Unaudited Financial Statements For the six months ended 30 June Registered Number: Crown European Private Equity plc

Transcription

1 Unaudited Financial Statements For the six months ended 30 June 2014 Registered Number: Crown European Private Equity plc

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3 Table of contents Directors and other information 04 Background to the Company 05 Interim management report and responsibility statement 06 Investment Advisor s report 07 Unaudited statement of comprehensive income 11 Unaudited balance sheet 12 Unaudited statement of changes in net assets attributable to shareholders 13 Unaudited cash flow statement 14 Unaudited notes to the financial statements 15 Unaudited portfolio of investments 16 Table of contents Crown European Private Equity Semi-annual report

4 Directors and other information Board of Directors Urs Gaehwiler (Swiss) Paul Garvey (Irish) André Lagger (Swiss) Roberto Paganoni (Dutch) 1) Tycho Sneyers (Belgian) Desmond Tobin (Irish) Trustee and Custodian Credit Suisse International, Dublin Branch Kilmore House Park Lane Spencer Dock Dublin 1 Ireland Independent Director Konrad Baechinger (Swiss) Alternate Directors Frank Sheedy (Irish) Brian Goonan (Irish) Investment Advisor and Distributor LGT Capital Partners Limited Schuetzenstrasse Pfaeffikon Switzerland Main contacts: Tycho Sneyers Robert Schlachter Secretary and Registered Office LGT Fund Managers (Ireland) Limited Segrave House 19/20 Earlsfort Terrace Dublin 2 Ireland Main contact: Kathryn O Driscoll Independent Auditors PricewaterhouseCoopers Chartered Accountants and Statutory Audit Firm One Spencer Dock North Wall Quay Dublin 1 Ireland Investment Manager 2) LGT Capital Partners (Ireland) Limited Segrave House 19/20 Earlsfort Terrace Dublin 2 Ireland Legal Advisor and Listing Sponsor Maples and Calder Solicitors 75 St. Stephen s Green Dublin 2 Ireland Main contact: Brian Goonan Administrator LGT Fund Managers (Ireland) Limited Segrave House 19/20 Earlsfort Terrace Dublin 2 Ireland Irish Paying Agent LGT Bank (Ireland) Limited Segrave House 19/20 Earlsfort Terrace Dublin 2 Ireland Main contact: Paul Garvey NOTEs: 1) Effective 29 July 2014, Roberto Paganoni was replaced as a director by Robert Schlachter, a Swiss national. 2) LGT Capital Partners (Ireland) Limited was granted an Alternative Investment Fund Management ( AIFM ) licence on 9 July Crown European Private Equity Semi-annual report 2014 Directors and other information

5 Background to the Company The following information is derived from and should be read in conjunction with the full text and definitions section of Crown European Private Equity plc s ( CROWN EUROPEAN PRIVATE EQUITY, CEPE or the Company ) prospectus (the Prospectus ). Structure Fund size EUR million Date of incorporation 4 May 2005 Initial closing date 15 December 2005 Final closing date 15 December 2006 Vintage year 2005 Commitment period: Start date 15 December 2005 End date 15 December 2009 Investment period 1) up to 15 December 2017 Fund expiry date 15 December 2017 Extension periods up to three one-year extensions The Company is a closed-ended investment company with variable capital, incorporated on 4 May 2005 with limited liability under the laws of Ireland. The Company was authorized by the Central Bank of Ireland on 8 June 2005 pursuant to the provisions of Part XIII of the Companies Act, 1990 and had a final closing on 15 December Investment objective The objective of the Company is to provide shareholders with attractive long-term capital appreciation from a diversified portfolio of primary and secondary private equity partnership investments. The Company s portfolio shall comprise substantially of European buyout funds. The target is to invest between 50% and 70% of subscribed capital into middle market private equity partnerships and approximately 10% to 20% of subscribed capital into larger private equity partnerships. Finally, the portfolio may comprise up to 20% in venture fund investments and up to 20% in secondary private equity partnership investments. The Company shall not invest more than 15% of subscribed capital in any one underlying primary private equity partnership. The Company s investment in any one primary private equity partnership investment shall not equal to more than 20% of the target fund size of such primary private equity partnership. The Class A Shares, Class B Shares and Class O Shares of the Company were admitted to the Official List of the Irish Stock Exchange on 1 May The Prospectus was reissued on 6 May 2011 to include updated financial information in accordance with the Prospectus (Directive 2003/71/EC) Regulations A further supplement to the Prospectus was issued on 1 July 2011 in respect of the appointment of Credit Suisse International, Dublin Branch, as Custodian. NOTE: 1) At the Annual General Meeting on 29 May 2014, the investors voted in favor of a resolution to extend the investment period by three years to 15 December 2017 to coincide with the initial expiry date of CEPE. Background to the Company Crown European Private Equity Semi-annual report

