LONDON STOCK EXCHANGE
ANNOUNCEMENT
JPMORGAN CLAVERHOUSE
INVESTMENT TRUST PLC
FINAL RESULTS FOR THE YEAR
ENDED 31ST DECEMBER 2023
Legal Entity
Identifier: 549300NFZYYFSCD52W53
Information disclosed in accordance
with the DTR 4.1.3
The Directors of JPMorgan
Claverhouse Investment Trust plc (the "Company") announce the
Company's results for the year ended 31st December 2023.
CHAIRMAN'S STATEMENT
Performance and Manager Review
Conditions underpinning the UK
market improved considerably in the second half of the Company's
financial year ended 31st December 2023, with its benchmark, the
FTSE All-Share index (the 'Benchmark'), generating a total return
of 7.9% over the 12-month period. Supportive factors over the
latter six months of the year included a marked easing in inflation
pressures, which raised hopes that the Bank of England will begin
to cut rates this year. Despite this, the UK economy dipped into
a shallow recession at the end of 2023, although consumer and
business confidence had been showing tentative signs of improvement
and this has continued into 2024.
This more favourable environment,
together with the changes that the Portfolio Managers made to
the portfolio in the first half of the Company's financial
year, in particular its cyclical investments, contributed to an
out- performance against the Benchmark in the second half of the
year and, overall to the Company's 7.3% return on a net asset
value ('NAV'), with debt at par value for the year ended
31st December 2023, which was marginally below its Benchmark.
The share price total return was 2.9%, reflecting the widening of
the discount at which the Company's shares traded relative to its
NAV. As noted in the Company's Half Year Report, the discount
widening occurred at the start of the financial year, partially as
a result of JPMorgan Elect plc divesting its holding in the
Company following its combination with JPMorgan Global Growth &
Income plc. The Company has been active with its share buyback
authority. Please see below for further
details.
Whilst the Company's NAV has
marginally underperformed its Benchmark over the year to
31st December 2023, the Board assesses the performance of the
Investment Manager over the medium and long term. In regard to the
performance, on NAV with debt at par the Company has been slightly
behind the Benchmark over five and ten years. With debt at fair
value, the Company is slightly ahead of the Benchmark over five and
ten years' performance. Your Board reviews the strategy and
performance at every Board meeting and continues to remain fully
supportive of the strategy, the Portfolio Managers, and the
investment process.
The Investment Manager's Report
below provides more detail on performance during 2023 and discusses
the outlook for 2024.
As at 19th March 2024, the Company's
NAV per share (with debt at fair value) was 713.4p and the share
price was 672.0p.
Revenue and Dividends
The Directors declared a fourth
quarterly interim dividend of 10.5p per share for the year ended
31st December 2023, paid on 1st March 2024, which brought the
total dividend per share for the year to 34.5p (2022 total: 33.0p),
an increase of 4.5% on the prior year. I am pleased to say that
this is the 51st successive year in which the dividend has
been raised, a record which only very few investment trusts have
attained, and at a time with elevated core inflation and a
stagnated UK economy.
The Board's dividend policy remains
to seek to increase the dividend each year and, taking a run of
years together, to increase dividends at a rate close to, or above,
inflation. Following the payment of the fourth interim dividend for
2023, the Company will have continued to have paid dividends in
excess of inflation over the past five years. Although UK inflation
has now fallen sharply from its recent, 30-year high, the Board
will, as always, carefully monitor the outlook for dividend income,
to ensure it can continue to fulfil its dividend policy
objectives.
The Company has a significant level
of revenue reserves, accumulated over a number of years, and as an
investment trust, it has the ability to utilise these reserves if
necessary to support its long-term dividend policy. After the
payment of the fourth interim dividend for 2023, revenue reserves
will represent 25.35p per share1. The Board intends to
raise the first three quarterly interim dividends in 2024 to 8.25p
per share, from 8.0p per share in the previous financial year,
subject to any unforeseen factors and the financial position and
performance of the Company at the relevant time.
1 Based on the number of shares in
issue as at 19th March 2024.
Premium/Discount and Share
Issuance/Repurchases
During the year, the discount at
which the Company's shares traded relative to its NAV with debt at
fair value ranged from a high of 6.84% to a low of 0.46%, excluding
on 2nd January 2023 when the Company's share price peaked and
traded at a premium of 0.27%. The Board's objective is to use the
Company's repurchase and allotment authorities to actively manage
short-term imbalances between the supply and demand of the
Company's shares, with the intention of reducing the volatility of
the discount or premium, in normal market conditions. To this end,
over the past year, the Company repurchased 2,360,513 of its own
shares, at a total cost of £15.7 million.
As at 31st December 2023, the
Company's discount (to its cum-income, debt at fair value, NAV) was
4.6%, Since then, the discount has widened slightly and the Board
has continued to utilise targeted repurchases to cap the discount,
buying in a total of 331,883 shares as at the date of this
report.
At the time of writing, the discount
stands at 5.80%1. The Board intends to continue to
actively manage the Company's discount in its commitment to seek a
stable discount or premium over the long-term, whilst recognising
that consistent and strong investment performance remains a core
focus for the Company's shares to trade close to NAV over the
long-term. Please see the full Annual Report for the Board's
discount and premium management policy.
At this year's Annual General
Meeting in April 2024, the Company will be seeking renewed
authorities from shareholders to sell shares from Treasury at a
discount, to issue new shares and to repurchase its own
shares.
1 As at 19th March 2024
Gearing/Long Term Borrowing
The Portfolio Managers can use FTSE
100 index futures to effect increases and reductions in the level
of gearing by changing the portfolio's market exposure. The
Company's gearing policy (excluding the effect of any futures) is
to operate within a range of 5% net cash and 20% geared in normal
market conditions. The Portfolio Managers have discretion to vary
the gearing level between 5% net cash and 17.5% geared (including
the effect of any futures). The Board believes that over the
long-term a moderate level of gearing is an efficient way to
enhance shareholder returns.
Taking borrowings into account, net
of cash balances held and the effect of futures, the Company ended
2023 approximately 6.3% geared. During the year, gearing varied
between 0.6% net cash and 8.9% geared. Excluding the effect of the
futures, the maximum gearing reached during the year was 10.9%.
Gearing is currently 6.8%1. The Company has a £30
million 3.22% private placement note, maturing in March 2045. In
addition, £10 million of the revolving credit facility with Mizuho
Bank was drawn down as at 31st December 2023. See note 13 in the
full Annual Report. The facility with Mizuho Bank will mature in
May 2024 and the Manager has identified a preferred option for a
new facility with attractive margins.
1 As at 19th March 2024
Environmental, Social and Governance
Financially material Environmental,
Social and Governance ('ESG') factors have been integrated into the
Investment Manager's investment process over recent years, and
these issues are considered as part of the decision making in
whether to invest in a stock. The Board receives regular ESG
updates from the Investment Manager.
The Annual Report includes a
separate Environmental, Social and Governance Report from the
Investment Manager in the full Annual Report which provides
information on these issues and how they have been developed and
integrated into the Investment Manager's investment
process.
