise all shareholders to consider their own personal circumstances before attending the AGM in person. For shareholders wishing to follow the AGM proceedings but choosing not to attend, we will be able to welcome you through conferencing software. Details on how to register, together with access details, will be available shortly on the Company's website: www.jpmmidcap.co.uk, or by contacting the Company Secretary at invtrusts.cosec@jpmorgan.com.
As is normal practice, all voting on the resolutions will be conducted on a poll. Due to technological reasons, shareholders viewing the meeting via conferencing software will not be able to vote on the poll and we therefore encourage all shareholders, and particularly those who cannot attend physically, to exercise their votes in advance of the meeting by completing and submitting their form of proxy. Shareholders are encouraged to send any questions ahead of the AGM to the Board via the Company Secretary at the email address above. We will endeavour to answer relevant questions at the meeting or via the website depending on arrangements in place at the time.
The formal business of the AGM will include the adoption of new articles of association of the Company (full details of which are set out in the Appendix on pages 82 and 83 of the 2021 Annual Report). The two principal changes to the Company's articles are described below.
The first alteration will give the Company permission to distribute its realised capital reserves as dividends, should it choose to do so. The context for this is that in 2012 a change to the Companies Act allowed Investment Companies, which had been granted the permission by shareholders, to distribute any surplus arising from the realisation of its investments - the balance held in realised capital reserves. Many Investment Companies, by changing their articles appropriately, now have permission to distribute capital reserves. Your Board considers it prudent to have the ability to distribute capital reserves as dividends, as it provides a flexible and potentially competitive advantage to investment companies when compared with other fund structures. It is important to emphasise that the Board has no immediate or indeed medium-term intention to utilise this power, but considers it important to retain it as an option.
The other noteworthy change relates to the various formats of AGM that the Company may choose to use. This is a topic brought into stark focus by the social distancing rules introduced by the COVID-19 pandemic. Last year's AGM took place and was attended by the minimum requisite number of shareholders. The Directors are seeking permission to be able to hold, in extremis, a virtual AGM if the then situation makes that prudent to do so. Once again, there is no intention to hold such a meeting, but as the past 18 months has demonstrated, events can unfold in a wholly unpredictable manner and the Board would like to have maximum flexibility to deal with unexpected circumstances.
Your Board would encourage shareholders to support these and the other more procedural changes that are proposed.
If there are any changes to the above AGM arrangements, the Company will update shareholders through the Company's website and, as appropriate, through an announcement on the London Stock Exchange.
Outlook
Currently the UK is moving rapidly towards a removal of all the COVID-19 restrictions that have dominated economic and social activity since March 2020. Recent history, however, suggests that the pandemic has the ability to surprise and new variants and further infection waves remain a risk. Markets are not currently priced for a reintroduction of restrictions.
However, the optimism in markets would appear well founded, particularly from an earnings recovery and valuation viewpoint. The recent level and scale of earnings upgrades versus downgrades for UK Companies is at unprecedented levels and investors are operating in an environment in which best expectations are generally achieved or exceeded. This is very positive and also coincides with a view that the UK Mid Cap sector remains undervalued - illustrated by an elevated level of bid activity for constituents of the Mid Cap universe.
The portfolio was managed extremely well by our Investment Managers through the difficulties posed by the pandemic and the Board has full confidence that this will continue through the next phase of this cycle.
John Evans
Chairman
16th September 2021
INVESTMENT MANAGERS' REPORT
Performance and Market Background
Your Company's financial year to 30th June 2021 was inevitably dominated by COVID-19. Further lockdowns that followed the initial one in the Spring of 2020 continued to wreak havoc on the UK economy, although they were notably less damaging than the first lockdown. The fantastic arrival of vaccines in November 2020 and the UK's subsequent success in its vaccination roll-out programme opened the path to recovery and the stock market reacted accordingly. The Bank of England's recent forecasts are for GDP growth of 7.25% in 2021, followed by 6.0% in 2022, as the economy rebounds from the 10.0% GDP decline in 2020.