6 Interim management report and responsibility statement This Interim Management Report and Responsibility Statement have been prepared in accordance with the Transparency (Directive 2004/109/EC) Regulations 2007 and the related Transparency Rules issued by the Central Bank of Ireland. For clarification purposes, this half-yearly financial report has not been audited or reviewed by auditors pursuant to the Auditing Practices Board guidance on Review of Interim Financial Information. Review of business The CROWN EUROPEAN PRIVATE EQUITY fund started committing on 15 December As of 30 June 2014, the Company has committed a total of EUR million to both primary investments and secondary transactions. An overview of the commitments made and investment performance to date is contained in the Investment Advisor s report on pages 7 to 9. A summary of the unaudited portfolio of investments is included on pages 16 and 17. During the six-month period to 30 June 2014, the Company s profits have increased by 34.3% up to EUR 20.0 million from EUR 14.9 million for the six-month period to 30 June Net assets of the Company have decreased to EUR million from EUR million compared to previous period ended 30 June The current-year gains are mainly focused across the 2006 to 2008 vintage investments. Ten investments represented 82.6% of the gains in 2014 while 88.4% of losses are concentrated among five investments. Distributions during the six months to 30 June 2014 were up 44.3% compared to the same period last year to EUR 61.5 million from EUR 42.6 million. The Company called EUR 9.7 million from investors during the period (or 1.6% of subscribed capital). There were no calls made during the same period last year. Principal risks and uncertainties The Company s performance is influenced by the broader economic environment and events such as an economic downturn could also adversely effect the Com pany s future performance for the six-month period to 31 December Responsibility statement The Directors are responsible for preparing the financial statements for the six months ended 30 June 2014 in accordance with the Transparency (Directive 2004/109/EC) Regulations 2007 and the related Transparency Rules issued by the Central Bank of Ireland, applicable Irish law, IAS 34, Interim Financial Reporting and International Financial Reporting Standards ( IFRS ) as adopted by the European Union. The Directors confirm that, to the best of their knowledge: > the Company s condensed set of financial statements for the half year ended 30 June 2014, which has been prepared in accordance with IFRS, gives a true and fair view of the assets, liabilities, financial position and profit or loss of the Company; > the Interim Management Report includes a fair review of the important events that have occurred during the first six months of the financial year, and their impact on the financial statements, and a description of the principal risks and uncertainties for the remaining six months of the current financial year; and > there are no changes in related parties transactions described in the last annual report that had a material effect on the financial position or performance of the Company in the first six months of the current financial year. Events since the period end On behalf of the Board No events or transactions have occurred since the period ended 30 June 2014 that could materially affect the Company s performance. Desmond Tobin Paul Garvey 22 August Crown European Private Equity Semi-annual report 2014 Interim management report and responsibility statement