Investment Management Fees and Manager
Evaluation
As reported in the Company's Half
Year Report, the investment management fee is charged on a tiered
basis at an annual rate of 0.45% of the Company's net assets on the
first £400 million and at 0.40% of net assets above that amount,
having been reduced with effect from 1st July 2023.
During the year under review, the
Management Engagement Committee undertook a formal review of the
Manager and Investment Manager, covering the investment management,
company secretarial, administrative and marketing services provided
to the Company. The review took account of the Investment Manager's
investment performance record, management processes, investment
style, resources and risk control mechanisms. I am pleased to
report that the Board agreed with the Committee's recommendation
that the continued appointment of the Manager is in the interests
of shareholders.
Board Succession
I have served as a member of the
Company's Board since 2015, and I had the honour to be appointed
Chairman of your Board in April 2022. I plan to stand down from the
Board at the time of next year's Annual General Meeting. The
Nomination Committee of the Company chaired by the Senior
Independent Director, excluding me, has been considering the
Company's succession plan and I am pleased to report that Victoria
Stewart, a Director of the Company since February 2020, has been
appointed to succeed me as Chair of the Board in April 2025. Work
has begun to identify a further suitable candidate to join the
Board, and announcements on the result of this search, and the
appointment of an additional new Director, will be made in late
2024.
Shareholder Engagement
The Board
and the Portfolio Managers are keen to increase dialogue with the
Company's existing shareholders, particularly as the Board believes
that shareholder interactions are very helpful in assisting with
the management of the Company. During the past year, the Portfolio
Managers held regular calls with shareholders where requested and
also presented periodic webinars, replays of which are available on
the Company's website. Portfolio and market updates are available
on the Company's website.
Investors holding their shares
through online platforms will shortly receive a letter inviting
them to sign up to receive email updates from the Company. These
updates will deliver regular news and views, as well as the latest
performance statistics. If you have not already signed up to
receive these quarterly communications and you wish to do so, you
can opt in via https://tinyurl.com/JCH-Sign-Up or by
scanning the QR code on the contents page in the full Annual
Report.
Annual General Meeting
We are delighted that once again we
will be holding this year's Annual General Meeting in person at
JPMorgan's offices at 60 Victoria Embankment, London EC4Y 0JP, on
Monday, 29th April 2024, at 12 noon. The Company's Portfolio
Managers, William Meadon and Callum Abbot, will give a presentation
to shareholders, reviewing the past year and commenting on the
outlook for the current year. The meeting will be followed by a
sandwich lunch, providing shareholders with the opportunity to meet
the Directors and representatives of the Manager. We look forward
to welcoming as many shareholders as possible at the Annual General
Meeting.
For shareholders wishing to follow
the Annual General Meeting proceedings, but choosing not to attend
in person, we will be able to welcome you through conferencing
software where you can follow the proceedings but not vote on the
business of the meeting. Details on how to register, together with
access details, will be available on the Company's website:
www.jpmclaverhouse.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 by a poll. 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 physically attend, to exercise their
votes in advance of the meeting by completing and submitting their
form of proxy.
If you have any detailed or
technical questions, it would be helpful if you could raise them in
advance with the Company Secretary either in writing to 60 Victoria
Embankment, London EC4Y 0JP, via email at invtrusts.cosec@jpmorgan.com or via the
'Ask a Question' link on the Company's website. Shareholders who
are unable to attend the Annual General Meeting are encouraged to
use their proxy votes. Proxy votes can be lodged in advance of
the Annual General Meeting either by post or electronically,
detailed instructions are included in the Notes to the Notice of
Annual General Meeting in the full Annual Report. Completion of a
proxy card and its return will not preclude you from attending the
meeting and voting in person.
If there are any changes to the
arrangements for the Annual General Meeting, the Company will
update shareholders through the Company's website and, if
appropriate, through an announcement on the London Stock
Exchange.
Outlook
The good news is that the UK economy
seems to be over the worst of its inflation and cost-of-living
crisis. The Board therefore shares the Portfolio Managers' cautious
optimism about the outlook for the market and the Company in 2024
and beyond. There are several reasons for our optimism. For one,
the Portfolio Managers have been actively positioning the portfolio
to take greater advantage of better times ahead. For example, they
have increased exposure to rising demand for entertainment and
travel, and added several holdings within the real estate sector,
which they expect to benefit from lower interest rates.
UK equity valuations still remain
extremely attractive in absolute terms and relative to other
markets. This provides investors, both in the UK and abroad, with
what the Portfolio Managers believe is a rare opportunity to enter
this market at historically low valuations, with attractive
dividend yields. This suggests that there is scope for significant
market gains as and when investors' confidence in this market
returns, and their focus shifts back to long-term company
fundamentals.
The geopolitical outlook remains
worrying, with the conflict in Ukraine seemingly no closer to
resolution and the conflict in the Middle East threatening to
spread across the region. November's US presidential election
has potentially broader implications than usual for the global
order and there are also elections taking place in several other
countries and regions this year, including the UK and Europe.
Whilst all these factors are well known, any dramatic or unexpected
developments in any of these situations will likely spark an
increase in market volatility.
We have experienced Portfolio
Managers who are working hard to preserve and grow shareholders'
assets. We believe their continuing efforts, combined with a
diversified portfolio of high-quality stocks and a disciplined
investment approach, mean the Company is well-positioned to
continue delivering attractive returns and a growing income to
shareholders over the long term.
On behalf of the Board, I thank you,
our shareholders, for your continued support.
David Fletcher
Chairman
20th March 2024
INVESTMENT MANAGER'S
REPORT
Investment Approach
Claverhouse is a diversified
portfolio of our best UK ideas, comprising both quality, growth and
value stocks. For the patient investor, we believe that this
approach will produce outperformance of the Benchmark in
a steady, consistent manner, irrespective of market
conditions. We aim to maintain Claverhouse's multi-decade dividend
growth record.
Market Review
The start of the year saw a cloud of
rapidly rising inflation and interest rates hanging over UK
equities. However, the second half of the year saw inflationary
fears abate slightly, causing equities and gilts to rally. By the
end of the year the Benchmark, while lagging most overseas markets,
showed a positive total return over the 12 months of
7.9%.
Both the rapid demise of Credit
Suisse and the collapse of the west coast American bank, Silicon
Valley Bank ('SVB') in the spring rattled global markets. However,
investors soon concluded that another systemic banking crisis was
unlikely causing a relief rally in equities.
Despite a further fall in oil and
gas prices, UK inflation continued to disappoint, peaking in
February at 10.4%. Core inflation (i.e. inflation excluding food
and energy) peaked at 7.1% in May, the highest since 1992. By
August, the Bank of England had raised interest rates from 3.0% to
5.25%, where they remained for the rest of the year. The latter
part of the year saw an improvement in inflation, fuelling
a year end rally in the stock market as investors anticipated
material cuts in interest rates in 2024.
The end of year rally was
characterised by a significant broadening of the equity market,
which prior to October had been remarkably narrow in its
leadership.