Against this backdrop, your Company produced a very strong Net Asset Value ('NAV') total return of +48.6% in the financial year, compared to a return of +36.7% for the FTSE 250 Index (excluding investment trusts). The share price total return was notably higher at 65.1%, as the discount of the share price relative to net assets narrowed, due to renewed interest in the UK equity market, and in particular to the more domestically focused FTSE 250.
PERFORMANCE ATTRIBUTION
YEAR ENDED 30TH JUNE 2021
| % | % |
Contributions to total returns |
|
|
Benchmark return |
| 36.7 |
Stock & sector selection | 8.6 |
|
Gearing/net cash | 3.9 |
|
Investment Manager contribution |
| 12.5 |
Portfolio return |
| 49.2 |
Fees/other expenses | -0.6 |
|
Other effects |
| -0.6 |
Return on net assetsAPM |
| 48.6 |
Return to shareholdersAPM |
| 65.1 |
Source: J.P. Morgan/Morningstar.
All figures are on a total return basis.
Performance attribution analyses how the Company achieved its recorded performance relative to its benchmark.
Portfolio
A number of our largest and long-held positions contributed to the strong performance of your Company over the year. Key among these were Future, Pets at Home, Watches of Switzerland and Games Workshop, all of which delivered strong results and share price performance. In addition, our sizeable positions in OSB (formerly OneSavings Bank) and the housebuilder, Vistry, were notable contributors, having fallen precipitously at the onset of COVID-19. Our decision to add to a number of these companies as share prices fell was validated through the year.
On the negative side, four of the largest detractors from performance, relative to the benchmark, were all due to M&A (Mergers & Acquisitions). John Laing, G4S, William Hill and Morrisons all succumbed to bids during the year, and all were large constituents of our index, which the Company did not hold. There were many other bids during the year in the FTSE 250 arena - St Modwen, Aggreko, Gamesys, to name but a few but we failed to benefit from any of these as again such positions were not in the portfolio. Thankfully, post the year end, we had our first bid in over 18 months, with an approach for Meggitt, a company we invested in at the start of the year.
The last year was not only a strong one for M&A, especially in the FTSE 250, but also for IPOs (Initial Public Offerings). A large number of new companies came to the market, and after extensive due diligence we participated in several, including Victorian Plumbing (online bathroom retailer), Alphawave IP (semi-conductor developer), Bytes (value-added tech reseller) and Moonpig (online card retailer). We are excited by what we believe to be high quality and high growth new companies currently coming to the market. Other new additions to the portfolio over the year included the DIY retailer Wickes through its demerger from Travis Perkins, and three companies exposed to the much maligned consumer leisure sector - Rank (a casino operator), Restaurant Group (a group of restaurants) and Mitchells and Butlers (a pubs and bars operator). Exits from the portfolio included Weir and Kingfisher, on promotion to the FTSE 100, and Sabre Insurance, Telecom Plus and Beazley, on weaker than expected operational performance.
Outlook
At the start of 2021, we laid out in our Interim Report our reasons for being positive on the UK economy, and the more domestically biased FTSE 250 in particular. To date the economic recovery has been even stronger than we expected. Government support towards UK companies over the last eighteen months has been well designed and we believe this has contributed to the pace of recovery. In addition, current unemployment levels are much lower than feared. While the furlough scheme continues to provide support until the end of September, the number of employees benefitting from the scheme has sharply reduced. Other positives include the very strong purchasing managers' data (a good lead indicator which indicates the prevailing direction of economic trends in the manufacturing and service sectors), rock bottom interest rates, and the growing propensity of the stalwart UK consumer to spend again. Recent Barclaycard consumer spending data suggested that non-essential spending in July recorded its highest growth since before the first UK lockdown, up +10.4% versus 2019, with 25% of consumers stating that they have been dipping into their savings to make the most of post-lockdown life. This had been part of our thesis on the roadmap to recovery. UK households significantly increased their savings last year, to the tune of over £150 billion excess savings, and this led us to tilt the portfolio to a significant overweight to the UK domestic economy and the UK consumer in particular. Our largest sector overweight is in General Retail.
