We would love to hear your thoughts about our site and services, please take our survey here.

Less Ads, More Data, More Tools Register for FREE

Pin to quick picksKUBC.L Regulatory News (KUBC)

  • There is currently no data for KUBC

Watchlists are a member only feature

Login to your account

Alerts are a premium feature

Login to your account

Interim Results for 30 June 2012

20 Jul 2012 07:05

RNS Number : 1037I
Kubera Cross-Border Fund Limited
20 July 2012
 



20 July 2012

 

Kubera Cross-Border Fund Limited

 

Interim Results for the six-month period ended 30 June 2012

 

Kubera Cross-Border Fund Limited (the "Fund") (LSE/AIM: KUBC) has issued its un-audited interim results for the six month period 1 January 2012 to 30 June 2012.

 

Electronic and printed copies of the interim report will be sent to shareholders shortly. Copies of the report will be available, free of charge, from the offices of Grant Thornton Corporate Finance, 30 Finsbury Square, London EC2P 2YU, and will be available at the Fund's website www.kuberacrossborderfund.com.

 

About Kubera Cross-Border Fund Limited

 

Kubera Cross-Border Fund Limited is a closed-end investment company incorporated in the Cayman Islands and traded on the AIM market of the London Stock Exchange. The Fund makes private equity investments in cross-border companies, primarily in businesses that operate in the US-India corridor. The Fund's investment manager, Kubera Partners, brings a strong track record of investing in or managing such businesses. Several of the Fund's portfolio companies also benefit from business activities in the growing Indian domestic market. For further information on the Fund, please visit www.kuberacrossborderfund.com.

 

For more information contact:

 

Kubera Partners, LLC (Investment Manager of Kubera Cross-Border Fund Limited)

Ramanan Raghavendran, Managing Partner

Email: info@kuberapartners.com

 

Numis Securities Limited (Broker)

David Benda, Managing Director

Tel.: +44 (0) 20 7260 1275

Email: d.benda@numis.com

 

Grant Thornton Corporate Finance (Nominated Adviser)

Philip Secrett, Partner/ David Hignell, Manager

Tel.: +44 (0) 20 7383 5100

Email: philip.j.secrett@uk.gt.com

 

Disclaimer:

This announcement may contain certain forward-looking statements with respect to the financial condition, results of operations and business of the Fund and its portfolio companies. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the Fund or its portfolio companies' actual performance to be materially different from any future performance expressed or implied by such forward-looking statements. Such forward-looking statements are based on assumptions regarding the Fund and its portfolio companies present and future business strategies and the political and economic environment in which they operate. Reliance should not be placed on these forward-looking statements, which reflect the view of Kubera Partners, LLC as of the date of this release only.

 

 

CHAIRMAN'S STATEMENT

 

On behalf of the Board of Directors, I am pleased to present the interim report of Kubera Cross-Border Fund Limited (the "Fund"), for the six month period ended 30 June 2012.

 

NAV and Discount

The value of the Fund's net assets decreased from US$ 102.5 million to US$ 98.5 million during the six month period, which ended on 30 June 2012. The Fund's net asset value per share ('NAV') decreased by 3% from US$ 0.93 to US$ 0.90 between 31 December 2011 (audited) and 30 June 2012 (un-audited). The decrease in NAV is primarily attributable to the depreciation of Indian Rupee vis-à-vis the US Dollar, which is the denomination of the Fund, and a decrease in public equity market valuations.

 

The NAV per share as of 30 June 2012 includes US$ 0.12 (net amount distributable to shareholders) held back as part of the sale proceeds of Venture Infotek, a portfolio company of the group, in the form of escrows and tax withholding. I am pleased to inform shareholders that US$ 0.02 (net amount distributable to shareholders) was released from the escrow in early July 2012.

 

The Fund's share price decreased by 27% from US$ 0.79 as at 31 December 2011 to US$ 0.58 as at 30 June 2012. The discount of the Fund's share price to NAV increased from 29% as at 31 December 2011 to 35% as at 30 June 2012.

 

Distributions

The Board has announced today a distribution of capital of US$ 2,194,686 pro rata to all shareholders. The distribution will consist of a payment of US$ 0.02 per ordinary share ("share") payable in cash from the Fund's share premium account. Further details are available in the market announcement released today.

 

Taken together with the distribution of US$ 0.28 per share in October 2010, the Fund has now distributed US$ 0.30 per share, consistent with the Board's strategy to distribute proceeds from the sale of investments, net of any holdbacks to meet operating expenses and potential follow-on investments into the existing portfolio companies.

 

Investments

The Fund has made nine investments since launch and is fully invested. The Fund will not make any investments in companies not already held in the portfolio. A cash reserve of US$ 6.9 million is currently held to enable the Fund to make follow-on investments in existing portfolio companies in order to take advantage of opportunities that enhance and/ or protect the value of existing holdings and to cover operating expenses.

 

Under the management agreement, the Investment Manager has sole authority over the disposition and realisation of the Fund's investments. Given the substantial co-investment made by members of the Investment Manager alongside the Fund in each of the Fund's investments, the Investment Manager's interests are aligned with shareholders.

 

Portfolio Valuations

The Fund's financial statements are prepared in accordance with US GAAP. The valuations of investments are reviewed and approved by the Audit Committee of the Board on a quarterly basis. All investments are recorded at estimated fair value, in accordance with SFAS 157 that defines and establishes a framework for measuring fair value. The NAV is calculated on this basis. The methodology underlying the Fund's investment valuations is consistent with previous periods.

 

EGM

In April 2009, the Directors announced that the Fund would not make any new investments (other than follow-on investments in existing portfolio companies), would gradually realise its existing assets under the direction of the Investment Manager, and would distribute substantially all realisation proceeds to shareholders unless the Independent Directors determine otherwise.

 

As set out in the announcement made on 22 December 2011, the Directors are now proposing that the investment policy of the Fund be amended such that the Fund formally becomes a realisation vehicle. A circular explaining the proposed change in investment objective and policy and to convene the EGM is expected to be released in the near future.

