TIDMJDT
RNS Number : 5594V
Jupiter Dividend & Growth Trust PLC
18 April 2016
Jupiter Dividend & Growth Trust plc (the 'Company')
Annual Financial Results for the year ended 31 December 2015
This announcement contains regulated information
Financial Highlights
Performance
As at As at
31.12.15 31.12.14 % change
Total assets less current
liabilities (GBP'000) 53,957 50,465 +6.9
FTSE All-Share Index (Capital)* 3,444.26 3,532.74 -2.5
FTSE All-Share Index (Total
Return)* 5,502.42 5,449.09 +1.0
Share Performance
As at As at
31.12.15 31.12.14 % change
Zero Dividend Preference
shares
Mid market price (p) 114.75 111.13 +3.3
Net Asset Value (p) 131.73 123.10 +7.0
Discount (%) (12.9) (9.7) -
Ordinary Income shares
Mid market price (p) 3.63 4.50 -19.3
Net Asset Value (p) 1.13 1.10 +2.7
Premium (%) 221.2 307.2 -
Total dividends declared
and paid during the year
(p) 0.83 0.72 +15.3
Total Return (NAV & dividends)
(p) 1.96 1.82 +7.7
Common shares
Mid market price (p) 120.50 111.25 +8.3
Net Asset Value (p) 134.45 124.48 +8.0
Discount (%) (10.4) (10.6) -
Total dividends declared
and paid during the year
(p) 2.32 2.00 +16.0
Total Return (NAV & dividends)
(p) 136.77 126.48 +8.1
Revenue Performance
Year to Year to
31.12.15 31.12.14 % change
Revenue after taxation due
to Ordinary Income shareholders
(GBP'000) 1,174 748 +57.0
Return per Ordinary Income
share (p) 1.28 0.82 +56.1
Return per Common share (p)
(shown within revenue finance
costs) 3.66 2.36 +55.1
* This document contains information based on the FTSE All-Share
Index. 'FTSE(R)' is a trade mark owned by the London Stock Exchange
Plc and is used by FTSE International Limited ('FTSE') under
licence. The FTSE All-Share Index is calculated by FTSE. FTSE does
not sponsor, endorse or promote the product referred to in this
document and is not in any way connected to it and does not accept
any liability in relation to its issue, operation and trading. All
copyright and database rights in the index values and constituent
list vest in FTSE.
Strategic Report
Chairman's Statement
Investment Performance
Your Company maintained an investment policy of focusing
primarily on companies in sectors that are benefitting from the UK
consumer economy and which have shown the capacity discipline
necessary to secure pricing power, grow profits and reward
shareholders. This approach helped it to beat its benchmark in
2015.
The total assets less current liabilities of your Company
increased by 6.9 per cent. during the year to 31 December 2015. By
comparison, the Company's benchmark index, the FTSE All-Share
Index, decreased by 2.5 per cent. (in capital terms) during the
same period.
The Net Asset Value of the Common shares increased by 8.0 per
cent. during the period under review from 124.48p to 134.45p
(including income and expenses), while the discount on the Common
shares narrowed slightly from 10.6 per cent. to 10.4 per cent.
The Net Asset Value of the Zero Dividend Preference shares
increased by 7.0 per cent. during the period under review from
123.10p to 131.73p*, while the discount on the Zero Dividend
Preference shares widened marginally from 9.7 per cent. to 12.9 per
cent.
Revenue & Dividends
The Company's revenues after tax for the year ended 31 December
2015 amounted to GBP1,174,000. Dividends totalling 0.83p (net) per
Ordinary Income Share and 2.32p (net) per Common Share were paid to
the shareholders during the year financial year.
On 19 January 2016, the Company declared a 4th interim dividend
of 0.25p (net) per Ordinary Income Share and 0.70p (net) per Common
Share for the year ended 31 December 2015, which was paid on 19
February 2016. Total dividends declared in respect of the financial
year ended 31 December 2015 amounted to 0.90p (net) per Ordinary
Income Share and 2.52p (net) per Common Share.
Annual General Meeting
The Company's Annual General Meeting ('AGM') will be held on
Tuesday, 14 June 2016 at 11:45 a.m. at the offices of Jupiter Asset
Management Limited, The Zig Zag Building, 70 Victoria Street,
London SW1E 6SQ. In addition to the formal business, the Investment
Adviser will provide a short presentation to shareholders on the
performance of the Company over the past year as well as an outlook
for the future. The Board would welcome your attendance at the AGM
as it provides shareholders with an opportunity to ask questions of
the Board and the Investment Adviser.
Outlook
Looking back at 2015, the big positive was the continued support
offered to financial assets by central banks, although their
ultra-low interest rate policies seem to have had little
discernible effect on economic growth, which remained sub par. The
big negative was China and any countries/ sectors supplying it with
raw materials.
Developed economies remain hampered by heavy debt burdens, a
lack of company investment and wage growth. The global economy
remains unbalanced, sovereign default risk in some emerging markets
is rising and growth prospects for 2016 appear unhealthily
dependent on the fortunes of the world's second largest economy.
Although the collapse in the oil price should be highly beneficial
to consumers and much of the corporate sector, it has continued to
fuel fears of deflation and push down government bond yields to
zero and beyond. But, for the moment, your fund manager remains
confident that prospects for the UK are set fair and should
continue to be so for the next 12-18 months. Your company's equity
positions are in companies which are well positioned for further
growth and which are believed have the potential to deliver
consistent performance and rising dividends.
Martin Boase
Chairman
18 April 2016
* The notional accrued entitlement of the Zero Dividend
Preference shares at 31 December 2015 was 131.73p
Investment Adviser's Review
Market Review
In the period under review the FTSE All-Share and the FTSE 350
indices gave a total return of 1.0 per cent. and 0.69 per cent.
respectively while the total assets of your Company rose 6.9 per
cent.
The UK economy grew by 2.2 per cent. in 2015, marking the
twelfth consecutive quarter of growth although the rate of
expansion moderated in 2015 compared to the 2.9 per cent. growth in
GDP seen in 2014. The CPI inflation rate (year on year) was 0.2 per
cent. a consequence of competition among supermarkets, falling
energy prices and the past appreciation of sterling. This provided
a supportive background for many of the companies held in the
portfolio although, as an investing style, 'value' has had a torrid
time in 2015.
