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RNS Number : 7459D Polar Capital Holdings PLC 01 July 2021
POLAR CAPITAL HOLDINGS plc
Group Audited Results for the year ended 31 March 2021
"Achieved strong growth in an extraordinary year" Gavin Rochussen, CEO
Highlights
• Assets under Management ('AuM') at 31 March 2021 up 71% to
£20.9bn (2020: £12.2bn).
• Average AuM for the year up 18% to £16.7bn (2020: £14.1bn) and
boosted by net inflows of £2.1bn and acquisitions of £1.7bn.
• Net inflows (unaudited) in the quarter to 25 June 2021 of £517m
and AuM (unaudited) at 25 June 2021 of £22.7bn.
• Pre-tax profit up 49% to £75.9m (2020: £50.8m)
• Core operating profit† up 24% to £51.5m (2020: £41.6m)
• Basic earnings per share of 67.2p (2020: 43.5p) and adjusted
diluted total earnings per share† up 53% to 62.2p (2020: 40.7p)
• Second interim dividend increased by 24% to 31.0p per share (2020:
25.0p) bringing the total dividend for the year to 40p per share (2020:
33.0p), a 21% increase.
• On 16 October 2020, the Group completed the acquisition of the
International Value and World Value equity team from the Los Angeles based
asset manager First Pacific Advisors, LP and a new joint venture, Phaeacian
Partners LLC has been established.
• On 26 February 2021, the Group completed the acquisition of 100%
of the issued share capital of Dalton Capital (Holdings) Limited, the parent
company of Dalton Strategic Partnership LLP, a UK based boutique asset
manager.
• New sustainable thematic team joining in September 2021. This
well-known and highly regarded team will be launching Polar Capital's first
Article 9 ESG funds.
† The non-GAAP alternative performance measures shown here are described and
reconciled to IFRS measures on the Alternative Performance Measures (APM)
page.
Gavin Rochussen, Chief Executive Officer, commented:
"The past year has been a challenging period for all, and I am exceptionally
proud of what Polar Capital has achieved. Driven by the ongoing support of our
clients and the hard work and resilience of my colleagues, AuM saw the highest
single year of growth, rising by 71% to £20.9bn, boosted by inflows of
£2.1bn and acquisitions of £1.7bn.
"The products we launched as part of our growth strategy have seen strong
demand, especially UK Value, now soft closed, and our sustainable Emerging
Markets franchise, which has seen a very strong acceleration in demand. We
have witnessed a rise in demand, internationally, for specialist thematic
funds, which is a core area of strength for us. Our acquisitions, in the form
of Dalton Strategic Partnership and the International Value team from First
Pacific Advisors in the US have not only added capacity and broadened our
product offering but strongly enhanced our international footprint through the
addition of a SICAV and a US 40 Act investment vehicle. We have also increased
our client base in Asia and added seven institutional mandates, including
through some significant global distributors.
"This has resulted in a strong year for our financial performance. It has also
been pleasing to see that we have performed well in a Broadridge survey of UK
fund buyers, where Polar Capital has been ranked 2(nd) for Brand Preference,
2(nd) for Product Quality and 4(th) for Account Management, outperforming many
of our established and larger peers.
"Looking ahead, we have recently announced the addition of a new sustainable
thematic team who will be joining in September. This is a well-known, highly
regarded team with a very strong performance record in an area with relatively
few competitors. Demand for their products has been strong and we look forward
to launching Polar Capital's first Article 9 funds as we enhance our ESG
capabilities.
"The outlook is positive with our diversified range of fund strategies,
enhanced digital marketing footprint and broader distribution reach. We are
confident that we can continue to deliver compelling returns for clients,
growth in AuM and resultant increased total shareholder returns. "
For further information please contact:
Polar Capital +44 (0)20 7227 2700
Gavin Rochussen (Chief Executive Officer)
John Mansell (Executive Director)
Samir Ayub (Finance Director)
Numis Securities Limited - Nomad and Joint Broker +44 (0)20 7260 1000
Charles Farquhar
Stephen Westgate
Kevin Cruickshank (QE)
Peel Hunt - Joint Broker +44 (0)20 7418 8893
Andrew Buchanan
Rishi Shah
Camarco +44 (0)20 3757 4984
Ed Gascoigne-Pees
Jennifer Renwick
Monique Perks
Assets Under Management (AuM)
AuM split by Type
31 March 2021 31 March 2020
£bn % £bn %
Long-only 19.9 95% Long-only 11.1 91%
Alternative 1.0 5% Alternative 1.1 9%
Total 20.9 Total 12.2
AuM split by Strategy
(Ordered according to launch date)
31 March 2021 31 March 2020
£bn % £bn %
Technology 10.2 49% Technology 5.3 43%
Japan Value 0.1 0.5% Japan Value 0.2 2%
European Long/Short 0.2 1% European Long/Short 0.2 2%
Healthcare 2.9 14% Healthcare 1.8 15%
Financials 0.3 1% Financials 0.3 2%
Insurance 1.7 8% Insurance 1.2 10%
Emerging Markets Income 0.1 0.5% Emerging Markets Income 0.1 1%
Convertibles 0.8 4% Convertibles 0.6 5%
North America 0.8 4% North America 1.0 8%
UK Absolute Return - - UK Absolute Return 0.3 2%
European Income 0.2 1% European Income 0.2 2%
UK Value 1.4 7% UK Value 0.9 7%
Emerging Markets and Asia 0.4 2% Emerging Markets and Asia 0.1 1%
Phaeacian 0.5 2% Phaeacian - -
European Opportunities 1.1 5% European Opportunities - -
Global Equity 0.1 0.5% Global Equity - -
European Absolute Return 0.1 0.5% European Absolute Return - -
Total 20.9 Total 12.2
Chairman's Statement
Introduction
This is my first report to the shareholders and wider community of Polar
Capital since being appointed to the Board on 9 April 2020, and subsequently
appointed as Chairman at the following Annual General Meeting in July. As we
all know, it has been an extraordinary year for individuals and for
businesses. So, I would like to begin my Chair's report by paying tribute to
Gavin and his Executive Team, and to all our fund managers and staff, for
their commitment and unstinting support over the past year while working
remotely. Everyone has performed exceptionally well during what has been the
most challenging period in my professional career. On behalf of myself and the
Board, thank you.
It is therefore, all the more pleasing to be able to report that, despite the
challenges of the pandemic and lockdowns, Polar Capital has had a very
successful year. This was achieved by the skills and experience of our fund
managers, supported by excellent client service and our resilient operating
platform.
