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Annual Financial Report

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RNS Number : 7238H  BMO Private Equity Trust PLC  08 April 2022

 To: Stock Exchange  For immediate release:
                     8 April 2022

 

BMO Private Equity Trust PLC

Annual Financial Report for the Year to 31 December 2021

 

Following the release on 25 March 2022 of the Company's preliminary results
announcement for the year ended 31 December 2021 (the "Preliminary
Announcement"), the Company announces that its annual report and financial
statements for the year ended 31 December 2021 (the "Annual Report and
Financial Statements") will be published today.

The information below, which is extracted in unedited full text from the
Annual Report and Financial Statements, is included in this announcement
solely for the purposes of compliance with Disclosure and Transparency Rule
6.3.5 and the requirements it imposes on issuers as to how to make public
annual financial reports. It should be read in conjunction with the
Preliminary Announcement. Together these constitute the material required by
DTR 6.3.5 to be communicated to the media in unedited full text through a
Regulatory Information Service. This material is not a substitute for reading
the full Annual Report and Financial Statements.

Portfolio Summary

 Portfolio Distribution                % of Total  % of Total

 As at 31 December 2021                2021        2020
 Buyout Funds - Pan European*          9.6         10.0
 Buyout Funds - UK                     19.4        18.3
 Buyout Funds - Continental Europe†    19.8        19.3
 Secondary Funds                       0.3         0.3
 Private Equity Funds - USA            4.0         3.3
 Private Equity Funds - Global         0.6         0.7
 Venture Capital Funds                 2.9         3.5
 Direct - Quoted                       0.1         -
 Direct - Investments/Co-investments   43.3        44.6
                                       100.0       100.0

* Europe including the UK.

† Europe excluding the UK

 

 

 Ten Largest Holdings          Total Valuation £'000   % of Total Portfolio

 As at 31 December 2021
 Inflexion Strategic Partners  19,674                  4.1
 Weird Fish                    15,829                  3.3
 Sigma                         14,835                  3.1
 August Equity Partners IV     12,901                  2.7
 TWMA                          12,349                  2.6
 Ashtead                       12,241                  2.4
 Coretrax                      11,760                  2.4
 Aliante Equity 3              10,733                  2.2
 Ambio Holdings                10,641                  2.2
 Volpi Capital                 10,214                  2.1
 131,177                                               27.1

 

 

 

Top ten holdings

 

Inflexion Strategic Partners

 

Investment type: Buyout funds - UK

Region: UK

Valuation basis: Percentage of fund value

 

In December 2019, the Company completed an investment into Inflexion Strategic
Partners (ISP). ISP is a limited partnership which holds interests in past and
future Inflexion funds, related entities, limited partnerships and
co-investments. The investment of £10m complements our existing diverse and
longstanding exposure to Inflexion's funds and gives us an even closer
alignment with arguably the leading mid-market private equity specialist in
the UK.

 

                                31
December                          31 December

 
2021
2020

 
£'000
£'000

Residual
cost
9,230
9,657

Value
19,674
13,326

 

Weird Fish

 

Investment type: Direct investment

Region: UK

Valuation basis: Percentage of co-investment value

 

The Company has committed £6.2m to an investment in Weird Fish, a UK premium
lifestyle clothing brand serving men, women and children, with a core focus on
the 'stable and affluent' 35-55 age demographic. The investment is led by
Total Capital Partners, a lower mid-market manager investing both debt and
equity.

 

 
31 December                          31 December

 
2021
2020

 
£'000
£'000

Residual
cost
5,151
5,151

Value
15,829
6,437

 

Sigma

 

Investment type: Direct Investment

Region: USA

Valuation basis: Percentage of co-investment value

 

The Company has committed $7.8m to an investment in Sigma, a leading
manufacturer of metal castings, precision machined components and
sub-assemblies for the US low voltage electrical product market. It is the
global leader by market share in electrical fittings, weatherproof boxes and
power transmission and distribution cut-outs and connectors. The investment is
led by Argand Partners, a US value investor focussed on the mid-market.