Political turmoil was a feature of
the year and created a challenging back drop for investors. By the
end of the year, investors were focusing on impending elections in
both the UK and the US. Opinion polls suggested that Labour was on
course for a landslide victory in the UK. In the US, Donald Trump
was the early favourite to be returned to the White House. The
Ukraine war remained locked in a bloody stalemate whilst events in
the Middle East in October added a significant further layer
of geo-political concerns for investors.
Throughout the year, equity markets
were highly sensitive to macro data points, particularly inflation
and central bank announcements. At times, new data points drove
significant changes in market leadership, which meant that the
market did not trend but was instead erratic during the
year.
A volatile year concluded with the
Benchmark rising 7.9% over the 12 months. The UK market continues
to present exceptional value and while a catalyst is difficult to
predict we believe patient investors will eventually be
rewarded.
Performance Review
The portfolio performed steadily
throughout the year and turnover was lower than 2022. Your
Company's risk-controlled approach to sizing positions at both a
stock and sector level helped the portfolio navigate its way
through challenging times, whilst delivering a dividend increase
for the 51st consecutive year.
In the year to 31st December 2023,
Claverhouse delivered a total return on net assets (capital plus
dividends re-invested) of 7.3% compared to the Benchmark's return
of 7.9%. With the Company's shares ranging from a premium of
0.27%1 on 2nd January 2023 to end the year at a discount
of 4.6%1, the total annual return for shareholders was
2.9%. With the improving prospects for both falling inflation and
interest rates as the year progressed, the portfolio's cyclical
holdings performed particularly well.
1 Share price discount to net asset
value with debt at fair value.
3i was again the star
performer, rising 85% over the year (see later for a more detailed
update). The shares of the housebuilders Taylor Wimpey and Barratt Developments each rose by more
than 50% as the long awaited improvement in the housing market
appeared to draw closer.
The utility service provider,
Telecom Plus was a
beneficiary, earlier in the year, of elevated energy prices,
allowing it to offer their customers discounted prices to market
rates. However, as energy prices receded, so did the customer
acquisition growth of Telecom Plus, which was reflected in a share
price fall of 30% over the period.
Further detail of Claverhouse's
performance over the year is given in the below performance
attribution table.
Performance attribution
Year ended 31st December
2023
|
%
|
%
|
Contributions to total returns
|
|
|
Benchmark return
|
|
+7.9
|
Stock & Sector
selection
|
-0.1
|
|
Gearing & cash
|
+0.2
|
|
Investment Manager contribution
|
|
+0.1
|
Cost of debt
|
-0.2
|
|
Portfolio total return
|
|
+7.8
|
Management fee/other
expenses
|
-0.7
|
|
Share buyback
|
+0.2
|
|
Sub
total
|
|
-0.5
|
Return on net assets with debt at par
valueA
|
|
+7.3
|
Change in the fair value of the long term
debt1
|
|
-0.1
|
Return on net assets with debt at fair
valueA
|
|
+7.2
|
Source: JPMAM/Morningstar. All
figures are on a total return basis.
Performance attribution analyses how the
Company achieved its recorded performance relative to its
Benchmark.
1 Reflects the effect of fair value of
the 3.22% £30 million private placement loan. The fair value has
been calculated using discounted cash flow techniques, using the
yield from similar dated gilt plus a margin based on the five year
average for the AA Barclays Sterling Aggregate Corporate Bond
spread.
A Alternative Performance Measure
('APM').
A
list of APMs, with explanations and calculations, and a glossary of
terms are provided on pages 100 to 102 of the full Annual
Report.
The Company delivered a dividend
increase for the 51st consecutive year, a notable milestone.
Dividends in respect of the financial year ended 31st December 2023
totalled 34.5p per share, a 4.5% rise on the previous year's
dividend of 33.0p per share. The dividend yield in respect of the
year is 5.1% (based on the share price of 672.0p as at 19th
March 2024).
The Company benefitted from its
holdings in Financials, particularly 3i Group, which was the
stand-out performer. Utilities and Housebuilders also performed
well. By contrast, Tobacco, Travel & Leisure and Life Assurance
performed relatively poorly. There was little difference between
the overall performance of large FTSE100 stocks and mid/small cap
stocks. More detail is given in the table below:
Top
Contributors and Detractors to Performance vs FTSE All-Share
Index
Top
Five Contributors
|
|
Top
Five Detractors
|
|
3i Group
|
+1.6%
|
Telecom Plus
|
-0.4%
|
Centrica
|
+0.6%
|
Glencore
|
-0.3%
|
BAE Systems
|
+0.4%
|
AstraZeneca
|
-0.3%
|
Taylor Wimpey
|
+0.3%
|
Drax Group
|
-0.3%
|
Barratt Developments
|
+0.2%
|
British American Tobacco
|
-0.3%
|
|
|
|
|
|
|
| |
Source: JPMAM, as at 31st December
2023.
Shell again performed well as
the ongoing conflict in Ukraine continued to expose the fragility
of global energy markets. BP, by contrast, was shaken by a series
of management missteps and scandals which led to the departure of
its CEO. The shocking events in the Middle East added further to
global conflict concerns. Against such a backdrop, the UK's leading
defence contractor, BAE
Systems, benefitted from the expectation of further orders
for its equipment.
Glencore is a diversified
mining company with substantial exposure to metals which are
essential for the electrification of vehicles e.g. copper,
zinc and nickel. Its shares performed poorly as the economic data
coming out of China pointed to continuing weak demand from the
world's largest commodity consumer.
Tobacco stocks (British American Tobacco and
Imperial Brands) sold off
on weaker North American cigarette volumes with investors still not
attracted to historically very low valuations.
JPMorgan UK Small Cap Growth &
Income plc (formerly JPMorgan UK Smaller Companies Investment Trust
plc), run by JPMAM's in-house small companies' team, performed
well. Over the years, this trust has not only contributed
materially to the performance of Claverhouse, but as stocks have
grown out of the smaller companies' index and into the FTSE 350, it
has also provided a rich source of many new ideas for us to invest
in directly.
Portfolio Review
The portfolio held 65 stocks at the
end of the year, which was towards the lower end of our normal
range. The portfolio was geared throughout the year but less than
historically was the case. We are bottom-up stock pickers; sector
and macro views have less influence on the portfolio. This said, in
2023, geopolitical and macro issues were of much more concern to
investors than usual. Whilst we are stock-focused we do run
a sector-diversified portfolio.
We used FTSE 100 futures to manage
gearing. At the year-end, your Company was 6.3% geared.
Top
Over and Under-Weight Positions vs FTSE All Share
Index
Top
Five Overweight Positions
|
|
Top
Five Underweight Positions
|
|
SSE
|
+2.7%
|
Diageo
|
-1.5%
|
3i Group
|
+2.6%
|
Barclays
|
-1.0%
|
Shell
|
+1.9%
|
National Grid
|
-1.0%
|
BAE Systems
|
+1.9%
|
Unilever
|
-1.0%
|
Glencore
|
+1.6%
|
Reckitt Benckiser
|
-0.9%
|
Source: JPMAM, as at 31st December
2023.