There are a number of counters to these positives. First and foremost, in all of our minds, the mutating strains of COVID-19 have seen case numbers rise again in the UK and elsewhere in recent months. However, the link between cases and hospitalisations has decoupled significantly compared to the peak in the UK, due to over 80% of the adult population that have been double-vaccinated. Of additional immediate concern are the current inflationary pressures, in the UK and globally. The Bank of England forecasts inflation to hit 4% by the end of 2021 and then to decline. We will be monitoring this and its impact both on our companies and on interest rates very closely. Further out, there is the magnitude of the UK's debt, and at some point, the inevitable end of Central Banks' asset purchases and the normalisation of interest rates.
Taking these risks into account, we continue to remain very positive on the outlook for our companies and for the FTSE 250 Index. With Brexit completed in December 2020, we finally have an end to five years of uncertainty, and initial indications suggest limited disruption to trading. The index has hit an all time high, and looking out to 2022 is now on a P/E ratio of 15.8x, which is slightly above its long run average. However, earnings are forecast to grow 27% this year and 13% next and we believe our companies will grow faster than this. Whilst we are closely monitoring the impact of global supply chain issues and inflationary pressures, the strength of the economic backdrop is very positive, and the ongoing rush of M&A provides clear evidence of the value seen in the UK stockmarket.
Normality beckons, and is coming closer. A stronger economic rebound than expected, a consumer willing to spend, better than expected results from a large number of our portfolio companies and balance sheets being repaired, all provide a strong platform for growth and we expect this to lead to continued strong performance from our companies.
Georgina Brittain
Katen Patel
Investment Managers
16th September 2021
PRINCIPAL AND EMERGING RISKS
The Directors confirm that they have carried out a robust assessment of the principal risks facing the Company, including those that would threaten its business model, future performance, solvency or liquidity. With the assistance of JPMF, the Audit & Risk Committee has drawn up a risk matrix, which identifies the key risks to the Company. These are reviewed and noted by the Board. The risks identified and the broad categories in which they fall, and the ways in which they are managed or mitigated are summarised below. The AIC Code of Corporate Governance requires the Audit & Risk Committee to put in place procedures to identify emerging risks. The key emerging risks identified are also summarised below.
Principal Risk | Description | Mitigating Activities |
Investment Management and Performance |
|
|
Underperformance | Poor implementation of the investment strategy may lead to underperformance against the Company's benchmark index and peer companies. | A broadly diversified portfolio of equities is managed in line with Board-approved investment restrictions and guidelines. Investments are monitored and reported on by the Manager who provides the Board with regular information, including performance data, attribution analyses, revenue estimates, liquidity reports and shareholder analyses. The Board monitors the implementation and results of the investment process with the Investment Managers and reviews data which show measures of the Company's risk profile. The Investment Managers employ the Company's gearing within a strategic range set by the Board. |
Discount Control Risk | Investment trust shares often trade at discounts to their underlying NAVs; they can also trade at a premium. Discounts and premiums can fluctuate considerably leading to volatile returns for shareholders. | The Board monitors the share price against the absolute and sector relative premium/discount levels. The Board reviews sales and marketing activity and sector relative performance (considered the primary drivers of the relative discount level). The Company also has authority to buy back its existing shares to enhance the NAV per share for remaining shareholders and to reduce the absolute level of discount and discount volatility. |