 

Closing Remarks

Further detailed information on investments, quarterly net asset values and other material events relating to the Fund are available through news releases made to the London Stock Exchange available on www.londonstockexchange.co.uk under ticker KUBC and through the Fund's website at www.kuberacrossborderfund.com.

 

Martin M. Adams

Chairman

 

INVESTMENT MANAGER'S REPORT

 

India Economic Review

India's economic growth slowed to 6.5% in the fiscal year 2012, while annualised GDP growth for the quarter ending 31 March 2012 fell to 5.3%. The reduction in the rate of GDP growth is the outcome of tight monetary policy, an increasing current account deficit (which reached an all time high level of 4.5% of GDP) and a log jam in government policy making, which is exacerbated by weak global economic conditions.

 

Cumulative exports during April-May 2012 declined 0.7% to US$ 50.5 billion, compared to US$ 50.1 billion during April-May 2011 and cumulative imports during the same period also witnessed a slowdown and were valued at US$ 79.9 billion, a decline of 2.4% compared to the US$ 81.9 billion during April-May 2011.

 

Due to ongoing global economic turmoil especially in European Union nations, Foreign Institutional Investors ('FIIs') are increasingly adopting a "risk adverse" attitude to emerging markets. As a consequence, FIIs have been selling across markets and withdrawing money from India and other emerging markets.

 

During the second quarter of calendar year ("CY") 2012, Indian equity markets witnessed an outflow of approximately US$ 0.4 billion as compared to a net inflow of US$ 8.85 billion during Q1CY 2012, whereas Indian debt markets saw a marginal inflow of US$ 0.2 billion during the quarter as compared to a net inflow of US$ 3.8 billion during Q1CY 2012.

 

Foreign direct investment ('FDI') inflows into the country for the period between January 2012 to April 2012 were higher by 118% on a year on year basis to US$ 14.2 billion. However, for the month of April 2012, net FDI inflows in the country declined by 42% to US$ 1.8 billion as compared to US$ 3.1 billion during April 2011.

 

The Bombay Stock Exchange Sensex (comprising of 30 stocks) ended the period at 17,430 points, increasing from 15,518 points at the beginning of 2011, and was up by 12.3% on a year to date basis.

 

The mid-cap index (NIFTY Midcap) outperformed the broad index significantly, and increased 21% on a year to date basis. At current prices, the Indian stock market is trading at a forward looking P/E multiple of approximately 12x-13x.

 

Increasing level of concern about the Eurozone, coupled with domestic headwinds in India (around governance and policy paralysis) continue to create an uncertain outlook for the Indian market over the rest of 2012.

 

With the kind of volatility evident in global capital flows over this period, the Indian Rupee depreciated by approximately 4.4% to the US dollar on a year to date basis.

 

Portfolio

The Investment Manager remains engaged with the Fund's portfolio companies on a range of strategic issues. Details on the Fund's portfolio companies' performances follow.

 

Kubera Partners LLC

Investment Manager

 

KUBERA CROSS-BORDER FUND LIMITED

Consolidated statement of assets and liabilities

as at 30 June 2012

(Stated in United States Dollars)

Notes

30 June 2012

30 June 2011

 (unaudited)

 (unaudited)

Assets

Investments in securities, at fair value

2(c)

 95,373,978

 100,603,025

Unquoted warrants, at fair value

2(c)

 -

 6,280

Loans to portfolio companies

2(d),11

 3,075,000

 3,150,000

Non performing loan to a portfolio company

2(d),11

 2,096,566

 2,500,000

Cash and cash equivalents

2(g),6

 6,977,174

 14,569,623

Interest and dividend receivable

2(d),2(k)

 128,283

 425,264

Prepaid expenses

 73,788

 190,448

Total assets

 107,724,789

 121,444,640

Liabilities

Accounts payable

 287,577

 247,450

Tax liability (net)

2(i),8

 -

 -

Total liabilities

 287,577

 247,450

Net assets

 107,437,212

 121,197,190

Analysis of net assets

Capital and reserves

Share capital

7

 1,097,344

 1,097,344

Additional paid-in capital

7

 117,373,109

 117,373,109

Accumulated deficit

 (19,926,979)

 (6,717,954)

 98,543,474

 111,752,499

Non-controlling interest

9

 8,893,738

 9,444,691

 8,893,738

 9,444,691

Total shareholders' interests

 107,437,212

 121,197,190

The accompanying notes form an integral part of these consolidated financial statements.

 

 

KUBERA CROSS-BORDER FUND LIMITED

Consolidated schedule of investments

as at 30 June 2012

(Stated in United States Dollars)

30 June 2012

30 June 2011

(unaudited)

(unaudited)

Name of the Entity

Industry

Country

Instrument

Number of shares

Cost

Fair value

% of net assets

Number of shares

Cost

Fair value

% of net assets

Investments in securities (other than warrants)

NeoPath Limited (Previously known as Venture Infotek Limited)

Investment holding company

Mauritius

Equity shares

 18,284,615

 -

 100,000

0.09%

 134,112,451

 -

 17,990,256

14.84%

Preferred shares

 18,540,679

 -

16,574,127

15.43%

 -

 -

0.00%

 -

16,674,127

15.52%

 -

 17,990,256

14.83%

Adayana, Inc.