 

 
31 December                          31 December

 
2021
2020

 
£'000
£'000

Residual
cost
6,433
6,436

Value
14,835
13,427

 

 

 

August Equity Partners IV

 

Investment type: Buyout Fund

Region: UK

Valuation basis: Percentage of fund value

 

In April 2016, the Company committed £10m to August Equity Partners IV, the
fourth in the series of funds managed by August Equity Partners. The Company
has committed to all three previous August Equity funds. AEP IV targets
investments in four core sectors: healthcare, social care, educational
services and technology enabled services in the UK.

 

 
31 December                          31 December

 
2021
2020

 
£'000
£'000

Residual
cost
3,861
8,044

Value
 
12,901
9,193

 

 

TWMA

 

Investment type: Direct investment

Region: UK

Valuation basis: Percentage of co-investment value

 

The Company has committed £9.7m to TWMA, a drilling waste management
solutions provider. It has successfully pioneered and established a fully
comprehensive management solution for Offshore Services, Onshore Services,
Waste Handling & Transfer Services and Environmental Solutions. The
group's revenues are generated from treating and handling offshore oil and gas
drill cuttings and slops which must be removed efficiently and safely from the
drilling process, treated and disposed of.

 

 
31 December                          31 December

 
2021
2020

 
£'000
£'000

Residual
cost
9,329
8,238

Value
12,349
7,574

 

Ashtead

 

Investment type: Direct Investment

Region: Global

Valuation basis: Percentage of co-investment value

 

The Company has committed £7.7m to an investment in Ashtead Technology, a
global rental and service provider of advanced subsea tools and systems for
the global offshore energy industry. Ashtead Technology's solutions are
applicable across a broad range of markets, including the oil and gas and
renewable energy sectors, and are used in the inspection, maintenance and
repair of field assets. The investment is led by Buckthorn, an emerging UK
based private equity manager established to invest on a deal by deal basis.

 

 
31 December                          31 December

 
2021
2020

 
£'000
£'000

Residual
cost
3,688
7,777

Value
12,241
10,212

Coretrax

Investment type: Direct investment

Region: UK

Valuation basis: Percentage of co-investment value

 

The Company has committed £8.2m to an investment in Coretrax, a provider of
well integrity product and services crucial to the responsible and efficient
end of life well operations in the North Sea, Middle East (Saudi Arabia and
Abu Dhabi) and Malaysia. The investment is led by Buckthorn, an emerging UK
based private equity manager established to invest on a deal by deal basis.

 

 
31 December                          31 December

 
2021
2020

 
£'000
£'000

Residual
cost
7,713
7,607

Value
11,760
11,514

 

Aliante Equity 3

 

Investment type: Buyout fund - Continental Europe

Region: Italy

Valuation basis: Percentage of fund value

 

Aliante III is the third vehicle raised by Aliante, an independent Italian
private equity manager that focuses on lower mid-market investments
predominately in the Italian food and beverage sector. Aliante III was raised
in late 2011 and is unusually structured as an Italian corporate. In February
2015, the Company committed €4m.

 

 
31 December                          31 December

 
2021
2020

 
£'000
£'000

Residual
cost
2,642
3,237

Value
10,733
9,883

 

Ambio Holdings

 

Investment type: Direct investment

Region: USA

Valuation basis: Percentage of co-investment value

 

In October 2014, the Company invested $6 million in Ambio Holdings, a new
Delaware company established to hold 100% of the shares and assets of both
AmbioPharm and Ambio which were merged as part of a deal constructed by MVM, a
London/Boston based private equity manager which focuses on life science
investments in Europe and the US. Ambiopharm is a profitable pharmaceutical
contract manufacturing business, and Ambio is a drug development company
focused on high-value complex generic pharmaceuticals.

 

 
31 December                          31 December

 
2021
2020

 
£'000
£'000

Residual
cost
-
-

Value
10,641
9,672

 

Volpi Capital

 

Investment type: Buyout Fund

Region: Northern Europe

Valuation basis: Percentage of fund value

 

Volpi Capital is a Northern and Western European focused buyout firm focusing
on investments in the information and tech-enabled services space. It invests
in companies with enterprise values between €50 million and €200 million.
The Company committed €7m to this fund, which closed at €187m in April
2018.