Market and Economic Risk | Market risk arises from uncertainty about the future prices of the Company's investments, which may reflect underlying uncertainties arising from economic, social, fiscal, climate and regulatory changes. Since early 2020, the ongoing uncertainty resulting from the COVID-19 pandemic has contributed to increased market volatility. This risk represents the potential loss the Company might suffer through holding investments in falling markets. | The Board believes that shareholders expect that the Company will and should be fairly fully invested in UK equities and would normally only seek to mitigate market risk through guidelines on gearing. The Manager reports regularly to the Board on the market outlook and the Board provides the Investment Mangers discretion on acceptable levels of gearing and/or cash. The Company's gearing policy is to operate within a range of 10% net cash to 20% geared. The Board considers regularly thematic and factor risks, stock selection and levels of gearing and has set investment restrictions and guidelines which are monitored and reported on by the Manager. |
Inappropriate Gearing Levels (both over and under gearing of the portfolio) | The Company borrows money for investment purposes. If the investments fall in value, any borrowings will magnify the extent of this loss. If borrowing facilities are not renewed, either because banks stop lending or the Company cannot borrow at an appropriate rate or tenor, the Company may have to sell investments to repay borrowings and/or a lack of borrowing facilities would leave the Company unable to access potential opportunities and lag behind the performance of its geared peers. | To mitigate this risk all borrowing arrangements are monitored by the Board and those requiring Board approval, as well as and leverage levels, are discussed with the investment managers at every Board meeting. Covenant levels are monitored regularly. The Company's investments are in quoted securities that are readily realisable. The Board ensures that any renewal or replacement of such facilities is addressed early; the Manager has regular discussions with banks on lending appetite and pricing throughout the year. Further information on leverage can be found on page 66 and in the Glossary of Terms and Alternative Performance measures on pages 84 and 85 of the 2021 Annual Report. |
Operational Risks |
|
|
Outsourcing | Disruption to, or failure of, the Manager's accounting, dealing or payments systems or the Depositary or Custodian's records may cause inaccurate reporting and monitoring of the Company's financial position or result in a misappropriation of assets. | Details of how the Board monitors the outsourced services and the key elements of the risk management and internal control framework governing these services are included within the Risk Management and Internal Controls section of the Corporate Governance Statement on pages 38 and 39 of the 2021 Annual Report. The Manager has a comprehensive business continuity plan to safeguard the continued operation of the business in the event of a service disruption (including from COVID-19). Since the introduction of the COVID-19 restrictions, Directors have received assurances that the Manager and its key third party service providers have all maintained service levels. |
Cyber Crime | The threat of cyber attack is regarded as at least as important as more traditional physical threats to business continuity and security. In addition to threatening the Company's operations, such an attack is likely to raise reputational issues which may damage the Company's share price and reduce demand for its shares. | The Company benefits directly and/or indirectly from all elements of JPMorgan's Cyber Security programme. The information technology controls around physical security of JPMorgan's data centres, security of its networks and security of its trading applications, are tested by independent auditors and reported every six months against the AAF Standard. |
Regulatory Risks |
|
|
Statutory and Regulatory Compliance | Failure to comply with relevant statute law or regulation may have an impact on the Company both in terms of fines and in terms of its ability to continue to operate. | The Manager provides investment, company secretarial, administration and accounting services through qualified third party professional providers. The Board receives regular reports from them in respect of their compliance with all applicable rules and regulations. |
Regulatory Change | The Company's business model could become non-viable as a result of new or revised rules or regulations arising from, for example, policy change or financial monitoring pressure. | The Board receives regular reports from its broker, depositary, registrar and Manager as well as its legal advisers and the Association of Investment Companies on changes to regulations which could impact the Company and its industry. The Company monitors events and relies on the Manager and its other key third party providers to manage this risk by preparing for any changes. |
Pandemic Risks |
|
|
