DJERRIWARRH INVESTMENTS LIMITED ABN

Transcription

1 DJERRIWARRH INVESTMENTS LIMITED ABN APPENDIX 4D STATEMENT FOR THE HALF-YEAR ENDING 31 DECEMBER 2008 CONTENTS Media Release Results for announcement to the market Appendix 4D Accounts Independent Auditors Review Report 1

2 INCOME UP IN VOLATILE MARKET 19 January 2009 MEDIA RELEASE - HALF YEAR RESULT TO 31 DECEMBER 2008 Volatile conditions in equities stemming from the dislocation in global credit markets provided a significant boost to Djerriwarrh s income. The writing of call options forms a significant part of Djerriwarrh s enhanced income activity. Option premiums during the period benefited from the high levels of volatility available on these call options. In addition, the general decline in share prices meant that very few option positions were bought back by the Company during the period. The Company s income also benefited from participating in the Santos share buy back in early October Net Operating Profit was up substantially by 55% to $37.0 million from $23.9 million last year. Djerriwarrh s interim dividend has been held at 10 cents per share. The present yield on the share price is just over 7% fully franked. We believe the enhanced income characteristic of Djerriwarrh together with its diversified portfolio should be an attractive proposition for many investors in these uncertain times. The Company s portfolio performance declined by 23% over the December half year compared to the 27% decline in the general market. This outperformance was brought about by the avoidance or removal from the portfolio of stocks, which Djerriwarrh perceived as having heightened investment risks and a move to improve the cash holding of the Company during the period. Purchases were predominately from participation in capital raisings by the Commonwealth Bank, Incitec Pivot, National Australia Bank, QBE Insurance and Westpac (including shares from its takeover of St George Bank). The Company sold its entire holdings in ConnectEast, CFS Retail Property, James Hardie Industries, Macquarie Airports, Suncorp Metway and Westfield Group. Other major sales arose because of takeovers, Queensland Gas by British Gas and St George Bank by Westpac. Djerriwarrh will look to continue to operate with relatively high levels of call option coverage whilst volatility remains high. It will also seek further opportunities to invest in companies with strong business franchises offering high fully franked dividend yields, acknowledging company dividends in general are likely to come under pressure as the economy moves through a period of subdued activity. Please direct any enquiries to: Bruce Teele Ross Barker Geoff Driver Chairman Managing Director General Manager (03) (03) (03)

3 DJERRIWARRH INVESTMENTS LIMITED TOP 20 INVESTMENTS - Ordinary shares - AS AT 31/12/2008 Valued at closing prices at 31 December 2008 Total Value $ million 1 * BHP BHP Billiton * WBC Westpac Banking Corporation * NAB National Australia Bank * TLS Telstra Corporation * CBA Commonwealth Bank of Australia * WPL Woodside Petroleum * ANZ Australia and New Zealand Banking Group * QBE QBE Insurance Group * OSH Oil Search * BXB Brambles * AMP AMP * WOW Woolworths * STO Santos * NWS News Corporation * TCL Transurban Group * WAN West Australian Newspapers Holdings * RIO Rio Tinto * ORG Origin Energy * AXA AXA Asia Pacific Holdings * AMC Amcor As % of Total Portfolio Value 82.2% (excludes Cash & Bank Bills) * Indicates that options were outstanding against part or all of the holding 3