7 Investment Advisor s report NAV SuMMARY CEPE s net asset value ( NAV ) as of 30 June 2014 amounts to EUR million, a decrease of EUR 31.8 million compared to the year ended 31 December PORTFOLIO STRUCTURE PORTFOLIO STRUCTURE AS OF 30 JUNE 2014 Investors Fund-of-funds Private equity partnerships Participations in companies CROWN EUROPEAN PRIVATE EQUITY 29 Investors 24 Primary investments 7 Secondary transactions (19 Partnerships) 588 1) Companies NOTE: 1) Based on the latest available financial statements from the underlying private equity partnerships, i.e. primarily 31 March Investment Advisor s report Crown European Private Equity Semi-annual report

8 PORTFOLIO REVIEW AT PARTNERSHIP LEVEl Commitments Fund Sizes (IN EUR MILLIONS) >2,000 19% <500 17% CEPE has committed EUR million (88.0% of total commitments) to 24 primary private equity partnerships and EUR 71.6 million (12.0% of total commitments) to seven secondary transactions comprising 19 private equity partnerships. The total commitments of EUR million amount to 97.9% of the investors total subscribed capital of EUR million ,000 64% Geography 2) Italy 5% UK 5% Commitments structure 1) France 8% Pan-European 41% Investment type Nordic region 13% Secondaries 12% German-speaking countries 13% Eastern Europe 15% Primaries 88% Stage Large buyout 20% Early stage venture 6% Late stage venture 5% Small buyout 6% Vintage years % % % % % % Middle market buyout 63% 1997: <0.5% 2001: <0.5% 2003: <0.5% % % NOTEs: 1) Based on CEPE s commitments in private equity partnerships. 2) Based on the stated geographical investment focus of the private equity partnerships. 08 Crown European Private Equity Semi-annual report 2014 Investment Advisor s report

9 PORTFOLIO REVIEW AT COMPANY LEVEL 1) INVESTMENT ACTIVITY CEPE has indirectly invested in 588 companies of which 377 are still active and 211 have been fully realized. On 15 December 2009, the commitment period for CEPE ended. CEPE does not have a specific geographical or industrial target allocation but seeks broad diversification across these two dimensions. LGT Capital Partners Limited Pfaeffikon, Switzerland Tycho Sneyers Diversification by geography 2) (FMV) 3) Other 14% UK 17% Robert Schlachter 22 August 2014 Romania 2% Netherlands 2% Israel 3% Switzerland 3% Denmark 3% France 16% Norway 4% Russia 4% Italy 5% Poland 5% Sweden 9% Germany 13% Diversification by Industry (FMV) 3) Real estate Cleantech Media 2% 1% 1% Telecom 2% Healthcare 3% Life sciences 4% Consumer products 9% Industrial products 30% IT 10% Industrial services 11% Consumer services 14% Financial 13% NOTEs: 1) Based on the latest available financial information from the underlying private equity partnerships, i.e. primarily 31 March ) Geography refers to the location of the company s head office. 3) Fair market value ( FMV ) refers to the valuations ascribed to the various portfolio companies of the underlying private equity partnerships. Investment Advisor s report Crown European Private Equity Semi-annual report

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11 Unaudited statement of comprehensive income for the period ended 30 June 2014 Amounts are reported in EUR For the six months ended 30 June 2014 (Unaudited) For the six months ended 30 June 2013 (Unaudited) Operating income Interest income 152,700 30,176 Dividend income 942, ,897 Gains/(losses) on foreign exchange, net 7,949 (7,636) Net gain on investments at fair value through profit or loss 28,536,581 17,772,675 Total net income 29,639,362 18,312,112 Operating expenses Investment management fee (1,045,421) (1,086,214) Performance fee (6,552,504) Administration fee (132,281) (137,168) Custodian and trustee fees (65,971) (68,580) Audit fee (19,451) (14,771) Partnership expenses (1,770,608) (2,022,919) Other operating expenses (49,313) (53,443) Total operating expenses (9,635,549) (3,383,095) Operating profit 20,003,813 14,929,017 Finance costs (1,996) (12,653) Profit before taxation 20,001,817 14,916,364 Withholding tax 5,522 (19,215) Profit for the period 20,007,339 14,897,149 TOTAL COMPREHENSIVE PROFIT FOR THE PERIOD 20,007,339 14,897,149 The accompanying notes are an integral part of the financial statements. All amounts arose solely from continuing operations. There are no gains and losses other than those dealt with in the statement of comprehensive income. On behalf of the Board Desmond Tobin Paul Garvey 22 August 2014 Unaudited statement of comprehensive income Crown European Private Equity Semi-annual report