Equity markets began the year positively on the back of the
commencement of quantitative easing (QE) by the European Central
Bank (ECB). At the start of the period under review the Bank of
England (BoE) remained optimistic about the outlook for growth. It
lifted the medium-term inflation outlook to reflect a better growth
outlook and shrinking 'slack' in the economy. Inflation fell to
zero in February and remained around that level for most of the
year as the effect of lower food and fuel prices worked its way
through the annual figures. The final Budget of the coalition
government was fiscally-neutral.
UK equities fell in the second quarter, led down (unusually) by
the healthcare sector. To the surprise of pollsters the UK general
election delivered a clear result in May. The pound strengthened
and the political risk overhanging certain shares began to unwind.
The BoE downgraded the UK's growth forecast but also said the
outlook for growth remained solid. Retail sales remained strong.
The third quarter of 2015 was a volatile one for most equity
markets as investors became increasingly concerned about slower
growth in China and the collateral damage likely to be incurred by
Asian economies and emerging markets. Prospects for the first rate
rise in over six and a half years were again pushed back in the
UK.
The final quarter of the year was volatile. Investor sentiment
was driven mainly by anticipation of a sizeable expansion of QE by
the ECB and a rate rise by the US Federal Reserve (Fed). Towards
the end of the review period, Saudi Arabia's pointed refusal to
underpin the oil price by limiting production among OPEC members
sent the oil price falling to an 11 year low. This created
widespread stresses in oil-producing nations, oil & gas giants
and many US shale oil companies who rely on oil sales to service
the high-yield bonds keeping them solvent.
Portfolio Review
(MORE TO FOLLOW) Dow Jones Newswires
April 18, 2016 12:14 ET (16:14 GMT)
In the period under review your Company enjoyed strong
contributions from housebuilders Crest Nicholson and Galliford Try
helped by a favourable mix of strong demand and limited supply.
Micro Focus International performed strongly following its
transformative acquisition of The Attachment Group which tripled
the size of the business. Management has an impressive track
record, is strongly aligned with shareholder interest and targets
total shareholder returns of 15 per cent. to 20 per cent. per
annum. Interim results from motor insurance underwriters esure
Group and Direct Line Insurance Group provided further confirmation
that motor rates were hardening. As with housebuilders, these
domestic businesses offered some insulation from the wider global
economy. These cyclical companies, along with airlines
International Consolidated Airlines Group and Ryanair Holdings,
have all demonstrated a capacity discipline that has enabled them
to achieve pricing power and in several cases reward shareholders
with special dividends.
Media holdings ITV and WPP benefited from a boost in advertising
spend while Imperial Tobacco Group performed strongly; it could
benefit from further sector consolidation. We remained
opportunistic and selective in the initial public offering arena
and took advantage of the listings of Autotrader, Sanne Group (fund
administrator) Ranger Direct Lending, Softcat (IT infrastructure
provider) and McCarthy & Stone (retirement homes). Your Company
was once again helped by its avoidance of mining companies where
several years of enthusiastic capacity-boosting capex had led to
falling commodity prices and stressed balance sheets as demand from
China waned.
We trimmed back holdings in Cineworld Group, GKN, Imperial
Tobacco Group, Mondi, Prudential, Ryanair Holdings and Tullett
Prebon. We took profits in a number of positions and reduced
exposure to companies we thought were likely to be exposed to
slower growth rates in China and falling oil prices. With the UK
economy looking fairly well insulated compared to much of the rest
of the world, we increased our holdings in domestic consumer-facing
businesses such as N Brown Group, Conviviality Retail, Crest
Nicholson, Direct Line Insurance Group, esure Group and KCOM
Group.
Outlook
When the jet stream changes direction so does our weather.
Likewise, in financial markets changes in the Fed's monetary policy
create volatility alongside changes in asset prices and the return
on risk because the dollar is the world's primary reserve currency.
On 14 December 2015, the Fed increased interest rates from 0.25 per
cent. to 0.5 per cent. for the first time in seven years.
Nevertheless, the Fed is tightening policy at a time when global
growth is faltering on the back of a weaker China and this is
contributing to market volatility exacerbated by credit strains and
increased global uncertainties arising from low oil prices. It will
take time for supply and demand to reach equilibrium. Further
volatility may arise because central banks in the eurozone,
Switzerland, Denmark, Sweden and Japan have moved to negative
interest rates. Although these are supposed to stimulate lending,
spending and economic growth they also send a signal that some
central bankers are worried about the prospects for sustainable
growth and stable and positive inflation.
Set against this, markets seem to be underestimating the fact
that the world's most important resource, oil, has become really
cheap. For many developed economies such as the UK, this should be
regarded as a tax cut for consumers. While some of this may be
saved, some will also be spent. In this respect, to borrow from an
old Heineken advert, 'Saudi QE' refreshes the parts that other
central banks cannot reach. Markets currently appear too obsessed
with bank and credit problems to fully appreciate this.
Your Company is therefore focused predominantly on
domestically-focused equities as in our view the UK economy appears
likely to remain supported by high employment, lower oil and food
prices, and a modest amount of real wage growth. We do not see the
underlying momentum in the economy disappearing any time soon and
this being the case will continue with our theme of backing
domestically-focused companies which have demonstrated pricing
power and have the ability to pay attractive and rising
dividends.