 

 
31 December                          31 December

 
2021
2020

 
£'000
£'000

Residual
cost
5,507
5,394

Value
10,214
8,324

 

 

Portfolio Holdings

 Investment                               Geographic       Total       % of Total Portfolio

                                          Focus            Valuation

                                                           £'000
 Buyout Funds - Pan European
 Volpi Capital                            Northern Europe  10,214      2.1
 Apposite Healthcare II                   Europe           7,782       1.6
 Astorg VI                                Western Europe   6,163       1.3
 Stirling Square Capital II               Europe           5,570       1.1
 Apposite Healthcare III                  Europe           4,952       1.0
 Agilitas 2015 Fund                       Northern Europe  4,194       0.9
 ArchiMed II                              Western Europe   4,090       0.8
 Silverfleet European Dev Fund            Europe           2,923       0.6
 TDR II Annex Fund                        Western Europe   270         0.1
 TDR Capital II                           Western Europe   259         0.1
 ArchiMed MED III                         Global           2           -

 Total Buyout Funds - Pan European                         46,419      9.6
 Buyout Funds - UK
 Inflexion Strategic Partners             United Kingdom   19,674      4.1
 August Equity Partners IV                United Kingdom   12,901      2.7
 Inflexion Buyout Fund IV                 United Kingdom   5,401       1.1
 Inflexion Supplemental V                 United Kingdom   4,548       0.9
 Inflexion Buyout Fund V                  United Kingdom   4,420       0.9
 Primary Capital IV                       United Kingdom   4,114       0.9
 GCP Europe II                            United Kingdom   4,090       0.9
 Piper Private Equity VI                  United Kingdom   3,779       0.8
 Inflexion Enterprise Fund IV             United Kingdom   3,520       0.7
 Apiary Capital Partners I                United Kingdom   2,877       0.6
 Kester Capital II                        United Kingdom   2,821       0.6
 Inflexion 2010 Fund                      United Kingdom   2,804       0.6
 Inflexion Supplemental IV                United Kingdom   2,795       0.6
 Horizon Capital 2013                     United Kingdom   2,750       0.6
 RJD Private Equity Fund III              United Kingdom   2,628       0.5
 FPE Fund II                              United Kingdom   2,299       0.5
 Inflexion Partnership Capital I          United Kingdom   2,101       0.4
 August Equity Partners V                 United Kingdom   2,074       0.4
 Dunedin Buyout Fund II                   United Kingdom   2,064       0.4
 Inflexion Partnership Capital II         United Kingdom   2,057       0.4
 Inflexion 2012 Co-Invest Fund            United Kingdom   1,446       0.3
 Inflexion Enterprise Fund V              United Kingdom   1,383       0.3
 Piper Private Equity V                   United Kingdom   1,001       0.2
 August Equity Partners III               United Kingdom   5           -
 Total Buyout Funds - UK                                   93,552      19.4
 Buyout Funds - Continental Europe
 Aliante Equity 3                         Italy            10,733      2.2
 Bencis V                                 Benelux          8,507       1.8
 Verdane Edda                             Nordic           4,880       1.0
 Procuritas Capital IV                    Nordic           4,862       1.0
 Summa II                                 Nordic           4,587       0.9
 DBAG VII                                 DACH             4,524       0.9
 Vaaka Partners Buyout Fund III           Finland          4,505       0.9
 Corpfin Capital Fund IV                  Spain            4,359       0.9
 Capvis III CV                            DACH             4,138       0.9
 Italian Portfolio                        Italy            3,918       0.8
 Montefiore IV                            France           3,722       0.8
 Procuritas VI                            Nordic           3,569       0.7
 Chequers Capital XVII                    France           3,441       0.7
 ARX CEE IV                               Eastern Europe   3,238       0.7
 Procuritas Capital V                     Nordic           2,697       0.6
 Summa I                                  Nordic           2,637       0.5
 Chequers Capital XVI                     France           2,076       0.4
 DBAG Fund VI                             DACH             2,075       0.4
 NEM Imprese III                          Italy            2,066       0.4
 Capvis IV                                DACH             1,921       0.4
 Vaaka II                                 Finland          1,886       0.4
 Avallon MBO Fund II                      Poland           1,289       0.3
 Ciclad 5                                 France           1,286       0.3
 Portobello Fund III                      Spain            1,256       0.3
 Avallon MBO Fund III                     Poland           1,178       0.2
 Montefiore V                             France           989         0.2
 DBAG VIIB                                DACH             980         0.2
 DBAG VIII                                DACH             906         0.2
 Corpfin V                                Spain            891         0.2
 PineBridge New Europe II                 Eastern Europe   779         0.2
 Ciclad 4                                 France           744         0.2
 DBAG Fund V                              DACH             423         0.1
 DBAG VIIIB                               DACH             282         0.1
 Gilde Buyout Fund III                    Benelux          88          -
 N+1 Private Equity Fund II               Iberia           61          -
 Capvis III                               DACH             50          -
 Herkules Private Equity III              Nordic           6           -
 Total Buyout Funds - Continental Europe                   95,549      19.8