The business, with its investment led culture, benefited from both excellent
fund performance and increased demand for funds that invest in the so-called
'COVID-19 winners' of the pandemic and remote working primarily our technology
and healthcare fund strategies. In the latter part of the year, the vaccine
induced rotation into value and cyclical stocks further benefited our value
style strategies.
Whilst most Board meetings since my appointment have been virtual, we were
able to hold some in person meetings in the few weeks in between lockdowns. As
the vaccine roll-out progresses and case numbers decline, I look forward to
more meetings taking place at our offices in Palace Street and to seeing our
shareholders, fund managers and staff in person as social restrictions are
lifted.
Strategy
In his statement last year, our outgoing Chairman, Tom Bartlam, commented that
'Polar is committed to investment excellence, and will continue to diversify,
with the addition of new teams and across new markets.' Despite all of the
challenges, I am pleased to be able to report that much progress has been made
in pursuit of this 'Growth with Diversification' strategy and during the
year, organic growth has been complemented with two new acquisitions.
At the end of last year, we announced that agreement had been reached to
acquire from the Los Angeles based asset manager, First Pacific Advisors LP,
its International Value and World Value equity team with portable track
records and assets under management.
The acquisition of Dalton Strategic Partnership LLP was completed in the first
quarter of 2021 bringing with it an excellent range of funds predominantly
investing in European equities supported by European investors. The
acquisition also strengthened our distribution capability.
Culture
Whilst companies often comment on the importance of culture, at Polar Capital,
it is fundamental to the success of our business. At its heart are our people
and a focus on fund performance. Whilst our investment teams are independent
and act with autonomy, we believe there is an alignment of interest between
investment managers delivering long term superior returns and the interests of
clients. This, together with high levels of customer service supported by a
strong ESG focus, underpins what we do at Polar Capital.
Last year saw us appoint a new head of sustainability for the Group and make
further significant progress with a number of new initiatives, including
embracing 'Sustainability' with an integrated approach within our fund
strategies and at corporate level. Shareholder engagement where our fund
managers engage with portfolio company management on ESG matters has also
continued to increase.
At the corporate level, we were pleased to provide support for local
communities and to a local school in London, where we were able to provide
laptops and hardware to enable pupils to continue attending lessons remotely
as schools remained closed.
We further developed our focus on environmental aspects by partnering with
'Heal', a rewilding initiative with the objective of improving biodiversity in
the English countryside. Diversity and inclusion have been another focus and
our activities here will, over time, improve diversity within Polar Capital as
well as within the financial services sector.
Results
Fund performance, market uplift, net inflows and acquisitions during the year
enabled average assets under management to increase by 18% and assets under
management at year-end to increase by 71% to £20.9bn from £12.2bn.
While core operating profit(†) increased by 24%, excellent fund performance
produced performance fees that enabled profit before tax to increase by 49%.
The basic EPS increased by 54% to 67.2p and adjusted diluted total EPS(†)
increased by 53% to 62.2p.
Dividend
As previously stated, our dividend policy means that, under normal
circumstances, we would expect to pay an annual dividend within a range of 55%
to 85% of adjusted total earnings. The outcome is dependent on the quantum of
performance fees earned in that year.
In line with our policy, the second interim dividend will be 31p (2020: 25p)
to be paid in July. Together with the first interim dividend of 9.0p paid in
January 2021, the total dividend for the year amounts to 40p.
Board Changes
It is with sadness that the Board and staff will be saying goodbye to one of
the founders as Brian Ashford-Russell retires from the Board at the AGM in
September. On behalf of the Board, shareholders, and staff we thank Brian for
his vision, knowledge and drive in setting up Polar Capital with Tim Woolley,
supported by John Mansell and Jamie Cayzer-Colvin. Without Brian and Tim there
would be no Polar Capital. His wisdom and challenge will be missed not only by
the Board, but also by staff for whom he set the highest of investment
standards.
Brian's vision for Polar Capital to be an investment led business, focused on
providing the best possible outcome for investors in our funds, remains at our
heart and resonates throughout all aspects of what we do and who we are.
The Board has commenced a search for a new non-executive director to further
strengthen the Board.
Annual General Meeting
We are planning to hold the Company's forthcoming Annual General Meeting
('AGM') as a physical meeting at 2.30pm on Wednesday 8 September 2021, at the
Company's registered office. As I explain in my letter accompanying the
separate Notice of AGM, we are looking forward to engaging with our
shareholders. However, while a physical meeting seems possible at today's
date, we cannot be certain that we will be able to hold such a meeting when we
reach September.
Hence, to provide for the contingency that some form of restriction will be
imposed on gatherings of people by the time we reach the date of the AGM, the
Board has decided that a contingency plan will be to hold a hybrid meeting.
Should it be necessary to impose restrictions on physical attendance we will
notify shareholders through the website and via an announcement to the London
Stock Exchange of the revised arrangements. Details of how we would implement
these changes are given in more detail in the letter accompanying the Notice
of AGM.
As there is a degree of uncertainty and to ensure that all shareholders can
exercise their votes, we will carry out the voting at the meeting by Poll so
that, whichever style of meeting takes place, shareholders will be able to
cast their votes. Shareholders are strongly encouraged to exercise their votes
by appointing the Chairman of the meeting as their proxy.
Shareholders are encouraged to submit any questions to our company secretary
before the meeting (by using Investorrelations@polarcapital.co.uk
(mailto:Investorrelations@polarcapital.co.uk) , and using the subject title
'PCH AGM') who will arrange for a response to be provided to the questions. A
copy of the results presentation will be posted to the Company website.
Outlook
The pandemic has, and will continue to have, far reaching consequences on the
global economy and markets. At some stage, we will likely begin to see the
eventual tapering of the unprecedented fiscal and monetary stimulus provided
by governments and central banks, albeit offset by the positive impact of the
vaccine roll-out and economies reopening.
However, it feels inevitable that the impact will be uneven across the various
regions and sectors of the economy, underlining the importance of continuing
to offer a well-diversified range of investment strategies.
Hence, whilst the longer-term economic impact is unknown and uncertainty
remains, the Board are confident that our strong balance sheet and range of
differentiated fund strategies leaves us well positioned for the future.
David Lamb
Chairman
30 June 2021
Chief Executive's Report
By way of introduction, the financial year to 31 March 2021 for Polar Capital
will always be remembered as the year that started and finished in lockdown
and where all staff worked remotely in a dispersed office environment. It is a
credit to the commitment and extreme hard work of all our people that we
delivered excellent performance for our clients and retained our high levels
of client service.
It was against this backdrop that Polar Capital delivered solid financial
performance with 21% management fee revenue growth, 18% increase in average
AuM, 24% increase in core operating profit(†), 54% increase in the basic EPS
and 53% increase in adjusted diluted total earnings per share(†).