Alastair Gunn
Fund Manager
Jupiter Asset Management Limited
Investment Adviser
18 April 2016
Investment Portfolio
Market
value Percentage
Company Sector GBP'000 of Portfolio
BT Group Telecommunications 2,358 4.4
Imperial Tobacco Group Consumer Goods 2,239 4.2
BP Oil & Gas 2,124 4.0
AstraZeneca Health Care 2,077 3.9
Crest Nicholson Consumer Goods 1,944 3.7
Vodafone Group Telecommunications 1,878 3.5
Aviva Financials 1,835 3.4
GlaxoSmithKline Health Care 1,785 3.4
Royal Dutch Shell
'B' Oil & Gas 1,697 3.2
WPP Consumer Services 1,641 3.1
HSBC Holdings Financials 1,610 3.0
Playtech Consumer Services 1,455 2.7
Galliford Try Consumer Goods 1,449 2.7
Cineworld Group Consumer Services 1,406 2.6
Barclays Financials 1,368 2.6
esure Group Financials 1,329 2.5
CRH Industrials 1,279 2.4
Legal & General Group Financials 1,272 2.4
ITV Consumer Services 1,245 2.3
Mondi Basic Materials 1,200 2.3
AbbVie Health Care 1,145 2.2
Conviviality Retail Consumer Services 1,108 2.1
Ryanair Holdings Consumer Services 1,102 2.1
Micro Focus International Technology 1,062 2.0
Lloyds Banking Group Financials 1,041 2.0
International Consolidated
Airlines Group Consumer Services 976 1.8
Royal Mail Industrials 959 1.8
British American Tobacco Consumer Goods 943 1.8
Next Consumer Services 910 1.7
Babcock International
Group Industrials 864 1.6
Greencore Group Consumer Goods 797 1.5
Prudential Financials 766 1.4
Verizon Communications Telecommunications 632 1.2
Direct Line Insurance
Group Financials 615 1.2
William Hill Consumer Services 593 1.1
N Brown Group Consumer Services 557 1.0
Keller Group Industrials 538 1.0
KCOM Group Telecommunications 518 1.0
Sage Group Technology 483 0.9
Royal Bank of Scotland
Group Financials 453 0.9
Centrica Utilities 436 0.8
ISG Industrials 434 0.8
Thomas Cook Group Consumer Services 424 0.8
Balfour Beatty Industrials 405 0.8
Halfords Group Consumer Services 335 0.6
Softcat Technology 312 0.6
GKN Consumer Goods 308 0.6
IMI Industrials 302 0.6
Melrose Industries Industrials 291 0.5
Tullett Prebon Financials 244 0.5
NAHL Group Consumer Services 220 0.4
McCarthy & Stone Consumer Goods 206 0.4
---------------------------- --------------------- -------- -------------
Total Investments 53,170 100.0
--------------------------------------------------- -------- -------------
Cross Holdings in other Investment Companies
It is the Company's stated policy that this exposure should not
be permitted to exceed 15 per cent. of total assets. As at 31
December 2015, none of the Company's assets were invested in listed
closed-ended investment funds.
(MORE TO FOLLOW) Dow Jones Newswires
April 18, 2016 12:14 ET (16:14 GMT)
Sector Analysis of Investments
Overseas UK
2014 2015 Percentage Percentage
% % Equities of Portfolio of Portfolio
10.1 7.2 Oil & Gas
8.9 7.2 Oil & Gas Producers 7.2
Oil Equipment, Services
1.2 - and Distribution -
2.1 2.3 Basic Materials
2.1 2.3 Forestry & Paper 2.3
12.1 9.5 Industrials
4.6 4.2 Construction Materials 2.4 1.8
2.9 1.1 Industrial Engineering 1.1
3.9 2.4 Support Services 2.4
0.7 1.8 Industrial Transportation 1.8
11.9 14.9 Consumer Goods
1.5 0.6 Automobiles & Parts 0.6
2.3 1.5 Food Producers 1.5 -
3.4 6.8 Household Goods 6.8
4.7 6.0 Tobacco 6.0
11.8 9.5 Health Care
11.8 9.5 Pharmaceuticals & Biotechnology 2.2 7.3
19.9 22.3 Consumer Services
0.7 2.1 Food & Drug Retailers 2.1
5.9 5.8 Media 5.8
2.4 3.3 General Retailers 3.3
10.9 11.1 Travel & Leisure 6.6 4.5
10.6 10.1 Telecommunications
3.9 3.5 Mobile Telecommunications 3.5
6.7 6.6 Fixed Line Telecommunications 1.2 5.4
1.1 0.8 Utilities
1.1 0.8 Gas, Water & Multiutilities 0.8
14.4 19.4 Financials
5.3 8.5 Banks 8.5
5.8 7.2 Life Insurance 7.2
3.3 3.7 Nonlife Insurance 3.7
4.5 0.5 Financial Services
4.5 0.5 General Financial 0.5
1.5 3.5 Technology
Software & Computer
1.5 3.5 Services 3.5
100.0 100.0 Total Equities 13.9 86.1
----- ----- ----------------------------------- ------------ ------------
Strategic Review
The Strategic Report has been prepared in accordance with the
Companies Act 2006 (Strategic Report and Directors' Report)
Regulations 2013.
The Strategic Report seeks to provide shareholders with the
relevant information to enable them to assess the performance of
the Directors of the Company during the period under review.
Business and Status
During the year the Company carried on business as an investment
trust with its principal activity being portfolio investment. The
Company has been approved by HM Revenue & Customs as an
investment trust subject to the Company continuing to meet the
eligibility conditions of sections 1158 and 1159 of the Corporation
Taxes Act 2010 and the ongoing requirements for approved companies
as detailed in Chapter 3 of Part 2 of the Investment Trust
(Approved Company) (Tax) Regulations 2011. In the opinion of the
Directors, the Company has conducted its affairs in the appropriate
manner to retain its status as an investment trust.
The Company is an investment company within the meaning of
section 833 of the Companies Act 2006.
The Company is not a close company within the meaning of the
provisions of the Corporation Tax Act 2010 and has no
employees.
The Company was incorporated in England & Wales on 28
September 1999 and started trading on 30 November 1999, immediately
following the Company's launch.
There has been no significant change in the activities of the
Company during the year to 31 December 2015 and the Directors
anticipate that the Company will continue to operate in the same
manner during the current financial year.
Planned life of the Company
The life of the Company was extended in January 2009 from 30
November 2010 to 30 November 2017. On 30 November 2017 the
directors are required to convene an Extraordinary General Meeting
and propose a resolution requiring the Company to be wound up
voluntarily unless the directors have previously been released from
the obligation by the Company's shareholders.
The limited life of the Company is designed to ensure that all
shareholders can realise the underlying Net Asset Value of their
shares (after liquidation costs), irrespective of their market
price on the winding-up date.
Investment Objective
The investment objective of the Company is to provide Ordinary
Income and Common shareholders with a high and rising income
together with the possibility of capital appreciation and to
provide Zero Dividend Preference and Common shareholders with a
predetermined level of capital growth.
Investment Policy
The investment policy of the Company is to invest mainly in a
portfolio of UK listed equities, UK equity-related securities (such
as convertible securities, preference shares, convertible unsecured
loan stock, warrants and other similar securities) and UK fixed
interest securities.