12 Unaudited balance sheet AS OF 30 June 2014 Amounts are reported in EUR As of 30 June 2014 (Unaudited) As of 31 December 2013 (Audited) Assets Current assets Cash and cash equivalents 6,039,779 21,333,834 Accrued income and other receivables 98,523 1,519,279 Total current assets 6,138,302 22,853,113 Non-current assets Investments at fair value through profit or loss 430,191, ,718,379 Total non-current assets 430,191, ,718,379 Total assets 436,329, ,571,492 Capital and reserves attributable to shareholders Share capital 205,233, ,998,000 Retained earnings 223,418, ,411,396 Net assets attributable to shareholders 428,651, ,409,396 Current liabilities Accrued expenses and other payables 676, ,398 Total current liabilities 676, ,398 Non-current liabilities Accrued expenses and other payables 7,001, ,698 Total non-current liabilities 7,001, ,698 TOTAL LIABILITIES 436,329, ,571,492 The accompanying notes are an integral part of the financial statements. NET ASSET VALUE BY SHARE CLASS ( NAV ) 1) As of 30 June 2014 As of 31 December 2013 (Audited) Shares issued Total NAV (in EUR) Number of shares in issue NAV per share (in EUR) Total NAV (in EUR) Number of shares in issue NAV per share (in EUR) A 283,242,798 1,901, ,949,644 2,144, B 43,019, , ,715, , O 102,389, , ,744, , Total 428,651,735 2,772, ,409,396 3,121, On behalf of the Board Desmond Tobin Paul Garvey 22 August Crown European Private Equity Semi-annual report 2014 Unaudited balance sheet

13 Unaudited statement of changes in net assets attributable to shareholders For the period ended 30 June 2014 Amounts are reported in EUR Share capital Retained earnings Total At 1 January ,161, ,338, ,499,267 Total comprehensive profit for the period 14,897,149 14,897,149 Repurchase of own shares (42,630,000) (42,630,000) Net (decrease)/increase for the period (42,630,000) 14,897,149 (27,732,851) At 30 June 2013 (Unaudited) 279,531, ,235, ,766,416 At 1 January ,998, ,411, ,409,396 Total comprehensive profit for the period 20,007,339 20,007,339 Issue of shares 9,744,000 9,744,000 Repurchase of own shares (61,509,000) (61,509,000) Net (decrease)/increase for the period (51,765,000) 20,007,339 (31,757,661) At 30 June 2014 (Unaudited) 205,233, ,418, ,651,735 The accompanying notes are an integral part of the financial statements. Unaudited statement of changes in net assets attributable to shareholders Crown European Private Equity Semi-annual report

14 Unaudited cash flow statement For the period ended 30 June 2014 Amounts are reported in EUR For the six months ended 30 June 2014 (Unaudited) For the six months ended 30 June 2013 (Unaudited) Cash flows from/(used in) operating activities Purchase of investments (7,779,326) (7,050,540) Proceeds from return of capital in investments 25,953,846 16,210,652 Proceeds from realized gains on investments 20,310,845 34,971,580 Dividend income 942, ,897 Withholding tax 5,522 (19,215) Interest received 152,878 30,125 Operating expenses paid (3,120,905) (3,428,606) Net cash flows from operating activities 36,464,992 41,230,893 Cash flows from/(used in) financing activities Interest paid (1,996) (9,719) Proceeds from bank loans 1,500,000 4,000,000 Repayments of bank loans (1,500,000) Proceeds from issue of shares 100,000 Payments for repurchase of own shares (51,765,000) (42,630,000) Net cash flows used in financing activities (51,766,996) (38,539,719) Net (decrease)/increase in cash and cash equivalents (15,302,004) 2,691,174 Cash and cash equivalents at beginning of period 21,333,834 5,940,087 Exchange gains/(losses) on cash and cash equivalents 7,949 (7,636) CASH AND CASH EQUIVALENTS AT END OF PERIOD 6,039,779 8,623,625 The accompanying notes are an integral part of the financial statements. 14 Crown European Private Equity Semi-annual report 2014 Unaudited cash flow statement