Purchases
As consumer confidence continued to
improve post Covid, the Company increased its exposure to the
travel industry through purchases of Premier Inn owner Whitbread, and packaged holiday
provider JET2, both of
which are now well placed to take advantage of the resultant supply
shortage. Surging demand has led to a very favourable pricing
environment for airlines and hotels which we expect to continue,
especially in the budget part of the market where these two
companies operate, as consumers become more price
sensitive.
Georgia has benefitted from a huge
influx of affluent Ukrainians and Russians fleeing the war. This
has led to a surge in the Georgian economy and a thriving banking
sector as deposits have grown. Bank of Georgia and TBC Bank, both of which are listed on
the UK stock market, operate a duopoly in this market, which lends
itself to very favourable economics for both banks. As a result,
both earn returns on equity of between 20% to 30% and have
consistently created value for shareholders. Their balance sheets
are in strong positions, with core equity tier 1 ratios in the high
teens, which should allow them to continue to return substantial
capital to shareholders. Both positions were bought at under five
times of the price earning ratio. The purchases were funded by
sales of other banks in the sector; NatWest and Barclays.
We added new positions in the
technology sector. Bytes
Technology Group is an IT services company and is a direct
peer of another Claverhouse holding, Softcat. It is a highly fragmented
market and both Softcat and Bytes have a strong track record of
acquiring market share. Their asset light business models lead to
strong returns on incremental capital and superb cash generation.
Technology being more deeply integrated in businesses of all shapes
and sizes should be a structural tailwind for these companies for
decades to come.
Games Workshop is the producer
of miniature figurines for the table-top game, Warhammer. We have
re-purchased the stock after we identified some positive catalysts
for the business. Recently, it has begun licensing their
intellectual property for video games and movies which is extremely
high margin business for Games Workshop. Growth is also set to
re-accelerate as they release the next iteration of their
bestselling video wargame; Warhammer 40k collection.
Dividends are a key consideration
for portfolio holdings and M&G's near 10% dividend yield was
viewed as very attractive. M&G is an asset manager and closed
book life insurance company. The yield is covered by its
with-profits business with potential upside to the dividend from a
turnaround elsewhere in its business. As a result, we believe it
looks too cheap.
We made two new purchases on the
back of new management changes delivering much improved operational
performance in these two companies. Rolls-Royce, an aerospace & defence
company, specialises in turbines for aircrafts and power systems
for a range of industrial end markets. Rolls-Royce shareholders
have suffered over the last decade due to serial mismanagement and
poor capital allocation. The new management team have made
demonstrable changes to the business and the cyclical recovery in
aerospace is a strong tailwind. However, given the chequered
history, the jury is still out as to whether the turnaround will
work. Marks & Spencer
is undergoing a strategic overhaul which aims to make it more
relevant for a broader range of consumers. Progress has been slow,
but it now appears that Marks & Spencer has made significant
headway with the end consumer. This has led to several large
upgrades to management's guidance in quick succession and we think
there could be more to come.
One of the key themes in the second
half of 2023 was improving (falling) inflation data, which led to
central banks signalling that further rate hikes may not be
required. As the economic data began to suggest that we were
approaching peak rates, we looked to close our successful
underweight in real estate investment trusts (REITs). REITs'
property valuations have been under pressure as property yields
have been forced upwards with the increase in interest rates. This
led to extremely negative sentiment towards the sector and
discounts to net asset values not seen in the last decade.
We started new holdings in Land Securities, British Land, Shaftesbury
Capital and Workspace, funded by the sale of the
position in the less cyclical Safestore.
Admiral is a UK motor insurer
with an impressive long term track record of value creation for
shareholders. The UK motor insurance sector has been battling with
repair/replacement cost inflation but finally appears to have
sufficiently offset this with price increases which should lead to
a period of elevated profitability.
We topped up several existing
positions which are continuing to deliver operationally. For
example, Centrica is
benefitting from the benign competitive environment for British
Gas, after many of its competitors went bust in 2022, while the
high volatility in energy prices is a prime environment for
Centrica's energy trading division. Ashtead is an equipment rental business
which looks extremely well placed to capitalise on the wave of the
so called 'mega-projects' which are taking place in the US to
facilitate, among other themes, onshoring and the energy
transition. 3i Group announced that its portfolio company, discount
retailer Action, continues
to take market share as price sensitive consumers look for cheaper
places to shop. Historically this environment has been ideal for
discounters and customers have been surprisingly loyal once the
backdrop improves.
Please see the full annual report
for highlighted companies in the portfolio.
Sales
Bunzl is a distributor of
single use products, which can pass through all cost inflation to
its end customers, leaving it well placed in the current
inflationary environment. However, price deflation would be a
significant headwind for earnings and the stock is trading at close
to peak multiples, so we decided to exit our holding in response to
evidence that inflation may have peaked.
Serica, an oil and gas explorer
and producer, announced a large acquisition of another oil and gas
explorer and producer which called into question the capital
discipline of the management team. Therefore, after collecting the
quarterly dividend, we sold the stock.
The New York Stock Exchange became
CRH's primary listing venue
during the year. Whilst it remains listed on the London Stock
Exchange, we exited the position due to this change in primary
listing to the USA as our investment restrictions and guidelines
prohibited us from holding the shares once CRH had changed its
primary listing from the UK.
Positions in both Telecom Plus and Drax were sold as each struggled to
cope with falling power prices in the second half of the year. Drax
is a self-titled 'renewable energy company'. It predominantly
generates electricity by burning biomass pellets, which are
produced in Drax's pellet plants in the US, and then shipped to the
UK. It is also a leader in carbon capture technology. Drax has
benefitted from elevated power prices in the UK, but it has
struggled to secure Government approval for its carbon capture
plans. While it is optically cheap, the reinvestment risk remains
high and fraught with regulatory risk. Telecom Plus, was a
beneficiary of elevated energy prices as it was able to offer
prices at a discount to market rates. However, as energy prices
have receded, so has the customer acquisition growth of Telecom
Plus. The story has shifted to being about diversifying the
business into adjacent areas (e.g. broadband and mobile) and we no
longer feel the growth prospects are as strong.
A number of management teams at the
luxury goods retailer, Burberry have failed to reinvigorate
the brand and without a strong tailwind from the Chinese consumer,
it looks like it will take a while for signs of success to emerge.
We therefore sold the stock.
We have exited the small position in
Balfour Beatty, the
construction contractor. It quickly re-rated after our initial
purchase in August 2022, so we never got a chance to add to the
position. We are less convinced on the outlook.
Please see the full annual report
for highlighted companies in the portfolio.
Environmental, Social, and Governance
('ESG')
Whilst Claverhouse holds stocks
based primarily on companies' fundamentals, we also consider the
potential impact of financially material ESG factors on a company's
ability to deliver shareholder value. We assess each company's
strategy for dealing with these important matters and the
consequent risks arising from them. Our analysis helps determine
whether relevant ESG factors are financially material and, if so,
whether they are reflected in the valuation of the company. Such
analysis may influence not only our decision to own a stock but
also, if we do, the size of that position in the
portfolio.