The Company may invest in unlisted securities (up to a maximum
of 5 per cent. of total assets) and derivatives but it is not the
Investment Adviser's present intention to do so (save, in respect
of derivatives for the purposes of efficient portfolio
management).
It is the Company's policy to invest no more than 15 per cent.
of its total assets in other listed closed-ended investment funds
or closed-ended investment funds as defined in section 15.6.8 of
the Listing Rules. As at 31 December 2015, none of the Company's
assets were invested in listed closed-ended investment funds.
Investment Strategy
The Investment Adviser is not currently limited in the asset
allocation between sectors, geographic regions or the types of
equities and equity-related securities in which the Company may
invest, but will consider each potential investment on its own
merits. The Investment Adviser will focus on the sectors that it
considers to be the most undervalued areas of the market from time
to time and the allocation of assets between different sectors will
be determined by the Investment Adviser in its absolute
discretion.
The Company concentrates on generating capital growth and income
rather than adhering closely to the Benchmark or any other indices.
It focuses on investing in companies where, in the opinion of the
Investment Adviser, valuations are low and growth in earnings or
assets is not fully appreciated. The Investment Adviser seeks to
identify companies within growth industries which enjoy certain key
characteristics, including an imaginative, proven and incentivised
management team and balance sheet strength. The portfolio also
concentrates on situations which can be easily analysed and
understood. The Investment Adviser intends to exercise caution with
respect to purchase prices and a strong sell discipline is
maintained where target valuations are exceeded.
The Board has not set an objective of a specific portfolio yield
for the Investment Adviser as the level of such yield is expected
to vary with the sectors and geographical regions to which the
Company's portfolio is exposed at any given time. However,
substantially all distributable revenues that are generated from
the Company's investment portfolio will be paid out in the form of
quarterly dividends.
Benchmark Index
The Company's benchmark index is the FTSE All-Share Index.
Gearing
Gearing is defined as the ratio of a company's total assets to
its net assets, expressed as a percentage. The effect of gearing is
that in rising markets a geared share class tends to benefit from
any out-performance of the relevant company's investment portfolio
above the cost of payment of the prior ranking entitlements of any
lenders and other creditors. Conversely, in falling markets the
value of the geared shares class suffers more if the Company's
investment portfolio under-performs the cost of those prior
entitlements.
The Company is geared by its Zero Dividend Preference and Common
shares. As at 31 December 2015, the gearing was 98.1 per cent. (31
December 2014: 98.0 per cent.).
Key Performance Indicators
At the quarterly board meetings the Directors consider a number
of performance indicators to help assess the Company's success in
achieving its objectives. The key performance indicators used to
measure the performance of the Company over time are as
follows:
-- Net Asset Value changes and the premium or discount of share
price to Net Asset Value over time;
-- Ordinary Income, Zero Dividend Preference and Common share price movement;
-- Zero Dividend Preference and Common share cover and Ordinary
Income and Common share yield and dividend rates; and
-- Peer group comparative performance.
A history of the Net Asset Value, Ordinary Income, Zero Dividend
Preference and Common share price and Benchmark Index are shown in
the monthly factsheets which can be viewed on the Company's section
of the Investment Adviser's website www.jupiteram.com/JDT and which
are available on request from the Company Secretary.
Capital Structure
Zero Dividend Preference Shares
(MORE TO FOLLOW) Dow Jones Newswires
April 18, 2016 12:14 ET (16:14 GMT)
The Zero Dividend Preference shares are designed to provide a
pre-determined capital entitlement of 150p on 30 November 2017
which ranks alongside the Common shares, behind the Company's
creditors (if any), but in priority to the capital entitlements of
the Ordinary Income shares. The Zero Dividend Preference shares are
not entitled to income and their entire return will take the form
of capital.
The Zero Dividend Preference shares entitle their holders to
vote at all general meetings of the Company. In addition, they
carry the right to vote as a class on certain proposals which would
be likely to materially affect their position.
Ordinary Income Shares
The Ordinary Income shares are designed to provide holders with
income and the possibility of capital growth alongside the Common
shares in the Ordinary Income Share Proportion*.
Ordinary Income shareholders are entitled to share alongside the
Common shares in the Company's surplus assets in the Ordinary
Income share proportion after satisfying the pre-determined
entitlements of the Zero Dividend Preference shares, the Common
shares and the Company's creditors (if any) on the planned
winding-up date of 30 November 2017. Any such surplus will be
shared with the holders of Common Shares in the Ordinary Income
Share Proportion*.
The Ordinary Income shares are geared by the Zero Dividend
Preference shares and Common shares both in terms of income, where
the Zero Dividend Preference shares have no entitlement and the
Common shares which have the entitlement in the Common Share
Proportion**, and capital, where the Zero Dividend Preference
shares and Common shares have a fixed entitlement.
The Ordinary Income shares entitle their holders to vote at all
general meetings of the Company. In addition, they carry the right
to vote as a class on certain proposals which would be likely to
materially affect their position.
Common Shares
The Common shares are designed to provide a pre-determined
capital entitlement of 150p on 30 November 2017, which ranks
alongside the Zero Dividend Preference shares, behind the Company's
creditors (if any), but in priority to the capital entitlements of
the Ordinary Income shares.
Common shares are also entitled to share in the Company's
surplus assets, after satisfying the pre-determined entitlements of
the Zero Dividend Preference shares and Common shares, (referred to
above) and the Company's creditors (if any) on the planned wind-up
date of 30 November 2017. Any such surplus will be shared alongside
the holders of Ordinary Income shares in the Common Share
Proportion**.
Common shareholders have the right to vote at general meetings
of the Company. In addition they carry the right to vote as a class
in certain circumstances. The Common shares are designed to provide
holders with income, alongside the Ordinary Income shares in the
Common Share Proportion**.
* Ordinary Income Share Proportion - the proportion of dividend
and capital distributions to which Ordinary Income shares are
entitled to share pari passu with the Common shares, calculated as
at 30 November 2010 as 80.41 per cent.
** Common Share Proportion - the proportion of dividends and
capital distributions to which the Common shares are entitled to
share pari passu with Ordinary Income shares, calculated as at 30
November 2010 as 19.59 per cent.
Dividend Policy
Dividends on the Ordinary Income Shares and the Common Shares
will be paid quarterly in arrears. From time to time, subject to
the requirements of the Corporation Tax Act 2010, the Directors may
retain income in the revenue reserve of the Company with a view to
producing a consistent level of dividends for Ordinary Income
Shareholders and Common Shareholders in subsequent accounting
periods.