Pandemics | COVID-19 has highlighted the speed and extent of economic damage that can arise from a pandemic. While current vaccination programme results are hopeful, the risk remains that new variants may not respond to existing vaccines, may be more lethal and may spread as global travel opens up again. | The Board receives reports on the business continuity plans of the Manager and other key service providers. The effectiveness of these measures have been assessed throughout the course of the COVID-19 pandemic and the Board will continue to monitor developments as they occur and seek to learn lessons which may be of use in the event of future pandemics. |
Economic Responses to the COVID-19 Pandemic | The response to the Pandemic by the UK and other governments may potentially create new risks. • Failure of Mitigation The existing vaccination programme gives hope that the world will be able to live with the COVID-19 virus. Meeting the costs of recent support measures may see an increase in taxation which could be detrimental to investee companies, the appeal of savings and investment products (such as the Company) and to shareholders themselves. • Inflation/Deflation/Depression Risks The government support measures could also result in either significant levels of inflation in the medium term (with a domino effect on valuations and/or growth) or, if insufficient, could lead to depressed levels of demand and deflation. | The Board seeks to manage these risks through: a broadly diversified equity portfolio, appropriate asset allocation, reviewing key economic and political events and regulatory changes, active management of risk and the application of relevant policies on gearing and liquidity. Deflation would make the real price of the Company's debt rise and increase the effective debt burden. The Company's debt structure comprises two revolving credit facilities, which can be repaid at nil or at a minimal cost at any time. The Company has substantial headroom on its borrowing financial covenants which is closely monitored. |
Global Risks |
|
|
Geopolitical Risk | Risks of economic, political and ultimately military conflicts between nations, regions and trading blocks are an ever present risk. So too are the risks of social dislocation or civil unrest. These bring with them risks to economic growth, to investors' risk appetites and, consequently, to the valuations of companies in the portfolio. | This risk is managed to some extent by diversification of investments and by regular communication with the Manager on matters of investment strategy and portfolio construction which will directly or indirectly include an assessment of these risks. The Board can, with shareholder approval, look to amend the investment policy and objectives of the Company to gain exposure to or mitigate the risks arising from geopolitical instability although this is limited if it is truly global. |
TRANSACTIONS WITH THE MANAGER AND RELATED PARTY TRANSACTIONS
Details of the management contract are set out in the Directors' Report on page 33 of the 2021 Annual Report. The management fee payable to the Manager for the year was £1,949,000 (2020: £1,926,000) of which £nil (2020: £nil) was outstanding at the year end.
During the year £nil (2020: £8,000), including VAT, was payable to the Manager for administration of savings scheme products, of which £nil (2020: £nil) was outstanding at the year end.
Included in administration expenses in note 6 on page 62 of the 2021 Annual Report are safe custody fees amounting to £5,000 (2020: £5,000) payable to JPMorgan Chase, N.A. of which £3,000 (2020: £1,000) was outstanding at the year end.
The Manager may carry out some of its dealing transactions through group subsidiaries. These transactions are carried out at arm's length. The commission payable to JPMorgan Securities Limited for the year was £2,000 (2020: £1,000) of which £nil (2020: £nil) was outstanding at the year end.
The Company also holds cash in the JPMorgan Sterling Liquidity Fund, which is managed by JPMorgan. At the year end this was valued at £12,593,000 (2020: £5,563,000). Interest amounting to £3,000 (2020: £48,000) was receivable during the year of which £nil (2020: £nil) was outstanding at the year end.
Handling charges on dealing transactions amounting to £12,000 (2020: £7,000) were payable to JPMorgan Chase, N.A. during the year of which £7,000 (2020: £1,000) was outstanding at the year end.
At the year end, total cash of £254,000 (2020: £410,000) was held with JPMorgan Chase, N.A. A net amount of interest of £1,000 (2020: £2,000) was receivable by the Company during the year from JPMorgan Chase, N.A. of which £nil (2020: £nil) was outstanding at the year end.
The Directors are related parties and full details of their remuneration and shareholdings can be found on pages 43 and 44 and in note 6 on page 62 of the 2021 Annual Report.