Company meetings continue to be an
important opportunity to engage with our portfolio companies on ESG
issues. Examples of our engagement with companies during the year
and details of our voting record are set out in the ESG Report in
the full Annual report.
Market Outlook
Whilst there remain significant
geopolitical challenges for investors to consider (such as the
ongoing conflict in the Ukraine and the Middle East tensions),
there are some reasons for cautious optimism in 2024. The global
economy, driven by the US, continues to expand. Inflation in the
developed world is now falling with the consequent prospect that
central banks will soon start to cut interest rates. Despite the
improved economic outlook, the UK equity market remains
exceptionally attractively valued.
Against such a gently improving
economic backdrop, your Company remains a modestly-geared portfolio
that uses a barbell approach of owning both attractively valued,
high yielding stocks, as well as growth stocks. Our barbell
approach is naturally diversifying, and our portfolio is currently
focused on robust, liquid, globally-diversified blue-chip, UK
listed stocks. After a challenging period, which has reflected the
variable macro environment, a more benign outlook should suit our
bottom up investment process. We remain confident that such an
approach will deliver both growth of capital and income in a
consistent manner for our shareholders.
For and on behalf of the Investment
Manager
William Meadon
Callum Abbot
Portfolio Managers
20th March 2024
PRINCIPAL AND EMERGING
RISKS
The Board, through delegation to the
Audit Committee, has undertaken a robust assessment and review of
the principal risks facing the Company, together with a review of
any new and emerging risks that may have arisen during the year to
31st December 2023, including those that would threaten its
business model, future performance, solvency or
liquidity.
With the assistance of the Manager,
the Audit Committee has drawn up a risk matrix, which identifies
the key risks to the Company, as well as emerging risks. The risk
matrix, including emerging risks, are reviewed formally by the
Audit Committee every six months or more regularly as appropriate.
During the year under review, the Audit Committee worked
extensively with the Manager to review and update the risk matrix.
At each meeting, the Board considers emerging risks which it
defines as potential trends, sudden events or changing risks which
are characterised by a high degree of uncertainty in terms of
occurrence probability and possible effects on the Company. As the
impact of emerging risks is understood, they may be entered on the
Company's risk matrix and mitigating actions considered as
necessary. In assessing the risks and how they can be mitigated,
the Board has given particular attention to those risks that might
threaten the viability of the Company. These key and emerging risks
are listed below:
|
|
|
Movement
|
Principal risk
|
Description
|
Mitigating Activities
|
During the
Year
|
Cybersecurity
|
Threat of cyber-attack, in all its
guises such as hacking, malware, ransomware etc 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 or
indirectly from all elements of JPMorgan's cyber security
programme. The Directors scrutinise the Manager's internal controls
to assure the Board that the Company's data is appropriately
protected and give assurance over monitoring of outsourcers. The
controls around the physical security of JPMorgan's data centres,
security of its networks and security of its trading applications
are tested by the independent reporting auditor and reported on
every six months against the AAF 01/06 Standard.
|
To date,
the Manager's extensive cyber security arrangements are in
operation.
|
Share price discount to
NAV
|
The shares of the Company are traded
freely and are therefore subject to the influences of supply and
demand and investors' perception to the markets the Company invests
in. The share price is therefore subject to fluctuations and like
all investment trusts may trade at a discount to the NAV which
could lead to significant buyback activity and a reduction in the
size of the Company.
|
The Board seeks to narrow the
discount by undertaking measured buybacks of the Company's shares
taking account of market conditions and having established explicit
guidelines.
The Company and Manager work with
the Corporate Broker to understand demand for the Company's
shares.
|
The Board
continued to use targeted buybacks of the Company's own shares to
manage the discount at which the Company's shares
traded.
|
Market factors such as interest
rates, inflation and equity market performance
|
Market factors such as interest
rates, inflation and equity market performance may impact the value
of investments and the performance of the Company.
|
The Board monitors the
implementation and results of the investment process and regularly
discusses portfolio positioning with the portfolio management team.
The Board has set investment restrictions and guidelines, which are
monitored and reported on by the Investment Manager.
The Board monitors the changing risk
landscape and potential threats to the Company with the support of
regular reports and ad hoc reports as required, the directors' own
experience and external insights gained from industry and
shareholder events.
|
The UK
economy has been affected by high inflation, which has been more
persistent in the UK than elsewhere. This has continued to impact
the UK equity market.
|
Strategy and Performance
|
Inappropriate or poorly executed
investment or business strategy, for example asset allocation or
the level of gearing, may lead to underperformance against the
Company's benchmark index and peer companies, resulting in the
Company's shares trading on a wider discount.
|
The Board manages these risks by
setting its objectives carefully and through diversification of
Investments. The Company operates various investment restrictions
and guidelines designed to ensure that the mandate given to the
Investment Manager is properly executed and these guidelines are
monitored and reported on by the Manager.
The Board monitors the
implementation and results of the investment process with the
Portfolio Managers, who attend all Board meetings, and reviews data
which show statistical measures of the Company's risk profile. The
Investment Manager has been delegated powers from the Board to
determine appropriate levels of gearing within a strategic
range set by the Board.
The Board holds a separate meeting
devoted to strategy each year which includes a review of the
Company's mandate and the investment environment.
|
The
Company continues to pursue its investment objective in accordance
with the agreed strategy.
The Board
continued to monitor the performance of the portfolio over the year
under review. The Board is aware that performance has been modestly
weaker against the Benchmark for the year and over the longer
term.
|
Legal and Regulatory/ Corporate
Governance
|
As an investment trust, the
Company's operations are subject to wide ranging regulations. The
financial services sector continues to experience significant
regulatory change at national and international levels. Failure to
act in accordance with these regulations could cause fines, censure
or other losses including taxation or reputational loss. Breach of
Company Law or UK Listing Rules resulting in suspension.
|
The Company, through the Manager,
has procedures to monitor the status of its compliance with all
relevant requirements which include maintaining its Investment
Trust status. These cover receiving and reviewing information and
reporting from the Manager and Investment Manager. The Depositary
(The Bank of New York Mellon (International) Limited) reports
regularly on third party service providers and their compliance
with expected standards of performance and these reports are
reviewed by the Audit Committee.
|
The
Company continued to adhere to relevant requirements.
|
Climate change
|
The risk or impact of climate change
may be higher than currently estimated or the increase may be more
significant than currently planned. This could have varying impacts
on the business models, sustainability and viability of individual
companies, whole sectors and even asset classes.
|
The Board receives ESG reports from
the Investment Manager on the portfolio and how financially
material ESG considerations are integrated into investment decision
making so as to mitigate risk at the level of stock selection and
portfolio construction. The analysis conducted by the Investment
Manager includes the approach investee companies take to
recognising and mitigating climate change risks.
The Board also considers the threat
posed by the direct impact on climate change on the operations of
the Manager, Investment Manager and other major service providers.