Management
The Company has no employees and most of its day-to-day
responsibilities are delegated to Jupiter Asset Management Limited,
who act as the Company's Investment Adviser and Company
Secretary.
Viability Statement
In accordance with provision C.2.2 of the UK Corporate
Governance Code as issued by the Financial Reporting Council in
September 2014, the Board has assessed the prospects of the Company
for the period to 30 November 2017, being the date at which a
resolution will be put to shareholders at EGM for the Company to be
voluntarily wound up unless the directors have previously been
released from this obligation by the Company's shareholders. The
Board is of the opinion that this is an appropriate timeframe as it
will provide shareholders with assurances on the viability of the
Company until the end of its current planned life.
As part of its assessment, the Board has considered the
Company's business model including its investment objective and
investment policy as well as the principal risks and uncertainties
that may affect the Company as detailed below.
The Board has noted that:
-- The Company holds a highly liquid portfolio invested predominantly in UK listed equities; and
-- No significant increase to ongoing charges or operational
expenses is anticipated other than any associated costs which will
be incurred at the end of the current planned life of the
Company.
The Board has therefore concluded that there is a reasonable
expectation that the Company will be able to continue in operation
and meet its liabilities as they fall due over the period to 30
November 2017.
Risks and Uncertainties
The principal risk factors that may affect the Company and its
business can be divided into the following areas:
Investment Strategy and Share Price Movement - The Company is
exposed to the effect of variations in the price of its
investments. A fall in the value of its portfolio will have an
adverse effect on shareholders' funds. It is not the aim of the
Board to eliminate entirely the risk of capital loss, rather it is
its aim to seek capital growth. The Board reviews the Company's
investment strategy and the risk of adverse share price movements
at its quarterly board meetings taking into account the economic
climate, market conditions and other factors that may have an
effect on the sectors in which the Company invests.
Liquidity Risk - This risk can be viewed as the liquidity of the
securities in which the Company invests and the liquidity of the
Company's shares. The Company may invest in securities that have a
very limited market which will affect the ability of the Company's
Investment Adviser to dispose of securities when he no longer feels
they offer the potential for future returns. Likewise the Company's
shares may experience liquidity problems when shareholders are
unable to realise their investment in the Company because there is
a lack of demand for the Company's shares. At its quarterly
meetings the Board considers the current liquidity in the Company's
investments when setting restrictions on the Company's exposure.
The Board also reviews, on a quarterly basis, the Company's buy
back programme and in doing so is mindful of the liquidity in the
Company's shares.
Gearing Risk - The Company's gearing (which includes the
Company's Zero Dividend Preference and Common shares) can impact
the Company's performance by accelerating the decline in value of
the Company's Total Assets at a time when the Company's portfolio
is declining. Conversely gearing can have the effect of
accelerating the increase in the value of the Company's Total
Assets at a time when the Company's portfolio is rising. At its
quarterly meetings the Board is mindful of the outlook for equity
markets when reviewing the Company's gearing.
Discount to Net Asset Value - A discount in the price at which
the Company's shares trade to Net Asset Value would mean that
shareholders would be unable to realise the true underlying value
of their investment. The Directors have powers granted to them at
the last Annual General Meeting to purchase Geared Ordinary shares
and Zero Dividend Preference shares as a method of controlling the
discount to Net Asset Value and enhancing shareholder value.
Regulatory Risk - The Company operates in a complex regulatory
environment and faces a number of regulatory risks. A breach of
section 1158 of the Corporation Tax Act 2010 could result in the
Company being subject to capital gains on portfolio movements.
Breaches of other regulations, such as the UKLA Listing Rules,
could lead to a number of detrimental outcomes and reputational
damage. Breaches of controls by service providers such as the
Investment Adviser could also lead to reputational damage or loss.
The Board relies on the services of its Company Secretary, Jupiter
Asset Management Limited, and its professional advisers to ensure
compliance with, amongst other regulations, the Companies Act 2006,
the UKLA Listing Rules and the Alternative Investment Fund Managers
Directive.
Credit and Counterparty Risk - The failure of the counterparty
to a transaction to discharge its obligations under that
transaction could result in the Company suffering a loss.
Loss of Key Personnel - The day-to-day management of the Company
has been delegated to the Investment Adviser. Loss of the
Investment Adviser's key staff members could affect investment
return. The Board is aware that Jupiter Asset Management Limited
(JAM) recognises the importance of its employees to the success of
its business. Its remuneration policy is designed to be market
competitive in order to motivate and retain staff and succession
planning is regularly reviewed. The Board also believes that
suitable alternative experienced personnel could be employed to
manage the Company's portfolio in the event of an emergency.
Operational - Failure of the Investment Adviser's core
accounting systems, or a disastrous disruption to its business,
could lead to an inability to provide accurate reporting and
monitoring. The Investment Adviser is contractually obliged to
ensure that its conduct of business conforms to applicable laws and
regulations.
(MORE TO FOLLOW) Dow Jones Newswires
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Financial - inadequate financial controls could result in
misappropriation of assets, loss of income and debtor receipts and
inaccurate reporting of Net Asset Value per share. The Board
annually reviews the Investment Adviser's and the Administrator's
statements on its internal controls and procedures.
Directors
As at 31 December 2015, the Board comprises of four male
directors.
Employees, Environmental, Social and Human Rights issues
The Company has no employees as the Board has delegated the day
to day management and administration functions to JUTM, JAM and
other third parties. There are therefore no disclosures to be made
in respect of employees.
The Board has noted the Investment Adviser's policy on
Environmental, Social and Human Rights issues as detailed
below:
The Investment Adviser considers various factors when evaluating
potential investments. While an investee company's policy towards
the environmental and social responsibility, including with regard
to human rights, is considered as part of the overall assessment of
risk and suitability for the portfolio, the Investment Adviser does
not necessarily decide to, or not to, make an investment on
environmental and social grounds alone.
Global Greenhouse Gas Emissions
The Company has no greenhouse gas emissions to report from its
operations as the day to day management and administration
functions have been outsourced to third parties and it neither owns
physical assets, property nor has employees of its own. It
therefore does not have responsibility for any other emissions
producing sources under the Companies Act 2006 (Strategic Report on
Directors' Reports) Regulations 2013.