4 RESULTS FOR ANNOUNCEMENT TO THE MARKET The reporting period is the half-year ended 31 December 2008 with the previous corresponding period being the half-year ended 31 December Results for announcement to the market Net Operating Profit before net gains on investments was $37.0 million, 55% up from the previous corresponding period. In the opinion of Directors, this is the better measure of the Company s performance in deriving on-going investment, trading and options income from the Company s portfolios. Profit for the half-year (including net realised capital gains) was $29.7 million, 47% down from the previous corresponding period due to the decrease in the number of securities sold from the investment portfolio and the loss incurred on those sales (realised losses in the investment portfolio were $15.1 million for the half-year, down from a gain of $29.5 million during the corresponding period, before tax). The amount of realised capital gains made by the Company can fluctuate greatly from period to period depending on the level of take-over activity that affects stocks in the Company s investment portfolio, and the sale of securities to meet call option obligations. Revenue from operating activities (excluding capital gains) was $29.3 million, 22.5% up from the previous corresponding period. The interim dividend of 10 cents per share fully franked, unchanged from the previous interim period, will be paid on 20 February 2009 to ordinary shareholders on the register on 6 February The final dividend for the 2008 financial year was 16 cents per share, fully franked, and it was paid to shareholders on 15 August The Company operates a Dividend Reinvestment Plan under which shareholders may elect to have all or part of their dividend payment reinvested in new ordinary shares. Shareholders should note that the Directors have determined that a discount should apply to the price of shares issued under the Dividend Reinvestment Plan for this interim dividend. Consequently, pricing of the new DRP shares will be based on a 5% discount to the average selling price of shares traded on the Australian Securities Exchange in the five days from the day the shares begin trading on an ex-dividend basis. The last day for the receipt of an election notice for participation in the plan is 6 February The record date for the payment of interest on 31 March 2009 on the 6.5% Unsecured Convertible Notes on issue will be 24 March Notice to convert the Notes to Ordinary Shareholders needs to be received by the Company by 15 March 2009 in accordance with the Conditions of Issue. Net tangible assets per share before any provision for deferred tax on the unrealised gains on the long-term investment portfolio as at 31 December 2008 were $3.16 (before allowing for the interim dividend), down from $5.16 (also before allowing for the interim dividend) at the end of the previous corresponding period. 4

5 DJERRIWARRH INVESTMENTS LIMITED ABN HALF-YEAR REPORT 31 DECEMBER

6 COMPANY PARTICULARS Djerriwarrh Investments Limited (DJW) ABN DJW is a Listed Investment Company. As such it is an investor in equities and similar securities on the stock market primarily in Australia. Directors: Company Secretary: Auditor: Bruce B. Teele, Chairman Ross E. Barker, Managing Director Peter C. Barnett Terrence A. Campbell AO Andrew F. Guy Graham J. Kraehe AO John Paterson Andrew J. B. Porter PricewaterhouseCoopers, Chartered Accountants Country of incorporation: Australia Registered office: Level Collins Street Melbourne, Victoria 3000 Contact Details: Share Registrar: Stock Exchange Code: Mail Address: Telephone: Facsimile: Internet address: GPO Box 2114, Melbourne, Victoria 3001 (03) (03) invest@djerri.com.au For enquiries regarding net asset backing (as advised each month to the Australian Securities Exchange): Telephone: (toll free) Computershare Investor Services Pty Limited Mail Address: Yarra Falls, 452 Johnston Street, Abbotsford, Victoria 3067 DJW Shareholder enquiry line: Facsimile: Internet: (from overseas) (03) web.queries@computershare.com.au For all enquiries relating to shareholdings, dividends (including participation in the Dividend Reinvestment Plan) and related matters, please contact the share registrar as above. DJW Ordinary shares DJWGA 6.5% Unsecured convertible Notes Trustee for Noteholders: Permanent Nominees (Aust) Limited Address: 35 Clarence Street Sydney, NSW 2000 Telephone: (02)

7 DIRECTORS' REPORT This report in relation to the half-year to 31 December 2008 is presented by the Directors of Djerriwarrh Investments Limited ( the Company ) in accordance with a resolution of Directors. Directors The following persons were directors of the Company during the half-year and up to the date of this report: B.B. Teele R.E. Barker P.C. Barnett T.A. Campbell AO A.F. Guy G.J. Kraehe AO J. Paterson Company operations and results Overview The Company offers its shareholders and noteholders a medium for generating income from a diversified portfolio of equity and similar securities, predominantly in entities listed on the Australian Securities Exchange. There have been no changes in the nature of the Company s activities during the period. Its major objective is to provide attractive returns to its shareholders through dividends and capital growth. A high proportion of profits are paid out as dividends, which to date, have all been fully franked. Performance Indicators and Outcomes Djerriwarrh s Net Operating profit after tax was $37.0 million up from $23.9 million or 55% over the corresponding period last year. This operating profit is made up primarily of dividends received from the investment portfolio, option income and revenue from the trading portfolio, and is reflective of the Company s investment activities. Under Australian equivalents to International Financial Reporting Standards ( AIFRS ), the reported profit after tax of the Company for the six months to 31 December 2008 was $29.7 million. This figure includes the after tax profit or loss on the sale of securities from the investment account and the marking to market of open option positions (i.e. the amount it would cost to buy back open option positions). It can therefore vary considerably between periods. The corresponding figure in the last year was $56.2 million. Realised losses on the disposal of investments as a result of exercise of call options and the sale of some investments in the investment portfolio were $15.1 million before tax. This figure last year was a gain of $29.5 million. The Board has declared a fully franked interim dividend of 10 cents per share. 7