Our priorities in the initial stages of the pandemic were the wellbeing of our
people, fund performance, client service for our clients and a continued
effort to deliver on our strategic objectives. The operating platform proved
resilient, and staff coped well through increased communication and
appropriate on-line training to ensure ongoing efficiency in the 'new'
dispersed working environment. I preface my 2021 Report with a sincere thank
you to all our people who have worked long and irregular hours to produce the
results covered in this report.
Investment performance has been affected by significant monetary and fiscal
stimulus by central banks and governments to support global economies and
steady the financial system. Markets recovered and, following the development
of vaccines in record time, continued to rise reaching all-time highs in 2021.
Our Technology funds, in particular, benefited from the so called COVID-19
winners and delivered strong performance across all three funds managed by the
team.
As at 28 May 2021, 93% of our UCITS funds AuM were in the top two quartiles
against the Lipper peer group over three years. 53% of AuM were in the first
quartile over this period. Over five years, as at 28 May 2021, 98% of AuM were
in the first two quartiles against the Lipper peer group and 71% of AuM were
in the first quartile.
Growth in assets under management and net inflows were a record for Polar
Capital this year with net inflows into the majority of our funds. AuM
increased by 71% from £12.2bn to £20.9bn. The increase in AuM of £8.7bn
comprised net inflows of £2.1bn, an increase of £1.7bn due to the
acquisitions of the Phaeacian and the Dalton teams, a reduction of £0.3bn due
to a fund closure, and £5.2bn from market and fund performance. While the
largest contributor to net inflows was the Technology Fund, it is pleasing to
note increasing flow momentum into our Emerging Market Stars Fund where
sustainability factors are at the core of the investment process. Performance
and net inflows were evident in our value style funds in the first quarter of
2021 following the positive vaccine test results and Brexit agreement.
Financial performance for the year was robust with a 18% increase in average
AuM, a 21% increase in management fee revenue and 24% increase in core
operating profit(†). The higher increase in core operating profit(†)
relative to the increase in revenue is a result of cost control and the
operating leverage our business model offers. Performance fee profit(†) of
£19.5m, while not a record for Polar Capital, is a 122% increase on the
£8.8m performance fee profits(†) in the prior year. Profit before tax
increased by 49%, 54% increase in basic EPS and adjusted diluted total
EPS(†) increased by 53% allowing us to increase the total dividend for the
year by 21% to 40.0p per share.
Strategic progress has continued and, in some areas, has accelerated as a
consequence of socialising restrictions and the dispersed working environment.
Digital marketing has been in the ascendancy over the past decade. Lockdown
has significantly accelerated that trend, with consumption of digital content
increasing in lieu of direct face-to-face contact. Polar Capital was in the
fortunate position of having invested in our brand, website and content
offering ahead of the pandemic. To highlight the success of our digital
investment, as well as improving engagement scores, for the first time, Polar
Capital was ranked 5(th) of all groups in the UK for Fund Manager Access.
Polar Capital is now ranked 2(nd) in the UK for Brand Preference in the
Broadridge Fund Buyer 50 survey.
Our investment in our centralised dealing facility delivered a material
benefit in terms of best execution, reduction of execution costs and
significantly reduced Fund Manager distraction during the intensely volatile
markets at the outset of the lockdown last year.
In October 2020, we announced the completion of the acquisition from Los
Angeles based asset manager First Pacific Advisors LP of its International
Value and World Value team. This enabled the establishment of a Polar Capital
1940 Act Mutual Fund range and increased hiring of business development
resource in North America. We launched our Emerging Market Stars strategy,
where sustainability is at the core of the process, as a 40 Act Mutual Fund
which allows this high performing strategy to be accessed through a Dublin
UCITS fund, a 40 Act Mutual Fund and by separate account mandate.
We announced on 1 March 2021 that the pre-conditions to the acquisition of
100% of Dalton Strategic Partnership LLP, a London based investment led
boutique focused on European and Global equities, had been met. We anticipate
that full integration of this entity will have taken place by our financial
half-year. This acquisition is another step in our 'growth with
diversification' strategy and adds culturally compatible teams with
complementary fund strategies and a well-developed client base in Europe and
Germany in particular.
Sustainability is a key focus and much progress has been made over the year.
We continued to raise the standard of ESG integration across our range of
strategies, and improve reporting of ESG, Stewardship and Climate-related
activities for our clients. As ever, we aim to provide for the needs of our
clients and will assess offering further sustainable strategies as defined by
Article 8 and 9 of the EU Sustainable Finance Disclosure Regulation (SFDR). We
are pleased to have classified five of our funds, under the SFDR, as promoting
environmental or social characteristics; the Global Insurance Fund, Emerging
Market Stars Fund, Asian Stars Fund, China Stars Fund and the China Mercury
Fund. In addition, three funds acquired in the Dalton Strategic Partnership
transaction are classified as Article 8 under the SFDR.
Diversity is an essential ingredient to our success. We welcomed our first six
trainees in January as part of our partnership with Investment20/20 and, we
have partnered with an inner London school, Westminster City School, to
provide a bursary programme to enable young talented students from diverse
social backgrounds to attend universities.
We have partnered with the Heal Charity to aid biodiversity through the
rewilding of the English countryside. In addition to broadly supporting the
charity, Polar is a lead sponsor of Heal's "Deserve to Bloom" project. This is
an exciting multi-year partnership where we believe we can make a meaningful
positive impact on climate related issues.
The outlook is positive with our diversified range of fund strategies,
enhanced digital marketing footprint and broader distribution reach. We are
confident that we can continue to deliver compelling returns for clients,
growth in AuM and resultant increased total shareholder returns.
Gavin Rochussen
Chief Executive Officer
30 June 2021
Business Review
Assets under Management and fund flows
The early stages of the COVID-19 pandemic had a significant impact on stock
markets and the resulting investor flight from risk assets led to the European
funds industry's worst ever outflows in March 2020 (-£197bn). Subsequently
though, the industry staged a remarkable snapback, putting net long-term
inflows back in the black by year-end - not something anybody would have
predicted.
The pandemic saw a renewal in active equity interest, with investors
increasingly choosing to put their faith in active managers to navigate the
crisis. Key investment trends were consistent for much of the reporting
period, with equity investors focused on global, sectoral, and thematic
equities and ESG.
Polar Capital was able to capitalise on these trends, generating net inflows
of £2.1bn in the financial year to 31 March 2021. This helped raise the total
AuM to £20.9bn, 71% higher than at the beginning of the financial year
(£12.2bn). The average AuM for the year were £16.7bn, compared to £14.1bn
the previous year.