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 Investment                                 Geographic      Total       % of

                                            Focus           Valuation   Total

                                                            £'000       Portfolio
 Private Equity Funds - USA
 Blue Point Capital IV                      North America   7,434       1.5
 Graycliff III                              United States   3,381       0.7
 Blue Point Capital III                     North America   2,269       0.5
 Camden Partners IV                         United States   2,397       0.5
 Stellex Capital Partners                   North America   1,875       0.4
 Graycliff IV                               North America   1,337       0.3
 HealthpointCapital Partners III            United States   436         0.1
 Blue Point Capital II                      North America   249         -
 Total Private Equity Funds - USA                           19,378      4.0
 Private Equity Funds - Global
 PineBridge GEM II                          Global          1,561       0.3
 F&C Climate Opportunity Partners           Global          746         0.2
 AIF Capital Asia III                       Asia            367         0.1
 PineBridge Latin America II                South America   116         -
 Warburg Pincus IX                          Global          83          -
 Total Private Equity Funds - Global                        2,873       0.6
 Venture Capital Funds
 SEP V                                      United Kingdom  8,381       1.7
 MVM V                                      Global          2,434       0.5
 SEP IV                                     United Kingdom  1,533       0.3
 Pentech Fund II                            United Kingdom  867         0.2
 Life Sciences Partners III                 Western Europe  519         0.1
 SEP II                                     United Kingdom  369         0.1
 Environmental Technologies Fund            Europe          62          -
 Alta Berkeley VI                           Europe          59          -
 SEP III                                    United Kingdom  44          -
 Total Venture Capital Funds                                14,268      2.9
 Direct - Quoted
 Antero                                     Global          276         0.1
 Laredo Petroleum                           USA             24          -
 Total Direct - Quoted                                      300         0.1
 Secondary Funds
 The Aurora Fund                            Europe          1,308       0.3
 Total Secondary Funds                                      1,308       0.3
 Direct - Investments/Co-investments
 Weird Fish                                 United Kingdom  15,829      3.3
 Sigma                                      United States   14,835      3.1
 TWMA                                       United Kingdom  12,349      2.6
 Ashtead                                    United Kingdom  12,241      2.4
 Coretrax                                   United Kingdom  11,760      2.4
 Ambio Holdings                             United States   10,641      2.2
 San Siro                                   Italy           10,073      2.1
 STAXS                                      Netherlands     9,403       1.9
 Jollyes                                    United Kingdom  8,517       1.8
 AccuVein                                   United States   6,375       1.3
 Swanton                                    United Kingdom  6,254       1.3
 Avalon                                     United Kingdom  6,234       1.3
 1Med                                       Switzerland     5,885       1.2
 JT IoT                                     United Kingdom  5,750       1.2
 Amethyst Radiotherapy                      Europe          5,617       1.2
 ATEC (CETA)                                United Kingdom  5,102       1.1
 Omlet                                      United Kingdom  5,027       1.1
 Agilico (DMC Canotec)                      United Kingdom  4,919       1.0
 Cyberhawk                                  United Kingdom  4,827       1.0
 Contained Air Solutions                    United Kingdom  4,463       0.9
 Prollenium                                 North America   4,312       0.9
 RGI                                        Italy           4,149       0.9
 Orbis                                      United Kingdom  4,143       0.9
 Dotmatics                                  United Kingdom  4,121       0.8
 Rosa Mexicano                              United States   3,729       0.8
 Tier1 CRM                                  Canada          3,600       0.7
 Walkers Transport                          United Kingdom  3,529       0.7
 Collingwood Insurance Group                United Kingdom  3,241       0.7
 Habitus                                    Denmark         3,164       0.6
 Babington                                  United Kingdom  2,596       0.5
 Calucem                                    Croatia         2,547       0.5
 PathFactory                                Canada          2,045       0.4
 Vero Bioscience                            United States   1,276       0.3
 TDR Algeco/Scotsman                        Europe          406         0.1
 Stone Computers                            United Kingdom  282         0.1
 Pet Network                                Eastern Europe  159         -
 Total Direct - Investments/Co-investments                  209,400     43.3
 Total Portfolio                                            483,047     100.00