For and on behalf of the Board
Martin Boase
Chairman
18 April 2016
Statement of Directors' Responsibilities
The Directors are responsible for preparing the Annual Report
and Accounts in accordance with applicable law and regulation.
Company law requires the Directors to prepare financial
statements for each financial year. Under that law the Directors
have elected to prepare financial statements in accordance with
United Kingdom Generally Accepted Accounting Practice (United
Kingdom Accounting Standards and applicable laws) including
Financial Reporting Standard 102, the financial reporting standard
applicable in the UK and the Republic of Ireland.
Under Company law the Directors must not approve the financial
statements unless they are satisfied that they give a true and fair
view of the state of affairs of the Company and of the return of
the Company for that period. In preparing those financial
statements, the Directors are required to:
(a) select suitable accounting policies and then apply them
consistently;
(b) make judgements and accounting estimates that are reasonable
and prudent;
(c) state whether applicable UK Accounting Standards have been
followed, subject to any material departures disclosed and
explained in the financial statements; and
(d) 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 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 comply with the Companies Act 2006. They
are also responsible for safeguarding the assets of the Company and
hence for taking reasonable steps for the prevention and detection
of fraud and other irregularities.
Under applicable law and regulations, the Directors are also
responsible for preparing a Strategic Report, Directors' Report,
Directors' Remuneration Report and Statement of Corporate
Governance that comply with that law and those regulations.
The financial statements are published on www.jupiteram.com/JDT
which is a website maintained by Jupiter.
The Directors are responsible for the maintenance and integrity
of the corporate and financial information included on the
Company's website. The work carried out by the auditor does not
include consideration of the maintenance and integrity of the
website and accordingly the auditor accepts no responsibility for
any changes that have occurred to the financial statements when
they are presented on the website. Legislation in the UK governing
the preparation and dissemination of financial statements may
differ from legislation in other jurisdictions.
Each of the Directors, confirm to the best of their knowledge
that:
(a) the financial statements, prepared in accordance with the
applicable set of accounting standards, give a true and fair view
of the assets, liabilities, financial position and profit or loss
of the Company; and
(b) the Strategic Report and Report of the Directors include a
fair review of the development and performance of the Company,
together with a description of the principal risks and
uncertainties that the Company faces; and
(c) that in the opinion of the Board, the Annual Report &
Accounts taken as a whole, is fair, balanced and understandable and
it provides the information necessary to assess the Company's
performance, business model and strategy.
So far as each Director is aware at the time the report is
approved:
(a) There is no relevant audit information of which the
company's auditor is unaware; and
(b) The Directors have taken all the steps required of a company
director to make themselves aware of any relevant audit information
and to establish that the Company's auditor has been made aware of
that information.
By Order of the Board
Martin Boase
Chairman
18 April 2016
Income Statement
31 December 2015 31 December 2014
Revenue Capital Revenue Capital
Return Return Total Return Return Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Gains from investments
held at fair
value through
profit or loss - 3,077 3,077 - 1,049 1,049
Foreign exchange
gain - 3 3 - 23 23
Income 2,224 - 2,224 1,766 - 1,766
Gross return 2,224 3,080 5,304 1,766 1,072 2,838
Investment management
fee (397) - (397) (371) - (371)
Other expenses (322) (1) (323) (427) (10) (437)
Net return on
ordinary activities
before finance
costs and taxation 1,505 3,079 4,584 968 1,062 2,030
Finance costs (295) (3,466) (3,761) (190) (3,238) (3,428)
Net return on
ordinary activities
before taxation 1,210 (387) 823 778 (2,176) (1,398)
Tax on ordinary
activities (36) - (36) (30) - (30)
------------------------ -------- -------- -------- -------- -------- --------
Net return on
ordinary activities
after tax 1,174 (387) 787 748 (2,176) (1,428)
------------------------ -------- -------- -------- -------- -------- --------
Net return per
Ordinary Income
share 1.28p (0.42)p 0.86p 0.82p (2.37)p (1.55)p
------------------------ -------- -------- -------- -------- -------- --------
Net return per
Common share 3.66p 8.63p 12.29p 2.36p 8.06p 10.42p
------------------------ -------- -------- -------- -------- -------- --------
The total column of this statement is the profit and loss
account of the Company.
All revenue and capital items in the above statement derive from
continuing operations. No operations were acquired or discontinued
in the year.
Statement of Financial Position
2015 2014
GBP'000 GBP'000
Fixed Assets
Investments held at fair value
through profit or loss 53,170 48,914
Total portfolio 53,170 48,914
Current assets
Debtors 149 148
Cash at bank 1,138 1,757
1,287 1,905
Creditors: amounts falling
due within one year (500) (354)
Net current assets 787 1,551
Total assets less current liabilities 53,957 50,465
Creditors: amounts falling
due after more than one year
Zero Dividend Preference shares
and Common shares (52,918) (49,452)
--------------------------------------- --------- ---------
Total net assets 1,039 1,013
--------------------------------------- --------- ---------
Capital and reserves
Called up share capital 8,235 8,235
Share premium 21,864 21,864
Special reserve 62,062 62,062
Capital reserve* (91,959) (91,572)
Revenue reserve* 837 424
--------------------------------------- --------- ---------
Total shareholders' funds 1,039 1,013
--------------------------------------- --------- ---------
Net Asset Value per Ordinary
Income share 1.13p 1.10p
--------------------------------------- --------- ---------
* Under the Company's Articles of Association any dividends are
distributed only from the revenue reserve.