As extreme weather events become more common, the resilience,
business continuity planning, and the location strategies of the
Company's services providers will come under greater
scrutiny.
|
The
Investment Manager has responsibility for ESG.
Whilst the
Company is not a sustainable or ESG investment vehicle, a broader
view of sustainability remains a part of the investment process.
Please see the full Annual Report for the ESG Report.
|
Geopolitical and
macro-economic
|
There is an increasing risk to
market stability and investment environment from actual or
potential geopolitical conflicts (for example, the Russian invasion
of the Ukraine, as well as growing tensions in Southeast Asia and
in the Middle East following the conflict between Hamas and
Israel), which may impact both investment performance and/or the
operating environment for the Company, Manager, Investment Manager
or the Company's other third party service providers.
|
The Investment Manager continuously
monitors geopolitical developments and societal issues relevant to
its business. These are also considered as part of portfolio
construction. The Company is a closed-end vehicle and, unlike
open-ended funds, does not have to sell investments at low
valuations in volatile markets.
|
The rise
in geopolitical tensions contributed to volatility and economic
disruption over the year.
|
Loss of Investment Team
|
Loss of key staff by the Investment
Manager, such as the Portfolio Managers, could affect the
performance of the Company.
|
The Board keeps the services of the
Manager, Investment Manager and third-party service providers under
continual review. The Board obtains assurances from the Investment
Manager that the team is suitably resourced, and appropriately
remunerated and incentivised in its role. The Board also considers
the succession plan for the portfolio management team on an annual
basis.
|
This risk
remains stable. The Portfolio Managers are supported by significant
resource within the Investment Manager.
|
Operational
|
Disruption to, or failure of, the
Manager's accounting, dealing or payments systems or the
depositary's or custodian's could prevent accurate reporting and
monitoring of the Company's financial position. The risk of fraud
or other control failures within the Manager or other service
providers could result in losses to the Company.
|
Details of how the Board monitors
the services provided by the Manager and its associates and the key
elements designed to provide effective internal control are
included within the Risk Management and Internal Control section of
the Corporate Governance report in the full Annual Report. The
Audit Committee receives independently audited reports on the
Manager's, the Investment Manager's and other service providers'
internal controls, as well as regular reporting from the Manager's
Compliance function.
The Company's management agreement
obliges the Manager to report on the detection of fraud relating to
the Company's investments and the Company is afforded protection
through its various contracts with third party service providers,
of which one of the key protections is the Depositary's
indemnification for loss or misappropriation of the Company's
assets held in custody.
|
To date,
the Manager's operations and controls have proven robust. The
Company has not been impacted by any operational issues.
|
EMERGING RISKS
The Board has considered and kept
under review emerging risks. The sole emerging risk has been
identified:
Artificial Intelligence ('AI')
While it might be deemed a great
opportunity and force for good, there is an increasing risk to
business and society more widely from AI. Advances in computing
power means that AI has become a powerful tool that will impact a
huge range of areas and with a wide range of applications that
include the potential to disrupt and even to harm. In addition, the
use of AI could be a significant disrupter leading to added
uncertainty in corporate valuations.
TRANSACTIONS WITH THE MANAGER AND
RELATED PARTIES
Details of the management contract
are set out in the Directors' Report in the full Annual Report. The
management fee payable to the Manager for the year was £1,979,000
(2022: £2,222,000) of which £nil (2022: £nil) was outstanding at
the year end.
Included in administration expenses
in note 6 in the full Annual Report are safe custody fees amounting
to £8,000 (2022: £8,000) payable to JPMorgan Chase Bank N.A. of
which £3,000 (2022: £2,000) 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 £nil (2022:
£31,000) of which £nil (2022: £nil) was outstanding at the year
end.
The Company holds an investment in
JPMorgan UK Small Cap Growth & Income plc (formerly JPMorgan UK
Smaller Companies Investment Trust plc) which is also managed by
the Investment Manager. At the year end this was valued at £13.6
million (2022: £13.3 million) and represented 3.1% (2022: 3.0%) of
the Company's investment portfolio. During the year, the Company
made £nil (2022: £nil) purchases of this investment and sales with
a total value of £501,000 (2022: £811,000). Dividend income
amounting to £357,000 (2022: £334,000) was receivable during the
year, of which £nil (2022: £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 £7.7 million (2022: £9.4 million).
Interest amounting to £662,000 (2022: £325,000) was receivable
during the year, of which £nil (2022: £nil) was outstanding at the
year end.
At the year end, total cash of
£611,000 (2022: £157,000) was held with JPMorgan Chase Bank N.A. A
net amount of interest of £32,000 (2022: £14,000) was receivable by
the Company during the year from JPMorgan Chase Bank N.A. of which
£nil (2022: £nil) was outstanding at the year end.
Handling charges on dealing
transactions amounting to £4,000 (2022: £8,000) were payable to
JPMorgan Chase Bank N.A. during the year of which £1,000 (2022:
£1,000) was outstanding at the year end.
Full details of Directors'
remuneration and shareholdings can be found in the full Annual
Report.
STATEMENT OF DIRECTORS'
RESPONSIBILITIES
The Directors are responsible for
preparing the Annual Report and Financial Statements in accordance
with applicable law and regulations.
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, 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.
The Directors are 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 also 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 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.
The Financial Statements are
published on the www.jpmclaverhouse.co.uk website, which
is maintained by the Company's Manager. The maintenance and
integrity of the website maintained by the Manager is, so far as it
relates to the Company, the responsibility of the Manager. The work
carried out by the Auditor does not involve consideration of the
maintenance and integrity of this website and, accordingly, the
Auditor accepts no responsibility for any changes that have
occurred to the Financial Statements since they were initially
presented on the website. The financial statements are prepared in
accordance with UK legislation, which may differ from
legislation in other jurisdictions.
The Strategic Report and Directors'
Report include 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 the
Company faces.
Under applicable law and regulations
the Directors are also responsible for preparing 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 full Annual Report, confirm that to
the best of their knowledge:
• the Company financial
statements, which have been prepared in accordance with United
Kingdom Accounting Standards, comprising FRS 102, give a true and
fair view of the assets, liabilities, financial position and return
of the Company; and
• the Strategic Report
and 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 are fair, balanced and understandable and provide the
information necessary for shareholders to assess the performance,
business model and strategy of the Company.