11 of our UCITS sub funds saw positive net inflows over the reporting period,
with the largest inflows recorded by Global Technology (£1.7bn),
Biotechnology (£379m), Emerging Market Stars (£243m), Global Insurance
(£187m) and UK Value Opportunities (£181m).
Net outflows continued from the North American Fund, totalling £545m over the
reporting period; however, encouragingly, the rate slowed in Q3 2020 and
turned positive in Q1 2021. Closure of our UK Absolute Equity Fund in May 2020
resulted in outflows of £301m.
At the time of writing, positive net inflows have continued into the new
financial year. AuM as at 28 May 2021 were £21.4bn.
The way forward - growth and diversification
Polar Capital appears to be well positioned to build on last year's momentum,
with the tailwinds of supportive fund selector intention in Europe and a
rotation back to active management. The tailwinds are less clear in the US,
but the opportunity to grow simply by taking market share there is
significant.
Our focus in 2021 remains on growth and diversification, by both
fund/investment team and by channel/geography.
Communicating with our clients
Polar Capital has continued to invest in its distribution capability, in
particular its marketing function and team, expanding and enhancing the way in
which we communicate with clients. 2020 witnessed an acceleration of many of
the initiatives already in place. A particular area of focus has been Digital
Marketing, which, having been in the ascendency over the past decade, saw a
significant increase in consumption by clients in lieu of direct face-to-face
contact. Fund selectors have embraced remote servicing and the feeling of
proximity offered by an increased digital presence. Having a strong digital
platform, coupled with an insightful content offering, has become an area of
differentiation and competition for fund groups.
Since January 2020, we have completely overhauled our digital marketing
infrastructure, (re)launching six websites, including one for our US
affiliate, Phaeacian Partners; as a separate website for Polar Capital's US
business - which includes a dedicated site for institutional investors - plus
our three investment trusts. Driven by our digitally-led approach to fund
promotion, the Polar Capital website has seen an increase in traffic of 150%
over the reporting period. Our webcast programme, launched in April 2020 in
response to lockdown, has seen 20 fund manager updates reaching 2,400 clients,
a quarter of which were potential new clients, helping to support our aim of
broadening and diversifying our client base.
The impact of our marketing is reflected in the latest results of Broadridge's
annual Fund Buyer Focus report, where Polar Capital ranked 2(nd) in the UK for
Brand Preference. In times of stress and difficulty, fund manager access is
especially important to fund selectors and in a separate survey by Broadridge,
Polar Capital ranked 5(th) in the UK for fund manager access.
Opportunities for growth
Our focus remains on growth and diversification, by both channel and
geography, and we see significant opportunities outside of our home market of
the UK. We continue to broaden and deepen our presence and support in
Continental Europe - including key markets, such as Switzerland, Germany,
France and Spain.
Our approach to wider expansion is both targeted and measured. We continue to
invest in regions where we see significant, long-term opportunities for
growth. We have made senior distribution appointments in the US, in Asia and
the Nordics, facing both wholesale and institutional channels, and all three
regions will be a focus going forward.
Best-in-class client servicing is key to supporting our distribution efforts.
We aim to deliver a consistently high level of service and this was recognised
in Broadridge's annual Fund Buyer Focus survey, where Polar Capital ranked
4(th) in the UK for Sales & Account Management, which bears testament to
the quality of our offering.
A highly marketable product range
Polar Capital's Sales and Marketing teams can only achieve so much without a
strong product range to distribute. Our products are a mix of specialist
thematic and regional funds, capacity constrained, and registered for sale in
many jurisdictions - recently complemented by the addition of a SICAV, through
the acquisition of Dalton Strategic Partners LLP.
Of our 22 UCITS and SICAVs, 19 hold either a Morningstar Analyst Rating or
Morningstar Quantitative Rating, with 10 having a Gold rating and 7 being
Silver rated. 11 of our fund managers hold a Citywire fund manager rating and
4 have been ranked as 2021 Alpha Managers by FE. Since January 2020, our funds
have collectively amassed 30 awards.(**) Again, within Broadridge's Fund Buyer
Focus survey, Polar Capital was ranked 2(nd) in the UK for Product Quality. As
an investment-led boutique, these results are gratifying; however, we cannot
afford to be complacent and must continually strive to improve our offering
and client experience.
The year to end March 2021 captured almost exactly the equity market rally
from the COVID-19 low, leading to returns of between 23% and 76% across Polar
Capital's range of equity UCITS funds. Stylistically however, it was a year of
two parts. From March 2020 until the US election, low interest rates and
working from home resulted in technology stocks and other long term growth
companies leading the market higher. The economic stimulus measures which were
expected to accompany the incoming Biden administration, and the emergence of
COVID-19 vaccines at around the same time, led to a sharp rotation into more
economically sensitive areas of the equity market, and to the outperformance
of value versus growth and quality. This has continued in April and May.
Polar Capital's range of investment strategies spans both value and growth.
The change in leadership marked an inflection in the performance of those with
a greater degree of economy sensitivity; Polar Capital North America Fund
outperformed by over 10% in the year to March 2021, and the Polar Capital UK
Value Opportunities Fund by 19%.
Other value-oriented strategies are recovering but have not performed as well
over the 12 month period. Polar Capital's Japan Value strategy has gained
ground but still lags its benchmark by 6% over the year. Value stocks in Japan
were slower to recover than those elsewhere, and small cap value lagged larger
names. Equity income strategies have also faced difficult conditions; high
dividend payers were left behind in the tech-driven 2020 rally but have begun
to recover more recently.
Polar Capital's European and Global Emerging Market Income funds
underperformed in the year to March 2021, but both are ahead of their
respective benchmark since January this year.
All five strategies run by Polar Capital's healthcare team outperformed in the
year under review, with the Biotech fund doing outstanding in both absolute
performance (+64%) and relative return terms (+24%). The small and mid cap
Polar Capital Healthcare Discovery Fund rose by 74% over the year,
outperforming the broader small and mid cap market by 6%, while the all cap
Healthcare Opportunities fund, the Healthcare Blue Chip fund and the Polar
Capital Global Healthcare Trust all delivered returns ahead of benchmark.
** Source: Morningstar data as at 31 March 2021
Polar Capital's established technology team performed well relative to
declining markets in February and March 2020, having taken a cautious stance
earlier. The team has delivered returns of between 55% and 67% across its
three strategies in the year to end March 2021, but a period of strong
performance up to the third quarter of last year has led to tougher conditions
for their growth-driven approach, as more economy sensitive areas of
technology, such as semiconductors, have accelerated strongly. As a result,
the Polar Capital Global Technology Fund is 5% behind its benchmark in the
year to end March. The Polar Capital Technology Trust performed in line with
its benchmark in the year to March, but both have lost ground in April and
May. Despite recent underperformance as technology has slipped versus world
markets, the team's Automation and Artificial Intelligence strategy is 12%
ahead of its benchmark in the year due to the strength of its technology and
industrial automation themes during the pandemic.