Approved by the Board of Directors and authorised for issue on
18 April 2016 and signed on its behalf by:
Martin Boase
Chairman
(MORE TO FOLLOW) Dow Jones Newswires
April 18, 2016 12:14 ET (16:14 GMT)
Company Registration Number 3852295
Statement of Changes in Equity
Share Share Special Capital Revenue
For the year ended Capital Premium Reserve Reserve Reserve Total
31 December 2015 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Balance at 1 January
2015 8,235 21,864 62,062 (91,572) 424 1,013
Net return for
the year - - - (387) 1,174 787
Equity dividends
paid and declared - - - - (761) (761)
---------------------- -------- -------- --------- --------- -------- --------
Balance at 31
December 2015 8,235 21,864 62,062 (91,959) 837 1,039
---------------------- -------- -------- --------- --------- -------- --------
Share Share Special Capital Revenue
For the year ended Capital Premium Reserve Reserve Reserve Total
31 December 2014 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Balance at 1 January
2014 8,235 21,864 62,062 (89,396) 336 3,101
Net return for
the year - - - (2,176) 748 (1,428)
Equity dividends
paid and declared - - - - (660) (660)
---------------------- -------- -------- -------- --------- -------- --------
Balance at 31
December 2014 8,235 21,864 62,062 (91,572) 424 1,013
---------------------- -------- -------- -------- --------- -------- --------
Statement of Cash Flow
2015 2014
GBP'000 GBP'000
Net cash outflow from
operations (716) (733)
Dividends received 2,215 1,816
Taxation (37) (26)
Net cash inflow from
operating activities 1,462 1,057
---------------------------- --------- ---------
Purchases of investments (15,215) (17,235)
Sale of investments 14,083 17,168
Other capital charges (1) -
Net cash outflow from
investing activities (1,133) (67)
Cash flows from financing
activities
Equity dividends paid (761) (660)
Finance costs on Common
shares (187) (161)
Net cash outflow from
financing activities (948) (821)
---------------------------- --------- ---------
(Decrease)/increase in
cash and cash equivalents (619) 169
---------------------------- --------- ---------
Cash and cash equivalents
at the start of the year 1,757 1,588
Cash and cash equivalents
at the end of the year 1,138 1,757
(619) 169
---------------------------- --------- ---------
Cash and cash equivalents
consist of:
---------------------------- --------- ---------
Cash at bank and in hand 1,138 1,757
1,138 1,757
---------------------------- --------- ---------
Notes to the Accounts
1. Accounting policies
(a) Basis of Preparation
The Financial Statements for the year ended 31 December 2015
have been prepared in accordance with UK Generally Accepted
Accounting Practice ('UK GAAP') including Financial Reporting
Standard 102, the financial reporting standard applicable in the UK
and Republic of Ireland and with the Statement of Recommended
Practice ('SORP') for Investment Trust Companies and Venture
Capital Trusts issued by the Association of Investment Companies
('AIC') in November 2014. The Company continues to adopt the going
concern basis in the preparation of the financial statements.
The financial statements have been prepared in accordance with
the Company's accounting policies as set out below. They are
presented in accordance with the Companies Act 2006 (the 'Act') and
the requirements of the Statement of Recommended Practice ('SORP')
'Financial Statements of Investment Trust Companies and Venture
Capital Trusts' issued in November 2014. The updated SORP reflects
the changes arising from the adoption of Financial Reporting
Standard ('FRS') 102 which the Company is required to comply with
for the first time for the year ended 31 December 2015. Aside from
the disclosure of fair value hierarchy information and
presentational aspects relating to the Statement of Cash Flows, no
significant changes have arisen from the adoption of the new
standards. Where changes have arisen, they are substantially in
relation to presentation, disclosure and non-quantifiable aspects -
there has been no impact to financial position or financial
performance and no comparative figures require restating.
The financial statements are presented in sterling (GBP).
Statement of Compliance
The financial statements of the Company have been prepared in
compliance with United Kingdom Accounting Standards, including
Financial Reporting Standard 102, "The Financial Reporting Standard
applicable in the United Kingdom and the Republic of Ireland" ("FRS
102") and the Companies Act 2006.
(b) Revenue
Dividends on investments are included in revenue when the
investment is quoted ex-dividend. UK dividends are shown net of tax
credits. Interest on deposits is accounted for on an accruals
basis. The fixed return on a debt security is recognised on a time
apportionment basis so as to reflect the effective yield on the
debt security. Where the Company has elected to receive its
dividends in the form of additional shares rather than in cash, the
amount of the cash dividend is recognised as income. Any excess in
the value of the shares received over the amount of the cash
dividend is recognised in capital reserves.
(c) Expenses
Expenses are accounted for on an accruals basis. Management
fees, administration and other expenses are charged fully to the
revenue column of the income statement. That part of any Investment
performance fee which is deemed by the Directors to relate to the
capital outperformance of the Company's investments will be charged
to capital and that part relating to revenue outperformance will be
charged to revenue. Expenses which are incidental to the purchase
or sale of an investment are charged to capital.
(d) Finance costs
Finance costs are accounted for on an accruals basis in
accordance with the effective interest rate. Common share revenue
return is charged in full to the revenue column of the Income
Statement.
In accordance with the provisions of FRS 102 'The Financial
Reporting Standard applicable in the UK and Republic of Ireland'
the Zero Dividend Preference shares and Common shares are
classified as liabilities in the accounts and held at amortised
cost and finance costs of Zero Dividend Preference shares and
Common shares are charged to the capital column of the Income
Statement.
(e) Taxation
Withholding tax deducted at source from income received is
treated as part of the taxation charge in the income account, in
instances where it cannot be recovered. Deferred tax is recognised
in respect of all timing differences that have originated but not
reversed at the date of the Statement of Financial Position where
transactions or events that result in an obligation to pay more, or
right to pay less, tax in the future have occurred at the date of
the Statement of Financial Position. This is subject to deferred
tax assets only being recognised if it is considered more likely
than not that there will be suitable profits from which the future
reversal of the underlying timing differences can be deducted.
Timing differences are differences between the Company's taxable
profits and its results as stated in the financial statements which
are capable of reversal in one or more subsequent periods.
(f) Foreign Currency
Assets and liabilities denominated in foreign currencies are
translated at the rates of exchange ruling at the date of the
Statement of Financial Position.
Foreign currency transactions are translated at the rates of
exchange applicable at the transaction date.
Foreign currency differences are dealt with in the capital
reserve.
(g) Investments
The Company has chosen to adopt Sections 11 and 12 of FRS 102 in
respect of financial instruments.
Investments are recognised and derecognised on the trade date
where a purchase and sale of an investment is under contract whose
terms require delivery of the investment within the timeframe
established by the market concerned, and are initially measured at
cost, being the consideration given.
All investments are classified as fair value through profit or
loss and subsequently measured at fair value. Changes in the fair
value of investments listed at fair value through profit or loss
and gains and losses on disposal are recognised in the income
statement as 'Gains on investments at fair value through profit or
loss'. The fair value of listed investments is based on their
quoted bid market price of the Statement of Financial Position date
without any deduction for estimated future selling costs.