Education

United States of America

Series A (2007) convertible participating preferred stock

 3,750,000

 15,000,000

17,124,197

15.94%

 3,750,000

 15,000,000

 20,740,997

17.11%

Series B (2007) convertible preferred stock

 1,250,000

 5,000,000

 7,310,265

6.80%

 1,250,000

 5,000,000

 8,170,456

6.74%

Common stock

 16,667

 50,001

 9,441

0.01%

 16,667

 50,001

 25,516

0.02%

 20,050,001

24,443,903

22.75%

 20,050,001

 28,936,968

23.87%

Essel Shyam Communication Limited

Media services

India

Compulsorily convertible preference shares

 5,555,056

 12,208,914

19,167,632

17.84%

 5,555,056

 12,208,914

 17,908,102

14.78%

Equity shares

 1,125,315

 2,473,220

 3,882,881

3.61%

 1,125,315

 2,473,220

 3,627,732

2.99%

 14,682,134

23,050,513

21.45%

 14,682,134

 21,535,834

17.77%

Ocimum Biosolutions (India) Limited

Life sciences

India

Compulsorily convertible preference shares

 3,818,162

 14,000,000

 99,974

0.09%

 3,818,162

 14,000,000

 3,110,991

2.57%

Equity shares

 1,000

 3,667

 26

0.00%

 1,000

 3,667

 -

0.00%

 14,003,667

 100,000

0.09%

 14,003,667

 3,110,991

2.57%

Greenearth Education Limited (Previously known as Kejriwal Stationery Holdings Limited)

Stationery products

Singapore

Convertible redeemable preference shares

 455,172

 20,000,000

 2,269,672

2.11%

 455,172

 20,000,000

 2,269,672

1.87%

 20,000,000

 2,269,672

2.11%

 20,000,000

 2,269,672

1.87%

Synergies Castings Limited

Automotive components

India

Compulsorily convertible cumulative preference shares

 5,333,334

 10,000,000

 8,845,885

8.23%

 5,333,334

 10,000,000

 9,168,602

7.57%

Equity shares

 10,543,614

 16,333,556

17,487,671

16.28%

 7,076,298

 11,333,556

 12,164,954

10.04%

 26,333,556

26,333,556

24.51%

 21,333,556

 21,333,556

17.61%

Spark Capital Advisors (India) Private Limited

Financial services

India

Equity shares

 55,079

 1,500,000

 1,587,233

1.48%

 55,079

 1,500,000

 1,883,568

1.55%

 1,500,000

 1,587,233

1.48%

 1,500,000

 1,883,568

1.55%

GSS Infotech Limited (Previously known as GSS America Infotech Limited)

IT infrastructure

India

Equity shares

 1,000,000

 10,225,274

 914,974

0.85%

 1,000,000

 10,225,274

 3,542,179

2.92%

 10,225,274

 914,974

0.85%

 10,225,274

 3,542,179

2.92%

Total investments in securities

106,794,632

95,373,978

88.76%

101,794,632

100,603,025

83.02%

Investments in securities (Unquoted warrants)

Adayana, Inc.

Education

United States of America

Convertible to common stock

 -

 -

 -

 -

 83,580

 16,800

 6,280

0.01%

Total unquoted warrants

 -

 -

 -

 16,800

 6,280

0.01%

The accompanying notes form an integral part of these consolidated financial statements.

 

KUBERA CROSS-BORDER FUND LIMITED

 

Consolidated statement of operations

for the six month period ended 30 June 2012

(Stated in United States Dollars) 

Notes

 Six months ended

 Six months ended

 

 30 June 2012

 30 June 2011

 

 (unaudited)

 (unaudited)

 

Investment income

Interest

12

 179,280

 433,455

 

Dividends

2(k)

 -

 49,760

 

 179,280

 483,215

 

Expenses

Investment management fee

2(m),3

 1,021,735

 1,558,568

 

Carried interest

2(n),3

 -

 -

 

Professional fees

 81,138

 83,278

 

Insurance

 49,375

 48,730

 

Directors' fees

5

 69,860

 71,494

 

Administration fees

 18,250

 18,250

 

License fees

 10,077

 19,479

 

Custodian fees

 11,313

 10,090

 

Brokerage

 37,500

 37,500

 

Corporate Tax

 48,282

 -

 

Other expenses

 19,089

 34,869

 

 1,366,619

 1,882,258

 

 

Net investment loss before tax

 (1,187,339)

 (1,399,043)

Taxation

2(i),8

 -

 -

 

Net investment loss after tax

 (1,187,339)

 (1,399,043)

 

Realised and unrealised gain /(loss) on investment transactions

Net unrealised (loss) / gain on investments in securities

2(c)

 (3,022,864)

 2,670,211

 

 (3,022,864)

 2,670,211

 

 

Net (decrease) / increase in net assets resulting from operations

 (4,210,203)

 1,271,168

Non-controlling interest

 (262,966)

 270,713

Equity holding of parent

 (3,947,237)

 1,000,455

(4,210,203) 1,271,168

The accompanying notes form an integral part of these consolidated financial statements.

 

 

KUBERA CROSS-BORDER FUND LIMITED

Consolidated statement of changes in net assets

as at 30 June 2012

(Stated in United States Dollars)

Share capital

 Additional paid-in capital

Accumulated deficit

Non-controlling interest

Total

As at 1 January 2011

 1,097,344

 117,373,109

 (7,718,409)

 9,141,127

 119,893,171

Capital contribution

 -

 -

 -

 32,849

 32,849

Net increase in net assets resulting from operations

 -

 -

 1,000,455

 270,715

 1,271,170

As at 30 June 2011

 1,097,344

 117,373,109

 (6,717,954)

 9,444,691

 121,197,190

As at 1 January 2012

1,097,344

117,373,109

(15,979,742)

9,156,704

111,647,415

Net decrease in net assets resulting from operations

 -

 -

(3,947,237)

(262,966)

 (4,210,203)

As at 30 June 2012

1,097,344

117,373,109

(19,926,979)

8,893,738

107,437,212

The accompanying notes form an integral part of these consolidated financial statements.