As they approach their three year anniversary at Polar Capital, the Emerging
Market Stars strategies delivered a very strong year of performance, with EM
Stars, Asian Stars and China Stars beating their respective benchmarks by
between 14% and 18%, attributable to harnessing the strongest themes in the
region, and employing a detailed sustainability assessment.
In Financials, Polar Capital's Global Insurance strategy, which specialises in
property and casualty insurance, underperformed a rising market in which life
companies predictably led the way. The Financial Opportunities fund, and its
closed end sister fund the Polar Capital Global Financials Trust plc,
outperformed a sharply rising financials benchmark as banks responded to yield
curve steepening. The fund rose by 69%, an outperformance of almost 12%; the
Trust outperformed by 14%.
Within Polar Capital's alternative strategies, the convertible bond funds also
delivered strong returns. The sharp increase in issuance, as companies
refinanced in response to the COVID-19 induced business interruption, provided
a wealth of investment opportunities. Polar's Global Convertible Bond fund
appreciated by 40%, outperforming its benchmark by 3%, while the Global
Absolute Return version of the strategy delivered a 40% return.
The Forager fund, which applies a value-disciplined approach to long-short
investing in European small and mid cap companies, recovered from a mid year
drawdown to deliver a 13% return to March 2021. China Mercury, a China
long-short fund which is building a track record, rose by 21% in the year.
The International and Global Value strategies which Polar Capital acquired in
October 2020 from First Pacific Advisors rose by 48% and 56% respectively in
the year to March 2021. The International Value fund (now re-named Phaeacian
Accent International Value) is unconstrained and can own higher levels of cash
when the manager does not find compelling value in share markets. It did so in
Q1 2020 and outperformed its benchmark. In the year to March 2021, it was 2%
behind benchmark, but annualised three and five year returns are 4% and 3%
ahead of benchmark respectively. The Phaeacian Global Value fund outperformed
by 2% in the year under review.
As at 28 May 2021, the Lipper percentile rankings for our UCITS funds range
showed 82% were in the top quartile against peer group since inception with,
71% and 53% in the top quartile over five and three years respectively.
Financial Review
Introduction
The Group's financial year has been strong. On all measures performance has
been impressive and a significant improvement on the previous year. The
success being underpinned by the strong market recovery from the lows of March
2020, good fund performance and good positive net asset flows.
In addition, the year saw the Group complete on two corporate transactions,
which have delivered additional top performing strategies to help increase the
Group's product range, as well as increasing the Group's scope for asset
growth. The new teams join the existing Polar bench of strategies that will
enable the Group to diversify from its strong world class Technology heritage
and franchise. The Technology team, the original genesis of the Group some 20
years ago, has underpinned the results for the year delivering over the twelve
months strong performance and impressive asset growth.
Looking ahead the Group can look into the short and medium term with some
optimism.
Results for the year - Revenues
31 March 2021 31 March 2020
Revenues £'m £'m
Investment management and research fees 157.3 130.8
Commissions and fees payable (15.4) (11.3)
Gain/(loss) on forward currency contracts 0.6 (1.4)
Net management fees 142.5 118.1
Investment performance fees 43.6 22.3
Other income 8.3 1.0
Net income 194.4 141.4
Average AuM £16.7bn £14.1bn
Net management fee yield 85bps 84bps
The quantum of management fees earned by the Group is conventionally a factor
of firstly the quantum of AuM managed by the Group and secondly the fee rate
charged on the AuM.
The Group's net management fees have increased from £118.1m in 2020 to
£142.5m this year, a 21% increase and mainly due to 18% increase in the
Group's average assets under management, from £14.1bn last year to £16.7bn
this year.
Two other significant changes seen in the year on year numbers of the Group
are firstly the increase in the quantum of performance fees produced (£43.6m
generated this year compared to last year's £22.3m) and secondly the increase
in the contribution from other income, predominantly driven by the good
relative performance of funds seeded by the Group.
Results for the year - Costs
Costs 31 March 2021 31 March 2020
£'m £'m
Salaries, bonuses and other staff costs 29.1 25.6
Core distributions(1)(†) 38.5 27.7
Share-based payments(2) 2.9 3.0
Performance fee interests(3)(†) 24.4 13.5
Total staff compensation 94.9 69.8
Other operating costs 23.6 20.8
Total operating costs 118.5 90.6
1. Including share awards under deferment plan of £1.8m (2020: £1.7m).
2. Share-based payments on preference shares of (£0.3m) (2020: £0.1m), LTIPs
of £2.4m (2020: £2.1m) and equity incentive plan of £0.8m (2020: £0.8m).
Refer to Note 5 below.
3. Including share awards under deferment plan of £nil (2020: £0.5m) and
LTIP award of £0.9m (2020: £nil).
† The non-GAAP alternative performance measures shown here are described and
reconciled on the APM page.
Total operating costs rose to £118.5m from £90.6m last year.
The increase in salaries, bonuses and other staff costs was a product of the
increase in head count in the Group (calendar year end staff numbers increased
from 147 to 185) as not only did the Group complete the acquisition of the
Phaeacian and Dalton investment strategies, which increased numbers by 33, but
in addition the Group invested in its distribution and operational support.
The increase in core distributions was a function of both the success of the
Group as evidenced by the increased AuM and the increase in the net ad valorem
management fees received in the year.
The increase in other operating costs was predominantly due to costs
associated with the two corporate transactions in the year. These costs have
been treated as exceptional items and have been excluded in arriving at
adjusted total earnings (see Note 6 below). The reason for excluding the
exceptional items is that they include costs such as non-recurring acquisition
related transition and termination costs as well as charges related to
consideration payments and the amortisation of acquired intangible assets.
The increase in performance fee interests to £24.4m from £13.5m from last
year is directly correlated to the increase in performance fee revenues.
Results for the year - Profits
31 March 2021 31 March 2020
Profits £'m £'m
Core operating profit(†) 51.5 41.6
Performance fee profit(†) 19.5 8.8
Other income(^) 7.4 0.5
Share-based payments on preference shares 0.3 (0.1)
Exceptional items (2.8) -
Profit before tax 75.9 50.8
Core operating margin(†) 36% 35%
Adjusted diluted core EPS(†) 40.6p 32.2p
† The non-GAAP alternative performance measures shown here are described and
reconciled on the APM page.