 

 

Principal Risks and Uncertainties and Risk Management

 

The principal risks and uncertainties faced by the Company are described below
and note 1 provides detailed explanations of the risks associated with the
Company's financial instruments:

 

Risk description: Economic, macro and political - External events such as
global financial/political instability including terrorism, war, climate
change, disease including pandemics, protectionism, inflation or deflation,
economic shocks or recessions, the availability of credit and movements in
interest rates could affect share prices and the valuation of investments.

Mitigation: Each regular meeting of the Board provides a forum to discuss with
the Managers the general economic environment and to consider any impact upon
the investment portfolio and objectives. The investment portfolio is
diversified across end markets and regions.

No change in overall risk in year

 

Risk description: Liquidity and capital structure - Failure by the Company to
meet its outstanding undrawn commitments could lead to financial loss for
shareholders. Failure to replace maturing borrowings or enter agreement for
new borrowings.

Mitigation: The Board receives a detailed analysis of outstanding commitments
at each meeting. A medium term cashflow projection is also provided.  The
Company has a borrowing facility which will not expire until 19 June 2024. At
31 December 2021 the facility was composed of a €25 million term loan and a
£95 million revolving credit facility.

No change in overall risk in year

 

Risk description: Regulatory - Failure by the Company to meet or adhere to
regulatory/ legislative standards. Loss of investment trust status. Regulatory
or taxation changes resulting in disincentives or market barriers limiting
demand for the Company's shares.

 

Mitigation: At each Board meeting the Company's legal counsel provides an
update on regulatory and legislative developments.  The Company employs BMO
Asset Management as Company Secretary.

No change in overall risk in year.

 

Risk description: Personnel issues  - Loss of key personnel from the BMO
Private Equity team.

Mitigation: Regular meetings between the Board and senior staff of the
Manager.  There is a six month notice period to the investment management
agreement.

No change in overall risk in year.

 

Risk description: Fraud and cyber risks - Theft of Company and customer assets
or data, including cyber risks.

Mitigation: The Depositary oversees custody of investments and cash in
accordance with the requirements of the AIFMD.  The Manager has extensive
internal controls in place. The Board receives a regular report on its
effectiveness. The Board also receives an annual internal controls report from
the Registrar, and the Depository.

No change in overall risk in year.

 

Risk description: Market- Poor investment selection and/or performance against
other assets classes and peer group. Increased share price discount diminishes
attractiveness of Company to investors. A premium could represent a lost
opportunity to issue shares.

Mitigation: At each meeting of the Board, the Directors monitor performance
against peer group and returns from the FTSE All Share Index.  Market
intelligence is maintained via the Company's broker, N+1 Singer and the
provision of shareholder analyses.