15 Unaudited notes to the financial statements 1. Summary of accounting policies Basis of presentation The financial statements of the Company have been prepared in accordance with International Financial Reporting Standards ( IFRS ) as adopted by the EU, IAS 34, Interim Financial Reporting, and Irish statute comprising the Companies Acts, 1963 to Events since the period end As of 22 August 2014, the Company has contributed EUR 3.8 million to existing private equity partnership investments. 5. Approval of financial statements The Directors approved the financial statements on 22 August The principles of accounting applied in the interim financial statements as per 30 June 2014 correspond to those of the audited annual report for 2013, unless otherwise stated. 2. Investments at fair value through profit or loss As of 30 June 2014, the Company has subscribed interests in 43 private equity partnerships (mainly limited partnerships). The total committed capital amounted to EUR million of which EUR million was contributed to date. The details of the commitments are shown in the unaudited portfolio of investments on pages 16 and 17. The commitments to these private equity partnerships will be funded by contributions from the Company s investors. 3. Related party disclosures Parties are considered to be related if one party has the ability to control the other party or exercise considerable influence over the other party in making financial or operating decisions. In the opinion of the Board of Directors, the parties referred to in the schedule accompanying this note are related parties under IAS 24 Related Party Disclosures. Schedule of related party transactions Related party/ Relationship/ Agreement(s)/ Direct/indirect LGT Capital Partners (Ireland) Limited/ Common directorships/ Investment management agreement/ Direct LGT Fund Managers (Ireland) Limited/ Common directorships/ Administration agreement/ Direct LGT Bank (Ireland) Limited/ Common directorships/ Loan and paying agency agreement/ Direct Transaction type 30 June 2014 (EUR) 31 December 2013 (EUR) (Audited) Investment management fee 1,045,421 2,178,463 Investment management fee payable 526, ,434 Investment performance fee 6,552, ,698 Investment performance fee accrual 7,001, ,698 Administration fee 132, ,215 Administration fee payable 70,183 72,673 Finance costs interest charges 1,996 18,780 Other operating expenses commitment fees 15,083 Other operating expenses commitment fees payable 7,583 26,340 Unaudited notes to the financial statements Crown European Private Equity Semi-annual report