STATEMENT OF DIRECTORS' RESPONSIBILITIES
The Directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulation.
Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have prepared the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards, comprising FRS 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', and applicable law). Under Company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period. In preparing the financial statements, the Directors are required to:
• select suitable accounting policies and then apply them consistently;
• state whether applicable United Kingdom Accounting Standards, comprising FRS 102, have been followed, subject to any material departures disclosed and explained in the financial statements;
• make judgements and accounting estimates that are reasonable and prudent; and
• prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business, and the Directors confirm that they have done so.
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that the financial statements and the Directors' Remuneration Report comply with the Companies Act 2006.
The Directors are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The Directors are responsible for the maintenance and integrity of the Company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
Under applicable law and regulations the Directors are also responsible for preparing a Strategic Report, a Directors' Report and Directors' Remuneration Report that comply with that law and those regulations.
Each of the Directors, whose names and functions are listed in the Directors' Report confirm that, to the best of their knowledge the Financial Statements, which have been prepared in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), give a true and fair view of the assets, liabilities, financial position and return or loss of the Company.
The Directors' Report includes a fair review of the development and performance of the business and the position of the Company, together with a description of the principal risks and uncertainties that it faces.
The Board confirms that it is satisfied that the Annual Report and Financial Statements taken as a whole is fair, balanced and understandable and provide the information necessary for shareholders to assess the Company's position and performance, business model and strategy.
For and on behalf of the Board
John Evans
Chairman
16th September 2021
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30TH JUNE 2021
| 2021 | 2020 | ||||
| Revenue | Capital | Total | Revenue | Capital | Total |
| £'000 | £'000 | £'000 | £'000 | £'000 | £'000 |
Gains/(losses) on investments held at |
|
|
|
|
|
|
fair value through profit or loss | - | 108,764 | 108,764 | - | (42,958) | (42,958) |
Net foreign currency gains | - | - | - | - | 12 | 12 |
Income from investments | 5,960 | - | 5,960 | 5,945 | - | 5,945 |
Interest receivable and similar income | 4 | - | 4 | 79 | - | 79 |
Gross return/(loss) | 5,964 | 108,764 | 114,728 | 6,024 | (42,946) | (36,922) |
Management fee | (585) | (1,364) | (1,949) | (578) | (1,348) | (1,926) |
Other administrative expenses | (433) | - | (433) | (507) | - | (507) |
Net return/(loss) before finance costs |
|
|
|
|
|
|
and taxation | 4,946 | 107,400 | 112,346 | 4,939 | (44,294) | (39,355) |
Finance costs | (146) | (341) | (487) | (205) | (477) | (682) |
Net return/(loss) before taxation | 4,800 | 107,059 | 111,859 | 4,734 | (44,771) | (40,037) |
Taxation | (29) | - | (29) | (64) | - | (64) |
Net return/(loss) after taxation | 4,771 | 107,059 | 111,830 | 4,670 | (44,771) | (40,101) |
Return/(loss) per share | 20.32p | 455.96p | 476.28p | 19.69p | (188.82)p | (169.13)p |
All revenue and capital items in the above statement derive from continuing operations.
The 'Total' column of this statement is the profit and loss account of the Company and the 'Revenue' and 'Capital' columns represent supplementary information prepared under guidance issued by the Association of Investment Companies. Net return/(loss) after taxation represents the profit/(loss) for the year and also Total Comprehensive Income.