8 8

9 9

10 INCOME STATEMENT FOR THE HALF-YEAR ENDED 31 DECEMBER 2008 Note Half-year Half-year $ 000 $ 000 Dividends and distributions 28,832 23,709 Revenue from deposits and bank bills Total revenue 29,271 23,887 Net gains on trading portfolio Income from options written portfolio 20,864 7,568 Income from operating activities before net gains on 3 investments 50,343 31,490 Finance costs (3,580) (4,625) Administration expenses (1,751) (1,473) Share of net profit from Associate Operating profit before income tax expense and net gains on investments 45,123 25,442 Income tax expense* (8,154) (1,579) Net operating profit before net gains on investments 36,969 23,863 Net gains/(losses) on Ordinary Securities sold from the (15,119) 29,524 investment portfolio Net gains on open options positions 9,128 8,090 Tax (expense)/credit on net gains on investments* (1,260) (5,259) (7,251) 32,355 Profit for the half-year 29,718 56,218 Cents Cents Basic earnings per share Diluted earnings per share Half-year Half-year $ 000 $ 000 * Total Tax Expense 9,414 6,838 This Income statement should be read in conjunction with the accompanying notes. 10

11 BALANCE SHEET AS AT 31 DECEMBER Dec 30 June Note $ 000 $ 000 Current assets Cash 44, Receivables 1,783 22,354 Trading portfolio 4 3,659 29,337 Interest-rate hedging contracts - 1,044 Total current assets 49,483 53,033 Non-current assets Investment portfolio 701, ,370 Shares in associate Deferred tax assets 3,989 8,505 Deferred tax asset - investment portfolio 7 4,689 - Total non-current assets 710, ,967 Total assets 759,701 1,021,000 Current liabilities Payables 1,974 2,610 Tax payable 4,702 8,909 Borrowings bank debt 60,000 78,000 Borrowings convertible notes 6 31,919 - Interest-rate hedging contracts Options written portfolio 5 6,069 25,760 Total current liabilities 105, ,279 Non-current liabilities Borrowings 6-32,587 Deferred tax liabilities - investment portfolio 7-63,842 Total non-current liabilities - 96,429 Total liabilities 105, ,708 Net Assets 654, ,292 Shareholders' equity Share Capital 8 584, ,243 Revaluation Reserve (95,562) 60,076 Realised Capital Gains Reserve 113, ,010 Interest-rate Hedging Reserve (574) 1,044 Retained Profits 52,412 34,919 Total shareholders' equity 654, ,292 This balance sheet should be read in conjunction with the accompanying notes. 11

12 STATEMENT OF CHANGES IN EQUITY FOR THE HALF-YEAR ENDED 31 DECEMBER 2008 Note Half-year 2008 $ 000 Half-year 2007 $ 000 Total equity at the beginning of the half-year 809, ,942 Dividends paid 9 (32,655) (32,238) Dividend Reinvestment Plan 4,623 4,772 Exercise of convertible notes 752 3,581 On-market share buy-backs (11) (10) Costs of issue - (1) Total transactions with share-holders (27,291) (23,896) Revaluation of investment portfolio (224,169) (39,685) Provision for tax on unrealised gains 68,531 3,562 Net unrealised losses on investment portfolio (155,638) (36,123) Profit for the half-year 29,718 56,218 Net movement in fair value for interest rate swaps (1,618) 231 Total recognised income (including unrealised gains) & expense for the half-year (127,538) 20,326 Total equity at the end of the half-year 654, ,372 This statement of changes in equity should be read in conjunction with the accompanying notes. 12