No change in overall risk in year.

 

Risk description: ESG - Failure to respond to increasing investor focus on
ESG. Stranded assets within the investment portfolio.

Mitigation:  The Manager has one of the longest established and largest
Responsible Investment teams in the City. The BMO Private Equity Team
undertake an annual survey of the ESG practices of underlying portfolio fund
managers.

No change in overall risk in year.

 

Risk description: Operational -  Failure of the Manager's accounting systems
or disruption to the Manager's or service providers' business or business
continuity failure could lead to an inability to provide accurate reporting
and monitoring leading to a loss of Shareholder confidence.

Mitigation- The Board receives annual internal controls reports from the
Manager, Registrar and the Depositary. The administration system employed by
the Manager is Efront. This is an industry wide investment and accounting
package used to record transactions. Legal agreements/ engagement letters in
place with the Manager and service providers.

 No change in overall risk in year.

 

 

Rolling five year viability assessment and statement

 

The 2018 UK Corporate Governance Code requires a Board to assess the future
prospects for the Company, and report on the assessment within the Annual
Report.

The Board considered that a number of characteristics of the Company's
business model and strategy were relevant to this assessment:

•      The Board looks to long-term performance rather than short term
opportunities.

•      The Company's investment objective, strategy and policy, which
are subject to regular Board monitoring, mean that the Company is invested in
a well-diversified portfolio of funds and direct investments and that the
level of borrowings is restricted.

•      The Company has a single class of Ordinary Shares.

•      The Company's business model and strategy is not time limited.

 

Also relevant were a number of aspects of the Company's operational
arrangements:

•      The Company has title to all assets held.

•      The Company's five-year borrowing facility is composed of a
€25 million term loan and a £95 million multi-currency revolving credit
facility. The interest rate payable is variable.

•      The Company aims to pay quarterly dividends with an annual yield
equivalent to not less than four per cent of the average of the published net
asset values per ordinary share for the previous four financial quarters, or
if higher in pence per share the highest quarterly dividend previously paid.
Dividends can be funded from the capital reserves of the Company.

•      Revenue and expenditure forecasts and projected cash
requirements are reviewed by the Directors at each Board Meeting.

 

Given the current volatility in stock markets and the economic disruption
arising from the COVID-19 pandemic, inflation concerns and the conflict in
Ukraine the Directors also considered detailed cashflow projections modelling
various scenarios on the future drawdowns to be paid and distributions to be
received by the Company. These projections were adjusted to consider various
plausible scenarios and took account of possible impacts upon the future NAV
of the Company and the ability of the Company to meet its loan covenants. The
Board concluded that there was a low probability that a covenant breach
related to capacity to meet cashflow requirements would occur. Furthermore the
Board has considered the remedies available if it appears that a covenant
breach is possible. Having considered the likelihood of the events which could
cause a covenant breach and the remedies available to the Company, the
Directors are of the view that the Company is well placed to manage such an
eventuality satisfactorily.

 

In addition, the Board carried out a robust assessment of the principal risks
which could threaten the Company's objective, strategy, future performance,
liquidity and solvency. These risks, mitigating actions in place to ensure the
Company's resilience and the processes for monitoring risks are set out on
page 28 and in Note 16 of the accounts. These principal risks were identified
as relevant to the viability assessment.

 

The Board took into account the forecasted cash requirements of the Company,
the long-term nature of the investments held, the existence of the borrowing
facility and the effects of any significant future falls in investment values
on the ability to repay and re-negotiate borrowings, maintain dividend
payments and retain investors.

 

These matters were assessed over a five year period to April 2027, and the
Board will continue to assess viability over five year rolling periods, taking
account of foreseeable severe but plausible scenarios. Note 16 to the
financial statements includes an analysis of the potential impact of movements
of interest rates and foreign exchange on net asset value. A rolling five year
period represents the horizon over which the Directors believe they can form a
reasonable expectation of the Company's prospects, balancing the Company's
financial flexibility and scope with the current uncertain outlook for
longer-term economic conditions affecting the Company and its Shareholders.