^ A reconciliation to reported results is given on the APM page.
The headline profit before tax for the year has increased by £25.1m to
£75.9m from last year's £50.8m.
The analysis of the different components of profits shows that:
• Core operating profits
The increase in core operating profits reflect the increase in net management
fees which in turn is due to the 18% increase in average AuM.
• Performance fee profits
Performance fee profits increased sharply as a result of strong investment
performance.
• Other income
The increased contribution is a product of the return and outperformance from
the portfolio of seed investments held on the Group's balance sheet.
Earnings per share
The basic EPS increased by 54% to 67.2p during the year (2020: 43.5p).
The effect of the adjustments made in arriving at the adjusted diluted total
EPS and adjusted diluted core EPS figures of the Group is as follows:
Earnings per share 31 March 2021 31 March 2020
Pence Pence
Diluted earnings per share 64.0 41.3
Impact of share-based payments - preference shares only (0.3) 0.1
Impact of exceptional items 2.2 -
Impact of deferment, where IFRS defers cost into future periods (3.7) (0.7)
Adjusted diluted total EPS 62.2 40.7
Performance fee profit and other income 21.6 8.5
Adjusted diluted core EPS 40.6 32.2
Preference shares
A separate class of preference share has historically been issued by Polar
Capital Partners Limited for purchase by each new team of fund managers on
their arrival at the Group. These shares provide each manager with an economic
interest in the funds that they run and ultimately enable the manager to
convert their interest in the revenues generated from their funds into equity
in Polar Capital Holdings plc.
The equity is awarded in return for the forfeiture of their current core
economic interest and vests over three years with the full quantum of the
dilution being reflected in the diluted share count (and so diluted EPS) from
the point of conversion. The event has been designed to be, at both the actual
and the diluted levels, earnings enhancing to shareholders.
In the year to 31 March 2021 there were no conversions of preference shares
into Polar Capital Holdings equity (2020: one).
As at 31 March 2021 four sets of preference shares have the ability to call
for a conversion. The call has to be made on or before 30 November 2021 if any
conversion is to take place with effect from 31 March 2021.
We have also been considering our long term investment team incentive
arrangements as the Group has expanded and believe that a revenue sharing
model with deferment into equity is now more appropriate.
Acquisitions during the year
Over the course of the year the Group has completed two acquisitions. Firstly,
in October 2020 Phaeacian Partners the LA based International and Global
equity team and secondly in February 2021 Polar acquired Dalton Strategic
Partners LLP the UK based asset manager dominated by a long-only European
franchise. Both additions deliver asset classes that diversify the product
range of the Group, predominantly non-US equity exposure and most importantly,
offer the potential to satisfy Polar Capital's ambitions in the institutional
market.
The Phaeacian transaction is being satisfied through a revenue share with the
vendors and the Dalton transaction was predominantly satisfied by the payment
of an initial consideration of £8.5m with a final deferred consideration
expected to be £7.1m after twelve months (with the quantum being linked to
the value of AuM at the time).
Intangible assets including goodwill of £25.4m were recognised as a result of
the two transactions.
Balance sheet and cash
At the year end the cash balances of the Group were £136.7m (2020: £107.8m).
The increase was a product of increased profitability.
At the balance sheet date, the Group held £39.1m of investments in its funds
(2020: £30.1m).
Capital management
The Group believes in retaining a strong balance sheet. The capital that is
retained in the business is used to seed new investment products, pay
dividends and fund the EBT to buy the Company shares to reduce the dilutive
effects of LTIP and option awards. In the year just completed £8.5m was also
used to acquire the Dalton Strategic Partnership LLP, as commented upon above.
As at 31 March 2021 £39.1m (2020: £30.1m) of the Group's balance sheet was
invested to seed fledgling funds and during the year the Group advanced loans
to the EBT of £10m (2020: £10m) to buy shares in the Company.
The Group's dividend policy is to pay an annual dividend within a range of 55%
and 85% of adjusted total earnings, dependent on the scale of performance fees
in the relevant year and the anticipated trading conditions for the following
year.
Regulatory Capital
As at 31 March 2021 the Group had a surplus capital of £41m (2020: £65m)
above its Capital Requirement of £25m (2020: £20m) and July dividend
commitment of £29.8m (2020: £23.5m).
Surplus capital as at 31 March 2021 has fallen as compared to the prior year
due to the corporate transactions during the year with the value of
acquisition related intangible assets and goodwill recognised being excluded
from the Group's capital resources.
Going concern
The Financial Reporting Council has determined that all companies should carry
out a rigorous assessment of all the factors affecting the business in
deciding to adopt a going concern basis for the preparation of the accounts.
The Directors have reviewed and examined the financial and other processes
embedded in the business, in particular the annual budget process and the
financial stress testing inherent in the Internal Capital Adequacy Assessment
Process ("ICAAP"). On the basis of such review and the significant liquid
assets underpinning the balance sheet relative to the Group's predictable
operating cost profile the Directors consider that the adoption of a going
concern basis, covering a period of at least 12 months from the date of this
report, is appropriate.
John Mansell
Executive Director
30 June 2021
Alternative Performance Measures (APMs)
The Group uses the non-GAAP APMs listed below to provide users of the annual
report and accounts with supplemental financial information that helps explain
its results for the current accounting period.
APM Definition Reconciliation Reason for use
Core operating profit Profit before performance fee profits, other income and tax. APM reconciliation To present a measure of the Group's profitability excluding performance fee
profits and other components which may be volatile, non-recurring or non-cash
in nature.
Performance fee profit Gross performance fee income less performance fee interests due to staff. APM reconciliation To present a clear view of the net amount of performance fee earned by the
Group after accounting for staff remuneration payable that is directly
attributable to performance fee revenues generated.
Performance Variable compensation payable to investment teams from performance fee APM reconciliation To present additional information thereby assisting users of the accounts in
revenue. understanding key components of variable costs paid out of performance fee
fee interests revenue.
Core distributions Variable compensation payable to investment teams from management APM reconciliation To present additional information thereby assisting users of the accounts in
fee revenue. understanding key components of variable costs paid out of management fee
revenue.
Adjusted diluted total EPS Profit after tax but excluding (a) cost of share-based payments on preference Finance review The Group believes that (a) as the preference share awards have been designed
shares, (b) the net cost of deferred staff remuneration and (c) exceptional to be earnings enhancing to shareholders adjusting for this non-cash item
items which may either be non-recurring or non-cash in nature, and in the case provides a better understanding of the financial performance of the Group, (b)
of adjusted diluted earnings per share, divided by the weighted average number comparing staff remuneration and profits generated in the same time period
of ordinary shares. (rather than deferring remuneration over a longer vesting period) allows users
of the accounts to gain a better understanding of the Group's results and
their comparability period on period and (c) removing acquisition related
transition and termination costs as well as the non-cash amortisation, and any
impairment, of intangible assets and goodwill provides a better understanding
of the Group's results.