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30TH JUNE 2021
| Called up |
|
Capital |
|
|
|
| share | Share | redemption | Capital | Revenue |
|
| capital | Premium | reserve | reserves | reserve1 | Total |
| £'000 | £'000 | £'000 | £'000 | £'000 | £'000 |
At 30th June 2019 | 6,350 | - | 3,650 | 259,930 | 14,624 | 284,554 |
Repurchase of shares into Treasury | - | - | - | (66) | - | (66) |
Net (loss)/return | - | - | - | (44,771) | 4,670 | (40,101) |
Dividends paid in the year (note 3) | - | - | - | - | (6,995) | (6,995) |
At 30th June 2020 | 6,350 | - | 3,650 | 215,093 | 12,299 | 237,392 |
Issue of shares from Treasury | - | 454 | - | 299 | - | 753 |
Repurchase of shares into Treasury | - | - | - | (2,699) | - | (2,699) |
Net return | - | - | - | 107,059 | 4,771 | 111,830 |
Dividends paid in the year (note 3) | - | - | - | - | (6,915) | (6,915) |
At 30th June 2021 | 6,350 | 454 | 3,650 | 319,752 | 10,155 | 340,361 |
1 The revenue reserve is distributable. The amount of the revenue reserve that is distributable is not necessarily the full amount of the reserve as disclosed in these financial statements of £10,155,000 as at 30th June 2021. This reserve may be used to fund distributions to investors.
STATEMENT OF FINANCIAL POSITION
AT 30TH JUNE 2021
| 2021 | 2020 |
| £'000 | £'000 |
Fixed assets |
|
|
Investments held at fair value through profit or loss | 371,795 | 250,727 |
Current assets |
|
|
Debtors | 892 | 953 |
Cash and cash equivalents | 12,847 | 5,973 |
| 13,739 | 6,926 |
Current liabilities |
|
|
Creditors: amounts falling due within one year | (15,173) | (10,261) |
Net current liabilities | (1,434) | (3,335) |
Total assets less current liabilities | 370,361 | 247,392 |
Creditors: amounts falling due after more than one year | (30,000) | (10,000) |
Net assets | 340,361 | 237,392 |
Capital and reserves |
|
|
Called up share capital | 6,350 | 6,350 |
Share premium | 454 | - |
Capital redemption reserve | 3,650 | 3,650 |
Capital reserves | 319,752 | 215,093 |
Revenue reserve | 10,155 | 12,299 |
Total shareholders' funds | 340,361 | 237,392 |
Net asset value per share | 1,450.6p | 1,001.3p |
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30TH JUNE 2021
| 2021 | 2020 |
| £'000 | £'000 |
Net cash outflow from operations before dividends and interest | (2,388) | (2,419) |
Dividends received | 5,623 | 7,125 |
Interest received | 4 | 52 |
Overseas tax recovered | 119 | 2 |
Interest paid | (443) | (697) |
Net cash inflow from operating activities | 2,915 | 4,063 |
Purchases of investments | (127,383) | (136,132) |
Sales of investments | 113,201 | 145,345 |
Net cash (outflow)/inflow from investing activities | (14,182) | 9,213 |
Dividends paid | (6,915) | (6,995) |
Re-issue of shares from Treasury | 753 | - |
Repurchase of shares into Treasury | (2,699) | (66) |
Drawdown of bank loan | 42,000 | 19,000 |
Repayment of bank loan | (15,000) | (21,000) |
Net cash inflow/(outflow) from financing activities | 18,139 | (9,061) |
Increase in cash and cash equivalents | 6,872 | 4,215 |
Cash and cash equivalents at start of year | 5,973 | 1,753 |
Exchange movements | 2 | 5 |
Cash and cash equivalents at end of year | 12,847 | 5,973 |
Increase in cash and cash equivalents | 6,872 | 4,215 |
Cash and cash equivalents consist of: |
|
|
Cash and short term deposits | 254 | 410 |
Cash held in JPMorgan Sterling Liquidity Fund | 12,593 | 5,563 |
Total | 12,847 | 5,973 |
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30TH JUNE 2021
1. Accounting policies
Basis of accounting
The financial statements are prepared under the historical cost convention, modified to include fixed asset investments at fair value, and in accordance with the Companies Act 2006, United Kingdom Generally Accepted Accounting Practice ('UK GAAP'), including FRS 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' and with the Statement of Recommended Practice 'Financial Statements of Investment Trust Companies and Venture Capital Trusts' (the 'SORP') issued by the Association of Investment Companies in October 2019.