 

Based on their assessment, and in the context of the Company's business model,
strategy and operational arrangements set out above, the Board has a
reasonable expectation that the Company will be able to continue in operation
and meet its liabilities as they fall due over the five year period to April
2027. For this reason, the Board also considers it appropriate to continue
adopting the going concern basis in preparing the Report and Accounts.

 

 

Statement of Directors' Responsibilities

 

Directors' Responsibilities

 

The Directors are responsible for preparing the Annual Report and the
financial statements in accordance with UK adopted international accounting
standards and applicable law and regulations.

 

Company law requires the Directors to prepare financial statements for each
financial year. Under that law the Directors are required to prepare the
financial statements and have elected to prepare the Company financial
statements in accordance with UK adopted international accounting standards.
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 profit or loss for the Company for that
period.

 

In preparing these financial statements, the Directors are required to:

 

•      select suitable accounting policies and then apply them
consistently;

•      make judgements and accounting estimates that are reasonable and
prudent;

•      state whether they have been prepared in accordance with UK
adopted international accounting standards, subject to any material departures
disclosed and explained in the financial statements;

•      prepare the financial statements on the going concern basis
unless it is inappropriate to presume that the Company will continue in
business; and

•      prepare a Directors' report, a strategic report and Directors'
remuneration report which comply with the requirements of the Companies Act
2006.

 

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. The Directors are responsible for ensuring that the
Annual Report and accounts, taken as a whole, are fair, balanced, and
understandable and provides the information necessary for shareholders to
assess the Company's performance, business model and strategy.

 

 

Website publication

The Directors are responsible for ensuring the Annual Report and the financial
statements are made available on a website. Financial statements are published
on the Company's website in accordance with legislation in the United Kingdom
governing the preparation and dissemination of financial statements, which may
vary from legislation in other jurisdictions. The maintenance and integrity of
the Company's website is the responsibility of the Directors. The Directors'
responsibility also extends to the ongoing integrity of the financial
statements contained therein.

Directors' responsibilities pursuant to DTR4

•       The financial statements have been prepared in accordance with
the applicable set of accounting standards, give a true and fair view of the
assets, liabilities, financial position and profit and loss of the Company.

•      The Annual Report includes a fair review of the development and
performance of the business and the financial position of the Company,
together with a description of the principal risks and uncertainties that they
face.

 

 

On behalf of the Board

Mark Tennant

Chairman

 

 

Notes

 

1.             Financial instruments

The Company's financial instruments comprise equity investments, cash
balances, a bank loan and liquid resources including debtors and creditors. As
an investment trust, the Company holds a portfolio of financial assets in
pursuit of its investment objective. From time to time the Company may make
use of borrowings to fund outstanding commitments and achieve improved
performance in rising markets. The downside risk of borrowings may be reduced
by raising the level of cash balances held.

 

The Company's investing activities expose it to various types of risk that are
associated with the financial instruments and markets in which it invests. The
most important types of financial risk to which the Company is exposed are
market price risk, interest rate risk, liquidity and funding risk, credit risk
and foreign currency risk.

 

The nature and extent of the financial instruments outstanding at the balance
sheet date and the risk management policies employed by the Company are
discussed below.

 

Market price risk

The Company's strategy for the management of market price risk is driven by
the Company's investment policy. The management of market price risk is part
of the investment management process and is typical of private equity
investment. The portfolio is managed with an awareness of the effects of
adverse price movements through detailed continuing analysis, with an
objective of maximising overall returns to shareholders. Investments in
unquoted stocks, by their nature, involve a higher degree of risk than
investments in the listed market. Some of that risk can be, and is, mitigated
by diversifying the portfolio across geographies, business sectors and asset
classes, and by having a variety of underlying private equity managers. New
private equity managers are only chosen following a rigorous due diligence
process. The Company's overall market positions are monitored by the Board on
a quarterly basis.