Adjusted diluted core EPS Core operating profit after tax excluding the net cost of deferred core Finance review To present additional information that allows users of the accounts to measure
distributions divided by the weighted average number of ordinary shares. the Group's earnings excluding those from performance fees and other
components which may be volatile, non-recurring or non-cash in nature.
Core operating margin Core operating profit divided by Finance review To present additional information that allows users of the accounts to measure
net management fees revenue. the core profitability of the Group before performance fee profits, and other
components, which can be volatile and non-recurring.
Net Management fee yield Net management fees divided by average AuM. Finance review To present additional information that allows users of the accounts to measure
the fee margin for the Group in relation to its assets under management.
Summary of non-GAAP financial performance and reconciliation of APMs to
reported results
The summary below reconciles key APMs the Group measures to its reported
results for the current year and also reclassifies the line by line impact on
consolidation of seed investments to provide a clearer understanding of the
Group's core business operation of fund management.
Any seed investments in newly launched or nascent funds, where the Group is
determined to have control (see Note 9), are consolidated. As a consequence,
the statement of profit or loss of the fund is consolidated into that of the
Group on a line by line basis. Any seed investments that are not consolidated
are fair valued through a single line item (other income) on the Group
consolidated statement of profit or loss.
FY 21 Reclassification FY 21 APMs
Reported on consolidation Reclassification Non-GAAP
Results of seed of costs results
£'m investments £'m £'m
£'m
Investment management and research fees 157.3 0.1 - 157.4
Commissions and fees payable (15.4) - - (15.4)
Gain on foreign currency contracts 0.6 - - 0.6
142.5 0.1 - 142.6
Operating costs (118.5) 0.5 65.4 (52.6)
- - (38.5) (38.5) Core distributions
24.0 0.6 26.9 51.5 Core operating profits
Investment performance fees 43.6 0.3 - 43.9
Performance - - (24.4) (24.4) Performance fee interests
fee interests
43.6 0.3 (24.4) 19.5 Performance fee profits
Other income 8.3 (0.9) - 7.4
Share based payments - - 0.3 0.3
on preference shares
Exceptional items - - (2.8) (2.8)
Profit for the year 75.9 - - 75.9
Consolidated Statement of Profit or Loss
For the year ended 31 March 2021
31 March 2021 31 March 2020
£'000 £'000
Revenue 201,508 151,714
Other income 8,306 1,029
Gross income 209,814 152,743
Commissions and fees payable (15,389) (11,300)
Net income 194,425 141,443
Operating costs (118,510) (90,563)
Profit for the year before tax 75,915 50,880
Taxation (13,197) (10,695)
Profit for the year attributable to ordinary shareholders 62,718 40,185
Earnings per share
Basic 67.2p 43.5p
Diluted 64.0p 41.3p
Adjusted basic (Non-GAAP measure) 65.2p 42.9p
Adjusted diluted (Non-GAAP measure) 62.2p 40.7p
Consolidated Statement of Comprehensive Income
For the year ended 31 March 2021
31 March 2021 31 March 2020
£'000 £'000
Profit for the year attributable to ordinary shareholders 62,718 40,185
Other comprehensive income - items that will be reclassified to profit or loss
statement in subsequent periods
Net movement on fair valuation of cash flow hedges 1,173 (306)
Deferred tax effect (223) 76
950 (230)
Exchange differences on translation of foreign operations (1,264) 317
Other comprehensive (loss)/ income for the year (314) 87
Total comprehensive income for the year, net of tax, attributable to ordinary 62,404 40,272
shareholders
All of the items in the above statements are derived from continuing
operations.
Consolidated Balance Sheet
As at 31 March 2021
31 March 31 March
2021 2020
£'000 £'000
Non-current assets
Goodwill and intangible assets 24,998 -
Property and equipment 5,104 6,271
Deferred tax assets 5,783 2,157
35,885 8,428
Current assets
Assets at fair value through profit or loss 57,151 38,654
Trade and other receivables 23,924 14,815
Other financial assets 84 2,322
Cash and cash equivalents 136,718 107,753
Current tax assets 1,966 1,008
219,843 164,552
Total assets 255,728 172,980
Non-current liabilities
Provisions and other liabilities 4,123 5,387
Liabilities at fair value through profit or loss 4,258 -
Deferred tax liabilities 4,116 512
12,497 5,899
Current liabilities
Liabilities at fair value through profit or loss 16,124 3,457
Trade and other payables 71,598 45,102
Other financial liabilities 4,069 2,444
91,791 51,003
Total liabilities 104,288 56,902
Net assets 151,440 116,078
Capital and reserves
Issued share capital 2,468 2,417
Share premium 19,364 19,101
Investment in own shares (26,579) (24,139)
Capital and other reserves 11,030 8,341
Retained earnings 145,157 110,358
Total equity - attributable to ordinary shareholders 151,440 116,078
Consolidated Statement of Changes in Equity
For the year ended 31 March 2021
Issued share capital £'000 Share premium Investment in own shares Capital reserves Other reserves Retained earnings Total equity
£'000
£'000 £'000 £'000 £'000 £'000
As at 1 April 2019 2,365 19,059 (17,930) 695 8,372 97,120 109,681
IFRS 16 Leases opening adjustments - - - - - (311) (311)
As at 1 April 2019, restated 2,365 19,059 (17,930) 695 8,372 96,809 109,370
Profit for the year - - - - - 40,185 40,185
Other comprehensive income - - - - 87 - 87
Total comprehensive income - - - - 87 40,185 40,272
Dividends paid to shareholders - - - - - (30,657) (30,657)
Issue of shares 52 42 - - - (51) 43
Own shares acquired - - (9,707) - - - (9,707)
Release of own shares - - 3,498 - - (1,087) 2,411
Share-based payment - - - - - 5,159 5,159
Current tax in respect of employee share options - - - - 759 - 759
Deferred tax in respect of employee share options - - - - (1,572) - (1,572)
As at 1 April 2020 2,417 19,101 (24,139) 695 7,646 110,358 116,078
Profit for the year - - - - - 62,718 62,718
Other comprehensive loss - - - - - (314)
(314)
Total comprehensive income - - - - (314) 62,718 62,404
Dividends paid to shareholders - - - - - (31,907) (31,907)
Issue of shares 51 263 - - - (487) (173)
Own shares acquired - - (6,473) - - - (6,473)
Release of own shares - - 4,033 - - (1,150) 2,883
Share-based payment - - - - - 5,625 5,625
Current tax in respect of employee share options - - - - 377 - 377
Deferred tax in respect of employee share options - - - - 2,626 - 2,626
As at 31 March 2021 2,468 19,364 (26,579) 695 10,335 145,157 151,440
Consolidated Cash Flow Statement
For the year ended 31 March 2021
31 March 2021 31 March 2020
£'000 £'000
Cash flows generated from operating activities
Cash generated from operations 90,854 58,601
Tax paid (13,606) (16,308)
Interest on lease (107) (151)
Net cash inflow generated from operating activities 77,141 42,142
Investing activities
Interest received 53 292
Investment income 193 192
Sale of assets at fair value through profit or loss 33,292 18,119
Purchase of assets at fair value through profit or loss (45,188) (24,123)
Purchase of property and equipment (156) (108)
Cash introduced through business combination 1,060 -
Payments in respect of business combination (8,472) -