All of the Company's operations are of a continuing nature.
The financial statements have been prepared on a going concern basis. In forming this opinion, the Directors have considered any potential impact of the COVID-19 pandemic on the going concern and viability of the Company. In making their assessment, the Directors have reviewed income and expense projections and the liquidity of the investment portfolio, and considered the mitigation measures which key service providers, including the Manager, have in place to maintain operational resilience particularly in light of COVID-19.
The policies applied in these financial statements are consistent with those applied in the preceding year.
2. Return/(loss) per share
| 2021 | 2020 |
| £'000 | £'000 |
Revenue return | 4,771 | 4,670 |
Capital return/(loss) | 107,059 | (44,771) |
Total return/(loss) | 111,830 | (40,101) |
Weighted average number of shares in issue during the year | 23,479,879 | 23,710,378 |
Revenue return per share | 20.32p | 19.69p |
Capital return/(loss) per share | 455.96p | (188.82)p |
Total return/(loss) per share | 476.28p | (169.13)p |
3. Dividends
Dividends paid and proposed
| 2021 | 2020 |
| £'000 | £'000 |
Dividends paid |
|
|
2020 Final dividend of 21.5p (2019: 21.5p) per share | 5,042 | 5,098 |
2021 Interim dividend of 8.0p (2020: 8.0p) per share | 1,873 | 1,897 |
Total dividends paid in the year | 6,915 | 6,995 |
Dividend proposed |
|
|
2021 Final dividend proposed of 21.5p (2020: 21.5p) per share | 5,044 | 5,098 |
Total dividends proposed for year | 5,044 | 5,098 |
All dividends paid and proposed in the year have been funded from the revenue reserve.
The Final dividend proposed in respect of the year ended 30th June 2020 amounted to £5,098,000.
However the actual payment amounted to £5,042,000 due to share repurchases after the balance sheet date but prior to the share register record date.
The dividend proposed in respect of the year ended 30th June 2021 is subject to shareholder approval at the forthcoming Annual General Meeting. In accordance with the accounting policy of the Company, this dividend will be reflected in the financial statements for the year ending 30th June 2022.
4. Net asset value per share
| 2021 | 2020 |
Net assets (£'000) | 340,361 | 237,392 |
Number of shares in issue | 23,462,770 | 23,709,359 |
Net asset value per share | 1,450.6p | 1,001.3p |
5. Status of results announcement
2020 Financial Information
The figures and financial information for 2020 are extracted from the Annual Report and Accounts for the year ended 30th June 2020 and do not constitute the statutory accounts for the year. The Annual Report and Accounts include the Report of the Independent Auditors which is unqualified and does not contain a statement under either section 498(2) or section 498(3) of the Companies Act 2006. The Annual Report and Accounts will be delivered to the Register of Companies in due course.
2021 Financial Information
The Figures and financial information for 2021 are extracted from the published Annual Report and Accounts for the year ended 30th June 2021 and do not constitute the statutory accounts for that year. The Annual Report and Accounts has been delivered to the Registrar of Companies and included the Report of the Independent Auditors which was unqualified and did not contain a statement under either section 498(2) or section 498(3) of the Companies Act 2006.
Neither the contents of the Company's website nor the contents of any website accessible from hyperlinks on the Company's website (or any other website) is incorporated into, or forms part of, this announcement.
16th September 2021
For further information:
Alison Vincent,
JPMorgan Funds Limited
020 7742 4000
ENDS
A copy of the 2021 Annual Report will shortly be submitted to the FCA's National Storage Mechanism and will be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
The 2021 Annual Report will shortly be available on the Company's website at www.jpmmidcap.co.uk where up-to-date information on the Company, including daily NAV and share prices, factsheets and portfolio information can also be found.
JPMORGAN FUNDS LIMITED