For and on behalf of the
Board
David Fletcher
Chairman
20th March
2024
STATEMENT OF COMPREHENSIVE
INCOME
For
the year ended 31st December 2023
|
2023
|
2022
|
|
Revenue
|
Capital
|
Total
|
Revenue
|
Capital
|
Total
|
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
Gains/(losses) on investments and
derivatives held
|
|
|
|
|
|
|
at fair value through profit or
loss
|
-
|
12,726
|
12,726
|
-
|
(53,403)
|
(53,403)
|
Net foreign currency gains
|
-
|
6
|
6
|
-
|
285
|
285
|
Income from investments
|
19,816
|
-
|
19,816
|
22,346
|
-
|
22,346
|
Interest receivable and similar
income
|
694
|
-
|
694
|
339
|
-
|
339
|
Gross return/(loss)
|
20,510
|
12,732
|
33,242
|
22,685
|
(53,118)
|
(30,433)
|
Management fee
|
(693)
|
(1,286)
|
(1,979)
|
(778)
|
(1,444)
|
(2,222)
|
Other administrative
expenses
|
(867)
|
-
|
(867)
|
(716)
|
-
|
(716)
|
Net
return/(loss) before finance costs and taxation
|
18,950
|
11,446
|
30,396
|
21,191
|
(54,562)
|
(33,371)
|
Finance costs
|
(757)
|
(1,406)
|
(2,163)
|
(658)
|
(1,222)
|
(1,880)
|
Net
return/(loss) before taxation
|
18,193
|
10,040
|
28,233
|
20,533
|
(55,784)
|
(35,251)
|
Taxation (charge)/credit
|
(17)
|
-
|
(17)
|
3
|
-
|
3
|
Net
return/(loss) after taxation
|
18,176
|
10,040
|
28,216
|
20,536
|
(55,784)
|
(35,248)
|
Return/(loss) per share
|
30.69p
|
16.95p
|
47.64p
|
34.27p
|
(93.10)p
|
(58.83)p
|
All revenue and capital items in the
above statement derive from continuing operations. No operations
were acquired or discontinued in the year.
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 return/(loss) for the year and also Total
Comprehensive Income/(Expense).
STATEMENT OF CHANGES IN
EQUITY
For
the year ended 31st December 2023
|
Called up
|
Share
|
Capital
|
|
|
Total
|
|
share
|
premium
|
redemption
|
Capital
|
Revenue
|
Shareholders'
|
|
capital
|
account
|
reserve
|
reserves1
|
reserve1
|
funds
|
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
At
31st December 2021
|
14,859
|
171,863
|
6,680
|
250,060
|
21,560
|
465,022
|
Issue of ordinary shares
|
178
|
5,004
|
-
|
-
|
-
|
5,182
|
Net (loss)/return
|
-
|
-
|
-
|
(55,784)
|
20,536
|
(35,248)
|
Dividends paid in the year
|
-
|
-
|
-
|
-
|
(19,156)
|
(19,156)
|
At
31st December 2022
|
15,037
|
176,867
|
6,680
|
194,276
|
22,940
|
415,800
|
Repurchase of shares into
Treasury
|
-
|
-
|
-
|
(15,728)
|
-
|
(15,728)
|
Net return
|
-
|
-
|
-
|
10,040
|
18,176
|
28,216
|
Dividend paid in the year
|
-
|
-
|
-
|
-
|
(20,491)
|
(20,491)
|
At
31st December 2023
|
15,037
|
176,867
|
6,680
|
188,588
|
20,625
|
407,797
|
1 These reserves form the distributable
reserves of the Company and may be used to fund distributions to
investors.
STATEMENT OF FINANCIAL
POSITION
At
31st December 2023
|
2023
|
2022
|
|
£'000
|
£'000
|
Non
current assets
|
|
|
Investments held at fair value
through profit or loss
|
439,131
|
445,552
|
Current assets
|
|
|
Debtors
|
1,105
|
1,098
|
Cash and cash equivalents
|
8,296
|
9,556
|
Cash held at broker
|
432
|
-
|
|
9,833
|
10,654
|
Current liabilities
|
|
|
Creditors: amounts falling due
within one year
|
(11,010)
|
(10,406)
|
Derivative financial
liabilities
|
(157)
|
-
|
Net
current (liabilities)/assets
|
(1,334)
|
248
|
Total assets less current liabilities
|
437,797
|
445,800
|
Non
current liabilities
|
|
|
Creditors: amounts falling due
after more than one year
|
(30,000)
|
(30,000)
|
Net
assets
|
407,797
|
415,800
|
Capital and reserves
|
|
|
Called up share capital
|
15,037
|
15,037
|
Share premium account
|
176,867
|
176,867
|
Capital redemption reserve
|
6,680
|
6,680
|
Capital reserves
|
188,588
|
194,276
|
Revenue reserve
|
20,625
|
22,940
|
Total shareholders' funds
|
407,797
|
415,800
|
Net
asset value per share
|
705.7p
|
691.3p
|
For the 2023 year end, the 'Fixed
Assets' sub-heading was changed to 'Non-Current Assets' to align to
the adapted format under FRS 102. This change did not result in any
measurement changes.
STATEMENT OF CASH FLOWS
For
the year ended 31st December 2023
|
2023
|
20221
|
|
£'000
|
£'000
|
Net return/(loss) before finance
costs and taxation
|
30,396
|
(33,371)
|
Adjustment for:
|
|
|
Net (gains)/losses on investments
held at fair value through profit or loss
|
(12,726)
|
53,403
|
Net foreign currency
gains
|
(6)
|
(285)
|
Dividend income
|
(19,816)
|
(22,346)
|
Interest income
|
(694)
|
(339)
|
Realised gains on foreign exchange
transactions
|
6
|
312
|
Increase in accrued income and other
debtors
|
(1)
|
(1)
|
Increase in accrued
expenses
|
211
|
18
|
Net
cash outflow from operations before dividends and
interest
|
(2,630)
|
(2,609)
|
Dividends received
|
19,804
|
22,677
|
Interest received
|
683
|
316
|
Overseas withholding tax
recovered
|
-
|
1
|
Net
cash inflow from operating activities
|
17,857
|
20,385
|
Purchases of investments
|
(109,200)
|
(226,611)
|
Sales of investments
|
129,024
|
280,403
|
Settlement of future
contracts
|
(520)
|
(504)
|
Transfer of margin cash (to)/from the
broker
|
(432)
|
4,969
|
Net
cash inflow from investing activities
|
18,872
|
58,257
|
Dividends paid
|
(20,491)
|
(19,156)
|
Issue of ordinary shares
|
-
|
5,182
|
Repurchase of shares into
Treasury
|
(15,484)
|
-
|
Repayment of bank loan
|
(20,000)
|
(100,000)
|
Drawdown of bank loan
|
20,000
|
40,000
|
Interest paid
|
(2,014)
|
(1,971)
|
Net
cash outflow from financing activities
|
(37,989)
|
(75,945)
|
(Decrease)/increase in cash and cash
equivalents
|
(1,260)
|
2,697
|
Cash and cash equivalents at start of
year
|
9,556
|
6,886
|
Exchange movements
|
-
|
(27)
|
Cash
and cash equivalents at end of year
|
8,296
|
9,556
|
Cash
and cash equivalents consist of:
|
|
|
Cash and short term
deposits
|
611
|
157
|
Cash held in JPMorgan Sterling
Liquidity Fund
|
7,685
|
9,399
|
Total
|
8,296
|
9,556
|
1 The presentation of the Statement of
Cash Flow, as permitted under FRS 102, has been changed so as to
present the reconciliation of 'net return/(loss) before finance
costs and taxation' to 'net cash inflow from operating activities'
on the face of the Statement of Cash Flow. Previously, this was
shown by way of note. Interest paid has also been reclassified to
financing activities, previously shown under operating activities,
as this relates to bank loan and private placement loan notes.