13 CASH FLOW STATEMENT FOR THE HALF-YEAR ENDED 31 DECEMBER 2008 Half-year Half-year $ 000 $ 000 INFLOWS/ INFLOWS/ (OUTFLOWS) (OUTFLOWS) Cash flows from operating activities Sales from trading portfolio 39,232 30,625 Purchases for trading portfolio (11,906) (9,619) Interest received Proceeds from entering into options in options written 16,077 29,495 portfolio Payment to close out options in options written (5,777) (18,511) portfolio Dividends and distributions received 28,849 30,443 66,550 62,611 Administration expenses (1,798) (1,430) Finance costs paid (3,597) (4,688) Taxes paid (9,034) (7,837) Net cash inflow/(outflow) from operating activities 52,121 48,656 Cash flows from investing activities Investment in Associate - (50) Sales from investment portfolio 102, ,563 Purchases for investment portfolio (65,254) (148,646) Net cash inflow/(outflow) from investing activities 37,667 (28,133) Cash flows from financing activities Proceeds from borrowings 144, ,400 Repayment of borrowings (162,300) (237,500) Payment for shares bought back (11) (10) Dividends paid (28,034) (27,515) Net cash inflow/(outflow) from financing activities (46,045) (20,625) Net increase/(decrease) in cash held 43,743 (102) Cash at the beginning of the half-year Cash at the end of the half-year 44, This cash flow statement should be read in conjunction with the accompanying notes. 13

14 NOTES TO THE FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER Basis of preparation of half-year financial report This general purpose half-year financial report has been prepared in accordance with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Act This interim financial report does not include all the notes of the type normally included in an annual financial report. This report should be read in conjunction with the 2008 Annual Report and public announcements made by the Company during the half-year, in accordance with the continuous disclosure requirements of the Corporations Act The accounting policies adopted are consistent with those of the previous financial year and corresponding interim reporting period. In addition, it is noted that AASB Financial Instruments: Recognition and Measurement requires the Company to assess at each reporting date whether there is any objective evidence that an investment in the investment portfolio is impaired. The Company s portfolio is regularly reviewed on an ongoing basis throughout the year. Where an investment is considered to be impaired it is either sold from the portfolio or an impairment charge is recognised through the income statement in accordance with AASB 139. The Company has attempted to improve the transparency of its reporting by adopting plain English where possible. Key plain English phrases and their equivalent AASB terminology are as follows: Phrase Market Value AASB Terminology Fair Value for Actively Traded Securities 2. Financial reporting by segments The Company operates as a Listed Investment Company in Australia. It has no reportable business or geographic segments. 3. Income from operating activities Half-year 2008 $'000 Income from operating activities is comprised of the following: Half-year 2007 $'000 Dividends & distributions securities held in investment portfolio 28,614 22,575 securities held in trading portfolio 218 1,134 28,832 23,709 Interest income securities held in investment portfolio - - deposits and income from bank bills