 

 

KUBERA CROSS-BORDER FUND LIMITED

Consolidated statement of cash flows

for the six month period ended 30 June 2012

(Stated in United States Dollars)

 Six months ended

 Six months ended

 30 June 2012

 30 June 2011

Operating activities

Net (decrease) / increase in net assets resulting from operations

 (4,210,203)

 1,271,168

Adjustments to reconcile net (decrease) / increase in net assets resulting

from operations to net (cash used) in / generated from operating activities:

Movement in net unrealised loss / (gain) on investments in securities

 3,022,864

(2,670,211)

Loans given to portfolio companies

 -

 (650,000)

Repayment of loans

 25,000

 -

Change in operating assets and liabilities:

Decrease / (Increase) in other assets

 (120,362)

 (394,173)

(Decrease) / Increase in current liabilities

 (122,335)

 (220,270)

 (1,405,036)

(2,663,486)

Financing activities

Capital contribution by non-controlling interest shareholders

 -

 32,849

 -

 32,849

Net change in cash and cash equivalents during the year

 (1,405,036)

(2,630,637)

Cash and cash equivalents at beginning of year

 8,382,210

 17,200,260

Cash and cash equivalents at end of year

6,977,174

14,569,623

The accompanying notes form an integral part of these consolidated financial statements.

 

 

KUBERA CROSS-BORDER FUND LIMITED

Notes to the consolidated financial statements

for the six month period ended 30 June 2012

(Stated in United States Dollars)

1. Organization and principal activity

Kubera Cross-Border Fund Limited (the "Fund") was incorporated in the Cayman Islands on 23 November 2006 as an exempted company with limited liability.

The Fund is a closed-end investment company trading on Alternative Investment Market (AIM),a market operated by the London Stock Exchange plc. The Fund makes private equity investments in cross-border companies, primarily in businesses that operate in the US-India corridor.

The Fund is managed by Kubera Partners, LLC (the "Investment Manager"). The Investment Manager is responsible for the day-to-day management of the Fund's investment portfolio in accordance with the Fund's investment objective and policies.

The Fund is a Limited Partner in Kubera Cross-Border Fund LP (the "Partnership"), an exempted limited partnership formed on 28 November 2006, in accordance with the laws of the Cayman Islands. The primary business of the Partnership is to invest in, purchase and sell investments for the purpose of carrying out an investment strategy that is consistent with the strategy described in the Admission Document and Offering Memorandum of the Fund.

Kubera Cross-Border Fund (GP) Limited, a company incorporated under the laws of the Cayman Islands and a wholly owned subsidiary of the Fund, serves as the General Partner of the Partnership.

The Partnership holds 100% ownership in Kubera Cross-Border Fund (Mauritius) Limited ("Kubera Mauritius"), a company incorporated in Mauritius. The primary business of Kubera Mauritius Limited is to carry on business as an investment holding company.

Kubera Mauritius holds 100% ownership in New Wave Holdings Limited, a company incorporated in Mauritius. The primary business of New Wave Holdings Limited is to carry on business as an investment holding company.

2. Significant accounting policies

The significant accounting policies are as follows:

a. Basis of preparation

The consolidated financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (US GAAP). US GAAP requires the management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements, the consolidated results of operations during the reporting period and the reported consolidated amounts of increases and decreases in net assets from operations during the reporting period. Significant estimates and assumptions are used for, but not limited to, accounting for the fair values of investments in portfolio companies. Management believes that the estimates made in the preparation of the consolidated financial statements are prudent and reasonable. Actual results could differ from those estimates. Changes in estimates are reflected in the financial statements in the period in which the changes are made and if material, these effects are disclosed in the notes to the consolidated financial statements.

 

The measurement and presentation currency of the consolidated financial statements is the United States dollar rather than the local currency of the Cayman Islands reflecting the fact that subscriptions to and redemptions from the Fund are made in United States dollars and the Fund's operations are primarily conducted in United States dollars.

b. Basis of consolidation

The consolidated financial statements include the accounts of the Fund and its wholly owned subsidiary, Kubera Cross-Border Fund (GP) Limited and its majority owned subsidiaries, Kubera Cross-Border Fund LP, Kubera Cross-Border Fund (Mauritius) Limited and New Wave Holdings Limited (together referred to as the 'Group'). All material inter-company balances and transactions have been eliminated.

c. Valuation and security transactions

Substantially all securities are held in custody by the Hong Kong & Shanghai Banking Corporation Limited. Security transactions are recorded on the trade date basis. The Fund uses the weighted average cost method to determine the realized gain or loss on sale of investments.

Investments are recorded at estimated fair value as at the balance sheet date. The Fund follows ASC 820 "Fair Value Measurements and Disclosures" which defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements.

Fair value of an investment is the amount that would be received to sell the investment in an orderly transaction between market participants at the measurement date (i.e. the exit price).

ASC 820 establishes a hierarchical disclosure framework which prioritizes and ranks the level of market price observability used in measuring investments at fair value. Market price observability is impacted by a number of factors, including the type of investment and the characteristics specific to the investment. Investments with readily available active quoted prices or for which fair value can be measured from actively quoted prices generally will have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value.

Investments measured and reported at fair value are classified and disclosed in one of the following categories:

Level I - Quoted prices are available in active markets for identical investments as of the reporting date. The type of investments included in Level I are publicly traded equity securities and are valued at the last sales price on a national securities exchange on the valuation date. As required by ASC 820, the Fund does not adjust the quoted price for these investments even in situations, if any, where the Fund holds a large position and a sale could reasonably impact the quoted price.

Level II - Pricing inputs are other than quoted prices in active markets, which are either directly or indirectly observable as of the reporting date, are valued at prices for similar assets or liabilities in markets that are not active, or determined through the use of models or other valuation methodologies. Investments which are generally included in this category are publicly traded equity securities with restrictions and derivative contracts.

Level III - Pricing inputs are unobservable and include situations where there is little, if any, market activity for the investment. Fair value for these investments is determined using valuation methodologies that consider a range of factors, including but not limited to the price at which the investment was acquired, the nature of the investment, local market conditions, trading values on public exchanges for comparable securities, current and projected operating performance and financing transactions subsequent to the acquisition of the investment. The inputs into the determination of fair value require significant management judgment. Due to the inherent uncertainty of these estimates, these fair value estimates may differ materially from the values that would have been used had a ready market for these investments existed. Investments that are included in this category generally are privately held debt and equity securities.

In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment's level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The Investment Manager's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment.