16 Unaudited portfolio of investments 1), 2), 3) FOR THE PERIOD ENDED 30 JUNE 2014 Partnership currency Capital commitments: partnership currency Capital commitments: EUR 30 June 2014 Fair value (EUR) 30 June 2014 Percentage of total net assets attributable to shareholders (%) 31 December 2013 Fair value (EUR) (Audited) 31 December 2013 Percentage of total net assets attributable to shareholders (%) (Audited) Primary investments Vintage year 2005 P1 EUR 15,000,000 15,000,000 6,233, ,555, Vintage year 2006 P2 EUR 25,000,000 25,000,000 22,909, ,774, P3 EUR 9,918,728 9,918,728 1,280, ,511, P4 GBP 12,375,000 15,453,610 9,807, ,467, P5 EUR 10,000,000 10,000,000 12,834, ,564, P6 EUR 40,000,000 40,000,000 20,784, ,930, P7 EUR 15,000,000 15,000,000 8,135, ,945, P8 EUR 30,000,000 30,000,000 22,841, ,795, P9 EUR 40,000,000 40,000,000 16,449, ,126, P10 USD 13,500,000 9,860,492 9,300, ,379, P11 EUR 35,000,000 35,000,000 28,750, ,719, Vintage year 2007 P12 EUR 40,000,000 40,000,000 40,207, ,013, P13 EUR 12,000,000 12,000,000 15,004, ,838, P14 USD 25,237,500 18,433,643 19,374, ,508, P15 EUR 12,500,000 12,500,000 6,441, ,266, P16 EUR 14,000,000 14,000,000 14,762, ,044, P17 EUR 30,000,000 30,000,000 13,922, ,872, P18 EUR 20,000,000 20,000,000 15,985, ,812, P19 EUR 25,000,000 25,000,000 22,513, ,858, P20 EUR 25,000,000 25,000,000 16,832, ,380, Vintage year 2008 P21 GBP 14,000,000 17,482,872 17,255, ,074, P22 EUR 15,000,000 15,000,000 11,376, ,574, P23 EUR 25,000,000 25,000,000 20,695, ,335, P24 EUR 25,000,000 25,000,000 19,273, ,851, Sub-total primary investments 524,649, ,973, ,200, Notes: 1) Investments have been assigned an alphanumeric code for reasons of confidentiality. 2) A complete statement of portfolio changes is available to shareholders from the registered office of the Company free of charge. 3) The notes to the accounts are an integral part of the financial statements. 16 Crown European Private Equity Semi-annual report 2014 Unaudited portfolio of investments

17 Unaudited portfolio of investments (continued) 1), 2), 3) FOR THE PERIOD ENDED 30 JUNE 2014 Partnership currency Capital commitments: partnership currency Capital commitments: EUR 30 June 2014 Fair value (EUR) 30 June 2014 Percentage of total net assets attributable to shareholders (%) 31 December 2013 Fair value (EUR) (Audited) 31 December 2013 Percentage of total net assets attributable to shareholders (%) (Audited) Secondary transactions Closing year 2006 Transaction No. 1 NA 4) EUR 19,880 19,880 S1-1 EUR 7,000,000 7,000,000 1,310, ,327, S1-2 EUR 8,964,044 8,964, , , S1-3 EUR 4,750,000 4,750,000 5,775, ,613, Transaction No. 2 S2-1 EUR 6,335,674 6,335, , , S2-2 EUR 11,951,381 11,951,381 1,230, ,232, Closing year 2007 Transaction No. 3 S3-1 EUR 3,265,000 3,265, , , Transaction No. 4 S4-1 GBP 5,772,687 7,208,797 1,819, ,151, S4-2 EUR 2,350,000 2,350,000 2,465, ,083, Transaction No. 5 S5-1 GBP 3,097,367 3,867,920 2,386, ,303, S5-2 GBP 1,025,725 1,280,901 79, , S5-3 GBP 82, ,989 Closing year 2009 Transaction No. 6 S6-1 EUR 2,219,161 2,219, , , S6-2 USD 3,220,775 2,352,476 7,259, ,922, S6-3 EUR 3,879,814 3,879,814 9,650, ,274, S6-4 EUR 669, , , ,230, Transaction No. 7 S7-1 EUR 591, , , , S7-2 EUR 958, ,742 13, , S7-3 EUR 931, ,265 14, , S7-4 EUR 2,856,826 2,856,826 1,870, ,613, Sub-total secondary transactions 71,555,819 37,217, ,517, Investments at fair value through profit or loss 596,205, ,191, ,718, Other net assets and liabilities (1,539,451) (0.4) 21,691, TOTAL NET ASSETS ATTRIBUTABLE TO SHAREHOLDERS 428,651, ,409, Notes: 1) Investments have been assigned an alphanumeric code for reasons of confidentiality. 2) A complete statement of portfolio changes is available to shareholders from the registered office of the Company free of charge. 3) The notes to the accounts are an integral part of the financial statements. 4) The partnership agreement was terminated on 31 December Unaudited portfolio of investments Crown European Private Equity Semi-annual report

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20 LGT Capital Partners Ltd. Schuetzenstrasse Pfaeffikon Switzerland Phone Fax lgt.cp@lgt.com