 

Interest rate risk

Some of the Company's financial assets are interest bearing and, as a result,
the Company is subject to exposure to fair value interest rate risk due to
fluctuations in the prevailing levels of market interest rates.

 

When the Company retains cash balances the majority of the cash is held in
deposit accounts. The benchmark rate which determines the interest payments
received on cash balances is the bank base rate for the relevant currency.

 

Liquidity and funding risk

The Company's financial instruments include investments in unlisted equity
investments which are not traded in an organised public market and which
generally may be illiquid. As a result, the Company may not be able to
liquidate quickly some of its investments in these instruments at an amount
close to their fair value in order to meet its liquidity requirements,
including the need to meet outstanding undrawn commitments or to respond to
specific events such as a deterioration in the creditworthiness of any
particular issuer.

 

The Company's listed securities are considered to be readily realisable.

 

The Company's liquidity risk is managed on an ongoing basis by the Manager in
accordance with policies and procedures in place. The Company's overall
liquidity risks are currently monitored on a quarterly basis by the Board.

 

The Company maintains sufficient investments in cash and readily realisable
securities to pay accounts payable and accrued expenses.

 

Credit risk

Credit risk is the risk that a counterparty to a financial instrument will
fail to discharge an obligation or commitment that it has entered into with
the Company. The Manager has in place a monitoring procedure in respect of
counterparty risk which is reviewed on an ongoing basis. The carrying amounts
of financial assets best represents the maximum credit risk exposure at the
balance sheet date, hence no separate disclosure is required.

 

Credit risk arising on transactions with brokers relates to transactions
awaiting settlement. Risk relating to unsettled transactions is considered to
be small due to the short settlement period involved and the high credit
quality of the brokers used. The Manager monitors the quality of service
provided by the brokers used to further mitigate this risk.

 

All the listed assets of the Company (which are traded on a recognised
exchange) are held by JPMorgan Chase Bank, the Company's custodian. The
Company has an ongoing contract with the Custodian for the provision of
custody services. The contract was reviewed and updated in 2014. Details of
securities held in custody on behalf of the Company are received and
reconciled monthly. The Depositary has regulatory responsibilities relating to
segregation and safe keeping of the Company's financial assets, amongst other
duties, as set out in the Directors' Report. The Board has direct access to
the Depositary and receives regular reports from it.

 

To the extent that the Manager carries out management and administrative
duties (or causes similar duties to be carried out by third parties) on the
Company's behalf, the Company is exposed to counterparty risk. The Board
assesses this risk continuously through regular meetings with the management
of BMO (including the Fund Manager). In reaching its conclusions, the Board
also reviews BMO's annual Audit and Assurance Faculty Report.

 

The Company's cash balances are held by a number of counterparties. Bankruptcy
or insolvency of these counterparties may cause the Company's rights with
respect to the cash balances to be delayed or limited. The Manager monitors
the credit quality of the relevant counterparties and should the credit
quality or the financial position of these counterparties deteriorate
significantly the Manager would move the cash holdings to another bank.

 

Foreign currency risk

The Company invests in overseas securities and holds foreign currency cash
balances which give rise to currency risks. It is not the Company's policy to
hedge this risk on a continuing basis but it may do so from time to time. The
Company has a multi-currency revolving credit facility which allows it to be
drawndown in multiple currencies. There were no currency forwards open at the
year end.

2.             Copies of the Annual Report and Financial
Statements will be sent to shareholders and will be available at the Company's
registered office, Quartermile 4, 7a Nightingale Way, Edinburgh, EH3 9EG and
on its website www.bmoprivateequitytrust.com
(http://www.bmoprivateequitytrust.com)

For more information, please contact:

 Hamish Mair (Investment Manager)   0131 718 1000
 Scott McEllen (Company Secretary)  0131 718 1000
 hamish.mair@bmogam.com (mailto:hamish.mair@bmogam.com)   /
 scott.mcellen@bmogam.com (mailto:scott.mcellen@bmogam.com)

 

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rns@lseg.com (mailto:rns@lseg.com)
 or visit
www.rns.com (http://www.rns.com/)
.

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