Fund's valuation policy

Securities listed on a stock exchange or traded on any other regulated market are valued at the last closing price on such exchange or market or, if no such price is available, at the mean of the bid and asked price on such day. If there is no such price or such market price is not representative of the fair market value of any such security, then the security is valued based on quotations readily available from principle-to-principle markets, financial publications, or recognized pricing services, or a good faith estimate of fair value is made in accordance with US GAAP.

If a security is listed on several stock exchanges or markets, the last closing price on the stock exchange or market which constitutes the main market for such security is used.

A discount from values of actively traded securities is taken for holdings of securities when there is a formal restriction that limits sale of the securities. Discounts for restricted equity securities from their market price ranges from 0% to 30%. When determining a discount to actively traded restricted securities, factors taken into consideration include the investee company's trading characteristics, the Fund's ability to sell its position when the restriction expires, and the term of the restriction. The adjustment of the discount depends on the duration of the restriction.

In the event that a listed security has no such price or the market price is not representative of the fair market value, the security has limited marketability, or the security is unlisted, its fair value is determined by the Investment Manager, taking into account forward market comparable multiples, trailing market comparable multiples, transaction multiples, and discounted cash flow models. Inputs include trading values on public exchanges for comparable securities, historic, current and projected operating performance, and financing transactions subsequent to the acquisition of the investment. An appropriate discount is taken for holdings in securities where there is a risk associated with a lack of liquidity or marketability. A revaluation of these securities is accepted by the Fund only upon majority approval of the independent directors of the Fund.

The following table summarizes the valuation of the Fund's investments based on the above ASC 820 fair value hierarchy levels as of 30 June 2012.

Total

 

Level I

Level II

Level III

Investments in securities

95,373,978

914,974

-

94,459,004

Total

95,373,978

914,974

-

94,459,004

The changes in the investments classified as Level III are as follows:

Balance at 1 January 2012

97,592,169

Purchases during the six month period ended 30 June 2012

-

Sale proceeds received during the six month period ended 30 June 2012

-

Transfers in (out of) Level III

-

Realized gains for six month period ended 30 June 2012

-

Unrealized losses for six month period ended 30 June 2012

(3,133,165)

Balance at 30 June 2012

94,459,004

Unrealized losses included in earnings relating to investments held at 30 June 2012

3,133,165

The following table summarizes the valuation of the Fund's investments based on the above ASC 820 fair value hierarchy levels as of 30 June 2011.

Total

Level I

Level II

Level III

Investments in securities

Investments in warrants

100,603,025

6,280

3,542,179

-

-

-

97,060,846

6,280

Total

100,609,305

3,542,179

-

97,067,126

The changes in the investments classified as Level III are as follows:

Balance at 1 January 2011

93,523,379

Purchases during the six month period ended 30 June 2011

-

Sale proceeds received during the six month period ended 30 June 2011

-

Transfers in (out of) Level III

-

Unrealized gains for six month period ended 30 June 2011

5,980,411

Unrealized losses for six month period ended 30 June 2011

(2,436,664)

Balance at 30 June 2011

97,067,126

Unrealized gains included in earnings relating to investments held at 30 June 2011

5,980,411

Total realized and unrealized gains and losses, if any, recorded for the Level III investment is reported in net realized gain (loss) on investments in securities and net change in unrealized gain (loss) on investments in securities respectively, in the statement of operations.

Gains and losses from investments, including those that result from foreign currency changes, are recorded in the consolidated statement of operations under net realized gains and losses on investments and net change in unrealized gains and losses on investments.

Unquoted warrants have been recorded at fair value. Changes in fair value are reported in net change in unrealized gain / (loss) on investments in securities, in the consolidated statement of operations.

Unquoted warrants are derivative instruments which do not have an active quoted market price. The fair value of the warrants is estimated, using the Black-Scholes model, taking into account the terms and conditions upon which the warrants were granted.

d. Loans, loans impairment and interest income recognition

Loans are reported at their outstanding principal balances net off impairment. The portfolio consist of loans given to subsidiaries of the portfolio companies and bear interest at a market rate based on the borrower's credit quality and face value. Interest is recognized over the life of the loan at the loan's effective rate of interest. The Company may require collateral for the loans based on the credit quality of the borrower. The Company has not and does not intend to sell these loans receivables. Net change in loans receivable are included in net cash provided by operating activities in the consolidated statement of cash flows.

The allowance for doubtful loan accounts is the Fund's best estimate of the amount of credit losses in the Fund's existing loans. The allowance is determined on an individual loan basis if it is probable that the Fund will not collect all principal and interest contractually due. The Fund considers borrowers' historical payment patterns, borrowers' credit ratings as published by credit rating agencies, if available, borrowers' business performance and general and industry specific economic factors in determining their borrowers' probability of default. As per Para 310-10-35-22 of ASC 310 on "Receivables", the impairment is measured based on the present value of expected future cash flows discounted at the loan's effective interest rate or the fair value of the collateral if the loan is a collateral-dependent loan. The Fund does not accrue interest when a loan is considered impaired. When ultimate collectability of the principal balance of the impaired loan is in doubt, all cash receipts on impaired loans are applied to reduce the principal amount of such loans until the principal has been recovered and are recognized as interest income thereafter. Impairment losses are charged against the allowance and increases in the allowance are charged to impairment loss in statement of operations. Loans are written off against the impairment allowance when all possible means of collection have been exhausted and the potential for recovery is considered remote. The Fund resumes accrual of interest when it is probable that the Fund will collect the remaining principal and interest of an impaired loan. Loans become past due based on how recently payments have been received.

e. Foreign currency translation

The Fund's accounting records are maintained in U.S. dollars as follows: (1) the foreign currency market value of investments and other assets and liabilities denominated in foreign currency are translated at the prevailing exchange rate at the end of the period; and (2) purchases and sales, income and expenses are translated at the prevailing exchange rate on the respective date of such transactions. The resulting net foreign currency gain / (loss) is included in the consolidated statement of operations.