Foreign exchange gains and losses on fair value through profit
and loss investments are included within the changes in the fair
value of the investment.
2. Significant accounting judgements, estimates and
assumptions
The preparation of the Company's Financial Statements on
occasion requires management to make judgements, estimates and
assumptions that affect the reported amounts in the primary
financial statements and the accompanying disclosures. These
assumptions and estimates could result in outcomes that require a
material adjustment to the carrying amount of assets or liabilities
affected in the current and future periods, depending on
circumstance.
Management have not made any accounting judgements to this set
of Financial Statements.
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3. Income
2015 2014
GBP'000 GBP'000
Income from investments
UK dividend income
(net) 1,777 1,481
Dividends from overseas
companies 447 280
------------------------- -------- --------
2,224 1,761
------------------------- -------- --------
Other income
Underwriting commission - 5
------------------------- -------- --------
Total income 2,224 1,766
------------------------- -------- --------
Total income comprises
Dividends 2,224 1,761
Other income - 5
------------------------- -------- --------
2,224 1,766
------------------------- -------- --------
Income from investments
Listed in the UK 1,777 1,481
Listed overseas 447 280
------------------------- -------- --------
2,224 1,761
------------------------- -------- --------
4. Return per share
2015 2014
Return per Ordinary Income share
Net revenue return applicable to
Ordinary Income shares (GBP'000) 1,174 748
Net capital loss (GBP'000) (387) (2,176)
----------------------------------------- ----------- -----------
Net total return/(loss) (GBP'000) 787 (1,428)
----------------------------------------- ----------- -----------
Number of Ordinary Income shares
in issue during the year 91,675,333 91,675,333
Net revenue return per Ordinary
Income share 1.28p 0.82p
Net capital loss per Ordinary Income
share (0.42)p (2.37)p
----------------------------------------- ----------- -----------
Net return/(loss) per Ordinary Income
share 0.86p (1.55)p
----------------------------------------- ----------- -----------
Return per Common share
Net revenue return applicable to
Common shares (GBP'000) 295 190
Capital growth entitlement (GBP'000) 695 649
----------------------------------------- ----------- -----------
Net total return (GBP'000) 990 839
----------------------------------------- ----------- -----------
Number of Common shares in issue
during the year 8,054,045 8,054,045
Net revenue return per Common share 3.66p 2.36p
Net capital return per Common share 8.63p 8.06p
----------------------------------------- ----------- -----------
Net total return per Common share 12.29p 10.42p
----------------------------------------- ----------- -----------
Return per Zero Dividend Preference
share
Capital growth entitlement (GBP'000) 2,771 2,589
Number of Zero Dividend Preference
shares in issue during the year 32,119,031 32,119,031
----------------------------------------- ----------- -----------
Net return per Zero Dividend Preference
share 8.63p 8.06p
----------------------------------------- ----------- -----------
5. Net Asset Value
The Net Asset Value per Ordinary Income and Common share as at
31 December 2015, calculated in accordance with the Articles of
Association, was as follows:
2015 2014
Net Net
Asset Value Asset Value
per share Net assets per share Net assets
attributable attributable attributable attributable
pence GBP'000 pence GBP'000
Ordinary Income
shares 1.13 1,039 1.10 1,013
----------------- ------------- ------------- ------------- -------------
2015 2014
Net Net
Asset Value Asset Value
per share Net assets per share Net assets
attributable attributable attributable attributable
pence GBP'000 pence GBP'000
----------------- ------------- ------------- ------------- -------------
Common shares 134.45 10,828 124.48 10,025
----------------- ------------- ------------- ------------- -------------
2015 2014
Net Net
Asset Value Asset Value
per share Net assets per share Net assets
attributable attributable attributable attributable
pence GBP'000 pence GBP'000
----------------- ------------- ------------- ------------- -------------
Zero Dividend
Preference
shares 131.73 42,309 123.10 39,538
----------------- ------------- ------------- ------------- -------------
6. Transactions with the Manager
With effect from 27 February 2015, Reef Hogg retired as a
director of Jupiter Investment Management Group Limited and Jupiter
Asset Management Limited ('JAM'), companies within the same group
as Jupiter Unit Trust Managers Limited ('JUTM'), the Alternative
Investment Fund Manager ('AIFM').
JUTM is contracted to provide investment management services to
the Company (subject to termination by not less than twelve months'
notice by either party) for an annual fee of 0.75 per cent. of
total assets less current liabilities payable quarterly in
arrears.
The Management fee paid to JUTM for the period 1 January 2015 to
31 December 2015 was GBP397,304. Management fees of GBP101,000 were
outstanding as at 31 December 2015 (2014: GBP95,000).
JUTM is also entitled to receive a performance fee of 15 per
cent. of the amount by which audited total assets less current
liabilities on the last day of each accounting period exceed the
higher of (a) 110 per cent. of the total assets less current
liabilities at the end of the immediately preceding accounting
period and (b) the total assets less current liabilities at the end
of the last accounting period for which a performance fee was paid
('the high water mark'). In the event of, inter alia, a reduction
of capital or bonus issue the calculation of the performance fee
shall be adjusted in such a manner as the Company's auditors shall
determine is appropriate to take account of such events. No
performance fee was payable for the year (2014: nil).
7. Contingent liabilities and capital commitments
There were no contingent liabilities or capital commitments as
at 31 December 2015 (2014: GBPnil).
8. Post Balance Sheet Event
On 12 April 2016, the Company declared a 1(st) interim dividend
of 0.45p (net) per Ordinary Income share and 1.26p (net) per Common
share for the year ending 31 December 2016. These dividends will be
paid on 20 May 2016 to those shareholders on the register as at 22
April 2016.
Availability of Annual Report
The Annual Report & Accounts will be posted to shareholders
shortly. Copies will also be available from the Company's
registered office, The Zig Zag Building, 70 Victoria Street, London
SW1E 6SQ. An electronic version of the Annual Report & Accounts
will also be available for download from the Company's section of
Jupiter Asset Management's website www.jupiteram.com/JDT.
For further information, please contact:
Richard Pavry
Head of Investment Trusts
Jupiter Asset Management Limited, Company Secretary
investmentcompanies@jupiteram.com
020 7314 4822
18 April 2016
This information is provided by RNS
The company news service from the London Stock Exchange
END
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