Other than changes in the presentation of certain cash flow items,
there is no change to the cash flows as presented in previous
periods.
Analysis of net debt
|
As at
|
|
Other
non-cash
|
As at
|
|
31st December
2022
|
Cash flows
|
charges
|
31st December
2023
|
|
£'000
|
£'000
|
£'000
|
£'000
|
Cash
and cash equivalents
|
|
|
|
|
Cash
|
157
|
454
|
-
|
611
|
Cash held in JPMorgan Sterling
Liquidity Fund
|
9,399
|
(1,714)
|
-
|
7,685
|
|
9,556
|
(1,260)
|
-
|
8,296
|
Borrowings
|
|
|
|
|
Debt due within one year
|
(10,000)
|
-
|
-
|
(10,000)
|
Debt
due after one year
|
|
|
|
|
£30m 3.22% Private Placement
loan
|
(30,000)
|
-
|
-
|
(30,000)
|
|
(40,000)
|
-
|
-
|
(40,000)
|
Net
Debt
|
(30,444)
|
(1,260)
|
-
|
(31,704)
|
NOTES TO THE FINANCIAL
STATEMENTS
For
the year ended 31st December 2023.
1. Accounting policies
The Company is a listed public
limited company incorporated in England and Wales. The registered
office is detailed in the full Annual Report.
(a) Basis of
accounting
The financial statements are
prepared under historical cost convention, modified to include
fixed asset investments and derivatives 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 July 2022.
All of the Company's operations are
of a continuing nature.
The financial statements have been
prepared on a going concern basis. In making their assessment, the
Directors have reviewed income and expense projections, the
liquidly of the investment portfolio and considered the impact of
stressed conditions on the portfolio liquidity and income. In
addition, the Directors have also considered the measures in place
with key service providers, including the Manager, to maintain
operational resilience. The disclosures on going concern in the
full Annual Report form part of these financial
statements.
The policies applied in these
financial statements are consistent with those applied in the
preceding year.
2. Dividends
(a) Dividends paid and
declared
|
2023
|
2022
|
|
£'000
|
£'000
|
Dividends paid
|
|
|
2022 fourth quarterly dividend of
10.5p (2021: 9.5p) paid in March 2023
|
6,308
|
5,665
|
First quarterly dividend of 8.0p
(2022: 7.5p) paid in June 2023
|
4,775
|
4,497
|
Second quarterly dividend of 8.0p
(2022: 7.5p) paid in September 2023
|
4,731
|
4,497
|
Third quarterly dividend of 8.0p
(2022: 7.5p) paid in December 2023
|
4,677
|
4,497
|
Total dividends paid in the year
|
20,491
|
19,156
|
All dividends paid and declared in
the financial year have been funded from the Revenue
Reserve.
The fourth quarterly dividend
proposed in respect of the year ended 31st December 2022 amounted
to £6,315,000. However, the amount paid amounted to £6,308,000 due
to shares redeemed after the balance sheet date but prior to the
record date.
The fourth quarterly dividend has
been declared and paid in respect of the year ended 31st December
2023. This dividend will be reflected in the financial statements
for the year ending 31st December 2024.
(b) Dividends for the purposes of Section
1158 of the Corporation Tax Act 2010 ('Section
1158')
The requirements of Section 1158 are
considered on the basis of dividends declared in respect of the
financial year, shown below.
The revenue available for
distribution by way of dividend for the year is £18,176,000 (2022:
£20,536,000). Brought forward revenue reserves amounting to
£22,940,000 (2022: £21,560,000) have been partially utilised in
order to finance the dividend in respect of the year.
|
2023
|
2022
|
|
£'000
|
£'000
|
First quarterly dividend of 8.0p
(2022: 7.5p) paid in June 2023
|
4,775
|
4,497
|
Second quarterly dividend of 8.0p
(2022: 7.5p) paid in September 2023
|
4,731
|
4,497
|
Third quarterly dividend of 8.0p
(2022: 7.5p) paid in December 2023
|
4,677
|
4,497
|
Fourth quarterly dividend of 10.5p
(2022: 10.5p) paid in March 2024
|
6,067
|
6,315
|
Total dividend declared in respect of the year of 34.5p (2022:
33.0p)
|
20,250
|
19,806
|
The revenue reserve after payment of
the fourth dividend will amount to £14,558,000 (2022:
£16,625,000).
3. Return/(loss) per share
|
2023
|
2022
|
|
£'000
|
£'000
|
Revenue return
|
18,176
|
20,536
|
Capital return/(loss)
|
10,040
|
(55,784)
|
Total return/(loss)
|
28,216
|
(35,248)
|
Weighted average number of shares in
issue during the year
|
59,232,911
|
59,917,311
|
Revenue return per share
|
30.69p
|
34.27p
|
Capital return/(loss) per
share
|
16.95p
|
(93.10)p
|
Total return/(loss) per share
|
47.64p
|
(58.83)p
|
4. Net asset value per share
The net asset value per Ordinary
share and the net asset value attributable to the Ordinary shares
at the year end follow. These were calculated using 57,785,140
(2022: 60,145,653) Ordinary shares in issue at the year end
(excluding Treasury shares).
|
2023
|
2022
Net asset value
attributable
|
|
Net asset value
attributable
|
|
£'000
|
pence
|
£'000
|
pence
|
Net
asset value - debt at par
|
407,797
|
705.7
|
415,800
|
691.3
|
Add: amortised cost of £30 million
3.22% private
|
|
|
|
|
placement loan March 2045
|
30,000
|
51.9
|
30,000
|
49.9
|
Less: fair value of £30 million 3.22%
private
|
|
|
|
|
placement loan March 2045
|
(23,608)
|
(40.8)
|
(23,466)
|
(39.0)
|
Net
asset value - debt at fair value
|
414,189
|
716.8
|
422,334
|
702.2
|
5.
Non-statutory accounts
The financial information set out
above does not constitute the Company's statutory accounts for the
year ended 31 December 2023 but is derived from those accounts.
Statutory accounts for the year ended 31 December 2023 will be
delivered to the Registrar of Companies in due course. The Auditors
have reported on those accounts; their report was (i) unqualified,
(ii) did not include a reference to any matters to which the
Auditors drew attention by way of emphasis without qualifying their
report and (iii) did not contain a statement under Section 498 (2)
or (3) of the Companies Act 2006. The text of the Auditors' report
can be found in the Company's full Annual Report and Accounts on
the Company's website at www.jpmclaverhouse.co.uk.
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.
JPMORGAN FUNDS
LIMITED
21st March 2024
For further
information, please contact:
Emma
Lamb
For and on behalf
of
JPMorgan Funds
Limited
0800 20 40
20
ENDS
A copy of the Annual Report will
shortly be submitted to the National Storage Mechanism and will be
available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
The Annual Report will shortly be
available on the Company's website at www.jpmclaverhouse.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