The Fund does not generally isolate that portion of the results of operations arising as a result of changes in the foreign currency exchange rates from the fluctuations arising from changes in the market prices of securities. Accordingly, such foreign currency gain / (loss) is included in net realized and unrealized gain / (loss) on investments.

f. Buy back

The Fund repurchases its shares by allocating the excess of repurchase price over par value against additional paid-in capital.

g. Cash and cash equivalents

Cash and cash equivalents represent amounts held with the Fund's and its subsidiaries' bank accounts and deposits held with banks having original maturity for a period of less than or equal to three months.

h. Related parties

Parties are considered to be related if one party has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operating decisions.

i. Income taxes

The current charge for income taxes is calculated in accordance with the relevant tax regulations applicable to the Fund and its subsidiaries. Deferred tax assets and liabilities are recognized for future tax consequences attributable to temporary differences between the consolidated financial statements carrying amount of existing assets and liabilities and their respective tax bases and operating loss carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the consolidated statement of operations in the period that includes the enactment date. The measurement of deferred tax assets is reduced, if necessary, by a valuation allowance for any tax benefits of which future realization is not more likely than not.

j. Expenses

The Fund bears its own expenses on an accrual basis including, but not limited to organisational costs, brokerage, custody, legal, accounting, audit and other operating and administrative expenses.

k. Revenue recognition

Dividend is accounted when the right to receive the dividend is established. Interest is recorded on a period proportionate basis

l. Fair value of financial instruments other than investment in securities

The Fund's investments are accounted as described in Note 2(c). The Fund's financial instruments include other current assets, accounts payable and accrued expenses, which are realizable or to be settled within a short period of time. The carrying amounts of these financial instruments approximate their fair values.

m. Investment management fees

The Investment Manager is entitled to receive an aggregate investment management fee of 2 per cent per annum of the Fund's net asset value, to be paid quarterly in advance based on the published net asset value of the Fund of the previous quarter or an amount which is agreed by the Board of Directors of the Fund.

n. Carried interest

Under the terms of the Partnership Agreement, Kubera Cross-Border Incentives SPC - Carried Interest SP, the Special Limited Partner of the Partnership is entitled to receive a carried interest from the Partnership equivalent to 20 per cent, of the aggregate return over investment received by the Partnership following the full or partial cash realization of an investment.

The payment of the carried interest is conditional upon the last announced net asset value of the Fund prior to the date of a distribution as adjusted by adding back the value of any income or capital distributions made by the Fund to its shareholders, being equal to or greater than the Par Value. In addition, the carried interest payment will be adjusted, up or down, by such amount as is required to achieve the position that, following such distribution, the aggregate cumulative amount of carried interest paid at the date of such distribution will equal 20 per cent, of the eligible carried interest proceeds (being the net realised gains of the Partnership to the date of such distribution reduced by the net unrealised losses). Eligible carried interest proceeds may not be less than zero.

3. Investment management fees and carried interest

Management fees

On 8 December 2008, the Board of Directors of the Fund fixed the management fees for the twenty four month period beginning 1 January 2009 and ending on 31 December 2010 at a fixed quarterly payment of US$ 974,105. Forthe twelve month period beginning 1 January 2011 and ending on 31 December 2011, the Board agreed to fix the quarterly payment equal to 80% of the quarterly payment as mentioned above.

On 1 January 2012, the management fees reverted to 2 per cent per annum of the Fund's net asset value, to be paid quarterly in advance based on the published net asset value of the Fund of the previous quarter.

During the six month period ended 30 June 2012, the Fund has paid US$ 1,021,735 (30 June 2011: US$ 1,558,568) as investment management fee.

Carried interest

During the six month period ended 30 June 2012, no carried interest is paid / payable (30 June 2011: Nil).

4. Share structuring by NeoPath Limited

On 25 August 2010, NeoPath Limited (formerly Venture Infotek Limited), a portfolio company, has sold its 100% holding in Venture Infotek Global Private Limited, its wholly owned subsidiary to Atos Origin (Singapore) Pte Limited (Atos), a company incorporated and resident in Singapore, for a consideration of US$ 110 million. As part of the terms of the share purchase agreement, US$ 69.04 million was paid to NeoPath Limited.

On 21 September 2010, NeoPath Limited declared a dividend of US$ 0.26 per share amounting to US$ 60.51 million, out of which US$ 35.71 million was distributed as dividend to New Wave Holdings Limited. Out of this distribution, New Wave Holdings Limited has credited USD 21.77 million towards the cost of investment in NeoPath Limited and the balance of USD 13.94 million has been recorded as realized gain on sale of investment.

 

In respect of above, Atos, the acquirer, has deducted withholding tax towards Indian income tax of US$ 15.96 million and deposited with the Government of India and the balance of US$ 25 million has been kept in Escrow. NeoPath Limited is in the process of claiming a refund of the withholding tax based on its position that the capital gains realized on the sale is exempt from tax in India under the relevant provisions of the India-Mauritius tax treaty. Consequently, based on the tax counsel opinion, the entire amount of USD 15.96 million (and USD 25 million held in escrow) has been considered as fully recoverable and the present value of the expected tax refund has been included in the fair value estimate of the investment in NeoPath Limited as at 30 June 2012.

5. Directors' fees and expenses

The Fund pays each of its directors an annual fee of £20,000 and the Chairman is paid an annual fee of £25,000, plus reimbursement for out-of-pocket expenses incurred in the performance of their duties. The members of the Audit Committee are paid an annual fee of £2,000 and the Chairman of the Committee is paid an annual fee of £5,000. Mr. Mahadeva and Mr. Raghavendran have waived their Director's fees so long as they are interested in the Investment Manager.

The Fund does not remunerate its directors by way of share options and other long term incentives or by way of contribution to a pension scheme.