15 Net gains/(losses) and write downs Half-year 2008 $'000 Half-year 2007 $'000 realised gains from trading portfolio sales 958 2,205 realised gains on options written portfolio 20,864 7,568 unrealised gains/(losses) in trading portfolio (750) (2,170) 21,072 7,603 Income from operating activities 50,343 31, Current assets trading portfolio The Company enters into option contracts in the trading portfolio for the purpose of enhancing returns, offsetting risk or providing opportunities to acquire or sell securities at advantageous prices. As at balance date there were call options outstanding which potentially required the Company, if they were exercised, to deliver securities to the value of $4.2 million (30 June 2008 : $14.9 million), and no put options outstanding (30 June 2008 : put options outstanding that may have required the Company to buy prior to the respective expiry dates, if they were exercised, certain securities at prices which in aggregate totalled: $1.7 million). 5. Current liabilities options written portfolio As at balance date the Company had sold put options which at the option of the purchaser may require the Company to buy prior to the respective expiry dates, if they were exercised, certain securities at prices which in aggregate totalled $4.3 million (30 June 2008: $10.5 million). As at balance date there were call options outstanding which potentially required the Company, if they were exercised, to deliver securities to the value of $219.9 million (30 June 2008: $310.0 million). The total income for the half-year of $20.9 million (2007 : $7.6 million) plus the unrealised gain on the open options position of $9.1 million (2007 : $8.1 million) was a pre-tax net gain of $30 million (2007: $15.7 million). 6. Non-current liabilities - borrowings The Company has on issue at balance date 8,205,683 convertible notes with a face value of $3.90. These notes pay interest semi-annually at a rate of 6.5% per annum and are convertible into one ordinary share per note at the option of the holder on 31 March or 30 September each year. These notes mature on 30 September 2009, and consequently are shown as a current liability, whereas in the corresponding period they were a non-current liability. 15

16 7. Deferred tax assets investment portfolio In accordance with AASB 112 Income Taxes, deferred tax assets have been recognised for Capital Gains Tax losses that are expected to be utilised on the realised and unrealised loss in the investment portfolio at current tax rates (30%) totalling $4.7 million (30 June 2008 : $63.8 million liability). As the Directors do not intend to dispose of the portfolio, this tax asset may not be crystallised at this amount. 8. Shareholders equity share capital Movements in Share Capital of the Company during the half-year were as follows: Date Details Notes Number of shares 000 Issue price $ Paid-up Capital $ /07/2008 Opening Balance 204, ,243 09/08/2008 Dividend Reinvestment Plan i 1, ,623 30/09/2008 Note conversions ii Various Buy-backs iii (3) (11) 31/12/2008 Balance 205, ,607 i ii The Company has a Dividend Reinvestment Plan under which shareholders elected to have all or part of their dividend payment reinvested in new ordinary shares. Pricing of the new DRP shares was based on the average selling price of shares traded on the Australian Stock Exchange in the five days from the day the shares begin trading on an ex-dividend basis. The Company issued shares at 30 September 2008 as a result of the conversion of convertible notes (see Note 6). iii The Company introduced an on-market Buy-Back Programme in December During half-year ended 31 December 2008 the Company had bought back 3,000 shares at an average price of $3.74. During the corresponding period in 2007, 2,000 shares were bought back at an average price of $ Dividends Half-year 2008 $ 000 Half-year 2007 $ 000 Dividends paid during the period 32,655 32,238 Dividends not recognised at period end Since the end of the half-year the Directors have declared an interim dividend of 10 cents per share fully franked. The aggregate amount of the proposed interim dividend expected to be paid on 20 February 2009, but not recognised as a liability at the end of the half-year is 20,541 16

17 10. Earnings per Share Half-year 2008 Half-year 2007 Weighted average number of ordinary shares used as the denominator Basic earnings per share Number Number 205,034, ,674,534 $ 000 $ 000 Profit for half-year 29,718 56,218 Cents Cents Basic earnings per share Net operating profit per share $ 000 $ 000 Net operating profit 36,969 23,863 Cents Cents Net operating profit per share Diluted earnings per share Half-year Half-year 2008 Number 2007 Number Weighted average number of ordinary shares used as the 213,336, ,703,143 denominator $ 000 $ 000 Earnings used in calculating diluted earnings per share 30,455 57,018 Cents Cents Diluted Earnings per share Diluted net operating profit per share Earnings used in calculating diluted net operating profit per share $ 000 $ ,706 24,663 Cents Cents Diluted net operating profit per share Events subsequent to balance date Since 31 December 2008 to the date of this report there has been no event of which the Directors are aware which has had a material effect on the Company or its financial position. 17

18 12. Contingencies At balance date Directors are not aware of any material contingent liabilities or contingent assets other than those already disclosed elsewhere in the financial report. 13. Associated Entity The Company owns 25% of Australian Investment Company Services Ltd ( AICS ). AICS provides administration services to the Company and to other Listed Investment Companies in Australia. 18

19 19

20 20

21 21