6. Cash and cash equivalents

30 June 2012

30 June 2011

Cash at bank

455,004

6,555,200

Time deposits

6,522,170

8,014,423

6,977,174

14,569,623

7. Share capital and additional paid-in capital

 

30 June 2012

30 June 2011

Authorised share capital:

1,000,000,000 ordinary shares of $0.01 each

10,000,000

10,000,000

 

 

Number ofShares

ShareCapital

Additional

paid-in capital

Total

As at 1 January 2012

109,734,323

1,097,344

117,373,109

118,470,453

As at 30 June 2012

109,734,323

1,097,344

117,373,109

118,470,453

As at 1 January 2011

109,734,323

1,097,344

117,373,109

118,470,453

As at 30 June 2011

109,734,323

1,097,344

117,373,109

118,470,453

8. Income taxes

Under the laws of the Cayman Islands, the Fund, Kubera Cross-Border Fund (GP) Limited and Kubera Cross-Border Fund LP, are not required to pay any tax on profits, income, gains or appreciations and, in addition, no tax is to be levied on profits, income, gains, or appreciations or which is in the nature of estate duty or inheritance tax on the shares, debentures or other obligations of the Fund and its Cayman based subsidiaries, or by way of withholding in whole or part of a payment of dividend or other distribution of income or capital by the Fund and its Cayman based subsidiaries, to its members or a payment of principal or interest or other sums due under a debenture or other obligation of the Fund and its Cayman based subsidiaries.

Under current laws and regulations in Mauritius, the Fund's majority owned subsidiaries, Kubera Cross-Border Fund (Mauritius) Limited and New Wave Holdings Limited, are liable to pay income tax on their net income at a rate of 15%. They are however entitled to a tax credit equivalent to the higher of actual foreign tax suffered or 80% of Mauritius tax payable in respect of their foreign source income tax thus reducing their maximum effective tax rate to 3%. Both subsidiaries have received a tax residence certificate from the Mauritian authorities certifying that they are residents of Mauritius, which is renewable on an annual basis subject to meeting certain conditions and which make them eligible to obtain benefits under the Double Tax Avoidance Treaty between Mauritius and India.

ASC 740, "Accounting for Income Taxes" clarifies when and how to recognize tax benefits in the financial statements with a two-step approach of recognition and measurement. It also requires the enterprise to make explicit disclosures about uncertainties in their income tax positions, including a detailed roll-forward of tax benefits taken that do not qualify for financial statement recognition. There are no uncertain tax positions and related interest and penalties as of 30 June 2012.

The Fund monitors proposed and issued tax law, regulations and cases to determine the potential impact to uncertain income tax positions. As at 30 June 2012, there are no potential subsequent events that would have a material impact on unrecognized income tax benefits within the next twelve months.

9. Non-controlling interest

30 June 2012

30 June 2011

Share capital

8,474,945

8,062,427

Accumulated share of gain / (loss)

418,793

1,382,264

Total

8,893,738

9,444,691

Non-controlling interest is primarily composed of the partnership interests of Kubera Cross-Border Incentives SPC - Co-Investment Segregated Portfolio, a Cayman Islands company and an affiliate of the Investment Manager, in the consolidated affiliates.

 

 

10. Transactions with related parties

A. The following table lists the related parties of the Group:

Name

Nature of relationship

Wijayaraj Anandakumar Mahadeva

Director

Ramanan Raghavendran

Director

Michel Casselman

Independent Director

Martin Michael Adams

Independent Director

Robert Michael Tyler

Independent Director

Pravin Ratilal Gandhi

Independent Director

Kubera Partners LLC

Investment Manager

Kubera Cross-Border Incentives SPC - Carried Interest SP

Special Limited Partner of the Partnership

B. During the period transactions with related parties are as disclosed below:

30 June 2012

30 June 2011

Investment management fees paid to Investment Manager

1,021,735

1,558,568

Director fee and audit committee member fee paid to Martin Michael Adams

21,387

20,035

Director fee and audit committee member fee paid to Robert Michael Tyler

19,803

16,158

Director fee and audit committee member fee paid to Pravin Ratilal Gandhi

17,596

16,028

Director fee and reimbursement of expenses paid to Michel Casselman

16,283

16,028

11. Loans receivables

Loans receivable as at 30 June 2012 are given below:

Borrower name

Sector

Cost

Fair Value

Date of loan

Carrying rate of interest

 (% p.a.)

Original date of maturity

Ocimum Biosolutions Inc

 

Life Sciences

2,500,000

2,096,566

6 December 2010

20.0

6 December 2012

Synergies Castings USA Inc.

 

Automotive

Components

1,500,000

1,500,000

5 February 2010

12.5

3 February 2013

Synergies Castings USA Inc.

 

Automotive

Components

1,000,000

1,000,000

30 March 2010

12.5

3 February 2013

Synergies Castings USA Inc.

Automotive

Components

575,000

575,000

30 March 2011

7.0

Repayment of $25,000 starting from Oct 2011 till Nov 2013

Total

5,575,000

5,171,566

Loans receivable as at 30 June 2011 are given below:

Borrower name

Sector

Cost

Fair Value

Date of loan

Carrying rate of interest

(% p.a.)

Original date of maturity

Synergies Castings USA Inc.

Automotive

Component

650,000

650,000

30 March 2011

7.0

Repayment of $25,000 starting from Oct 2011 till Nov 2013

Ocimum Biosolutions Inc

Life sciences

2,500,000

2,500,000

6 December 2010

20.0

6 December 2012

Synergies Castings USA Inc.

Automotive

Component

1,500,000

1,500,000

5 February 2010

12.5

3 February 2012

Synergies Castings USA Inc.

Automotive

Component

1,000,000

1,000,000

30 March 2010

12.5

3 February 2012

 

Total

 

5,650,000

 

5,650,000

12. Interest income

Interest income consists of the following:

30 June 2012

30 June 2011

Bank interest

2,715

4,860

Interest on loan

176,565

428,594

Less: withholding tax

(48,282)

(46,178)

Net Interest Income

130,998

433,454

13. Concentration of risks

The Group's investment activities expose it to various types of risks, which are associated with the financial instruments and markets in which it invests. The financial instruments expose the Group in varying degrees to elements of liquidity, market and credit risk. The following summary is not intended to be a comprehensive summary of all risks inherent in investing in the Group and reference should be made to the Group's admission document for a more detailed discussion of risks.

a) Market risk

Market risk is the risk that the value of a financial instrument will fluctuate as a result of changes in market variables such as interest, foreign exchange rates and equity prices, whether those changes are caused by factors specific to the particular security or factors that affect all securities in the markets. Investments are typically made with a specific focus on India and thus are concentrated in that region. Political or economic conditions and the possible imposition of adverse governmental laws or currency exchange restrictions in that region could cause the Group's investments and their markets to be less liquid and prices more volatile. The Group is exposed to market risk on all of its investments.

b) Industry risk

The Group's investments may have concentration in a particular industry or sector and performance of that particular industry or sector may have a significant impact on the Group. The Group's investments may also be subject to the risk associated with investing in private equity securities. Investments in private equity securities may be illiquid and subject to various restrictions on resale and there can be no assurance that the Group will be able to realize the value of such investments in a timely manner.

c) Credit risk

Credit risk is the risk that an issuer/counterparty will be unable or unwilling to meet its commitments to the Group. Financial assets that are potentially subject to significant credit risk consist of cash and cash equivalents, investments in convertible loans and receivables. The maximum credit risk exposure of these items is their carrying value.

d) Currency risk

The Group has assets denominated in currencies other than the US$, the functional currency. The Group is therefore exposed to currency risk as the value of assets denominated in other currencies will fluctuate due to changes in exchange rates.

The Group's cash and cash equivalents are held in US Dollars.

e) Liquidity risk

The Group is exposed to liquidity risk as a majority of the Group's investments are largely illiquid. Illiquid investments include any securities or instruments which are not actively traded on any major securities market or for which no established secondary market exists where the investments can be readily converted into cash. Reduced liquidity resulting from the absence of an established secondary market may have an adverse effect on the prices of the Group's investments and the Group's ability to dispose of them where necessary to meet liquidity requirements. As a result, the Group may be exposed to significant liquidity risk.

f) Political, economic and social risk

Political, economic and social factors, mainly changes in Indian laws or regulations and the status of India's relations with other countries may adversely affect the value of the Group's investments.

14. Previous year comparatives

Prior year comparatives have been regrouped and reclassified wherever necessary to confirm with the current year's presentation.

 

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
IR UKOBRUBABAAR
Date   Source Headline
27th Dec 20195:30 pmRNSKubera Cross-Border Fund
12th Dec 201912:09 pmRNSResult of Extraordinary General Meeting
27th Nov 20194:21 pmRNSNotice of Extraordinary General Meeting
18th Nov 20195:10 pmRNSQuarterly Newsletter
18th Nov 20195:10 pmRNSNet Asset Value(s)
26th Sep 201912:45 pmRNSShareholder Consultation
26th Sep 201912:45 pmRNSHalf-year Report
24th Sep 20199:00 amRNSPrice Monitoring Extension
8th Jul 201912:31 pmRNSQuarterly Newsletter
8th Jul 201912:30 pmRNSNet Asset Value(s)
27th Jun 20194:10 pmRNSAnnual Results and Capital Distribution
14th Jun 20192:31 pmRNSCompletion of Disposal
4th Mar 20197:00 amRNSUpdate on Disposal of Investment
20th Feb 20197:00 amRNSNet Asset Value(s)
20th Feb 20197:00 amRNSQuarterly Newsletter
31st Dec 20187:00 amRNSUpdate on Disposal of Investment
13th Nov 201810:46 amRNSQuarterly Newsletter
8th Nov 20187:00 amRNSNet Asset Value(s)
10th Oct 20189:21 amRNSCapital Distribution
4th Oct 20185:33 pmRNSUpdate on Disposal of Investment
7th Sep 201811:11 amRNSNet Asset Value(s)
7th Sep 20187:00 amRNSInterim Results for the period ended 30 June 2018
31st Jul 20187:00 amRNSUpdate on Disposal of Investment
29th Jun 20187:00 amRNSUpdate on Disposal of Investment
13th Jun 201812:30 pmRNSNet Asset Value(s)
13th Jun 201812:30 pmRNSQuarterly Newsletter
1st Jun 20181:01 pmRNSAnnual Financial Report
29th May 20185:16 pmRNSUpdate on Disposal of Investment
9th Apr 20188:25 amRNSUpdate on Disposal of Investment
27th Feb 20187:00 amRNSNet Asset Value(s)
27th Feb 20187:00 amRNSQuarterly Newsletter
6th Feb 201811:52 amRNSHolding(s) in Company
19th Dec 20174:42 pmRNSUpdate on Disposal of Investment
1st Nov 20173:53 pmRNSNAV and Quarterly Newsletter
17th Oct 20173:56 pmRNSUpdate on Disposal of Investment
14th Sep 20179:35 amRNSUpdate on Disposal of Investment
11th Sep 201710:49 amRNSHolding(s) in Company
14th Aug 20177:00 amRNSNet Asset Value(s)
14th Aug 20177:00 amRNSInterim Results
11th Aug 20177:00 amRNSPhased Disposal of Investment
3rd Jul 20172:10 pmRNSHolding(s) in Company
19th Jun 20171:43 pmRNSHolding(s) in Company
16th May 20177:01 amRNSQuarterly Newsletter
16th May 20177:00 amRNSNet Asset Value(s)
10th May 20175:07 pmRNSHolding(s) in Company
4th May 201711:13 amRNSHolding(s) in Company
26th Apr 20177:00 amRNSAnnual Financial Report
24th Mar 201711:28 amRNSHolding(s) in Company
20th Mar 20177:00 amRNSDisposal of Investment
30th Jan 20177:01 amRNSQuarterly Newsletter

Due to London Stock Exchange licensing terms, we stipulate that you must be a private investor. We apologise for the inconvenience.

To access our Live RNS you must confirm you are a private investor by using the button below.

Login to your account

Don't have an account? Click here to register.

Quickpicks are a member only feature

Login to your account

Don't have an account? Click here to register.