Payments in respect of asset acquisition (325) -
Net cash proceeds from disposal of consolidated seed investment (264) -
Net cash outflow from investing activities (19,807) (5,628)
Financing activities
Dividends paid to shareholders (31,907) (30,657)
Lease payments (1,296) (1,145)
Issue of shares 257 43
Purchase of own shares (6,118) (9,707)
Third-party subscriptions into consolidated funds 12,037 902
Third-party redemptions from consolidated funds (1,289) (63)
Net cash outflow from financing activities (28,316) (40,627)
Net increase/ (decrease) in cash and cash equivalents 29,018 (4,113)
Cash and cash equivalents at start of the year 107,753 111,734
Effect of exchange rate changes on cash and cash equivalents (53) 132
Cash and cash equivalents at end of the year 136,718 107,753
Selected notes to the Consolidated Financial Statements for the year ended 31
March 2021
1. General information, Basis of Preparation and Accounting policies
Corporate information
Polar Capital Holdings plc (the 'Company') is a public limited company
registered in England and Wales whose shares are traded on the Alternative
Investment Market ('AIM') of the London Stock Exchange.
Group information
Details of operating subsidiaries, seed capital investments and indirectly
held entities consolidated into the Group are disclosed in Note 9 below.
Basis of preparation
The consolidated Group financial statements have been prepared on a going
concern basis in accordance with both international accounting standards in
conformity with the requirements of the Companies Act 2006 and International
Financial Reporting Standards adopted pursuant to Regulation (EC) No 1606/2002
as it applies in the European Union.
The consolidated financial statements have been prepared under the historical
cost convention, modified by the measurement at fair value of certain
financial assets and liabilities and derivative financial instruments. The
consolidated financial statements are presented in Sterling and all values are
rounded to the nearest thousand (£'000), except when otherwise stated.
Going concern
The Directors have made an assessment of going concern taking into account
both the impact of COVID-19 on the Group's results as well as the impact on
the Group's outlook. As part of this assessment the Directors have used
information available to the date of issue of these financial statements and
considered the following key areas:
• Analyses of the Group's budget for the year ending 31 March 2022,
longer term financial projections and its regulatory capital position and
forecasts. The stress testing scenarios applied as part of the Group's ICAAP
have also been revisited to ensure they remain appropriate in light of
COVID-19;
• Cash flow forecasts and an analysis of the Group's liquid assets,
which include cash and cash equivalents and seed investments;
• The operational resilience of the Group and its ability to meet
client servicing demands across all areas of the Group's business, including
outsourced functions, whilst ensuring the wellbeing and health of its staff.
The Group continues to maintain a robust financial resources position, access
to cashflow from ongoing investment management contracts and the Directors
believe that the Group is well placed to manage its business risks, including
the additional challenges to operational resilience brought on by COVID-19.
The Directors also have a reasonable expectation that the Group has adequate
resources to continue operating for a period of at least 12 months from the
balance sheet date. Therefore, the Directors continue to adopt the going
concern basis of accounting in preparing the consolidated financial
statements.
Basis of consolidation
The consolidated financial statements of the Group comprise the financial
statements of the Company and its subsidiaries as at 31 March 2021.
Subsidiaries are those entities over which the Group has control. The Group
controls an investee if, and only if, the Group has:
• Power over the investee;
• Exposure, or rights, to variable returns from its involvement with
the investee; and
• The ability to use its power over the investee to affect returns.
The Group considers all relevant facts and circumstances in assessing whether
it has power over an investee, including the purpose and design of an
investee, relevant activities, substantive and protective rights, voting
rights and potential voting rights.
The financial statements of subsidiaries are either prepared for the same
reporting period as the parent company or where necessary, adjustments are
made to the financial statements of subsidiaries to bring their reporting
period and results in line with those of the Group. All intra-group
transactions, balances, income and expenses are eliminated on consolidation.
When the Group loses control over a subsidiary, it derecognises the related
assets, liabilities, third-party interest and other components of equity,
while any resultant gain or loss is recognised in profit or loss. Any
investment retained is recognised at fair value.
Seed capital investments in funds that the Group manages are accounted for as
subsidiaries, associates or financial assets at fair value through profit or
loss (FVTPL) depending on the holdings of the Group, on the level of influence
and control that the Group is judged to have and whether the Group assesses it
is acting as an agent or principal for its holdings in the seed capital
investments. There is no fixed minimum percentage at which the Group
consolidates, and each exposure is reviewed individually.
Where the Group concludes it is acting as a principal the entity is
consolidated. This assessment is based on the Group's total exposure. This
incorporates direct holdings, income earned from management and performance
fees and the assessed strength of third-party kick-out rights.
The Group concludes that it acts as an agent when the power it has over an
entity is deemed to be exercised for the benefit of third-party investors.
The Group re-assesses whether or not it controls an investee if facts and
circumstances indicate that there are changes to one or more of the three
elements of control. Subsidiaries are fully consolidated from the date on
which the Group obtains control and continue to be consolidated until the date
when such control ceases.
Where external investors hold redeemable shares in funds controlled by the
Group, the portion of profit or loss and net assets held by these third-party
interests is included within other income in the consolidated statement of
profit or loss and as financial liabilities at FVTPL in the consolidated
balance sheet respectively.
Net cashflows on initial consolidation or deconsolidation are presented as
investing activities within the consolidated cashflow statement. Cashflows
from third-party interests into consolidated funds are presented as financing
activities.
Investment in associates
An associate is an entity over which the Group has significant influence.
Significant influence is the power to participate in the financial and
operating policy decisions of the investee but is not control or joint control
over those policies. Generally, it is presumed that the Group has significant
influence where it has voting rights of 20% or more, but not control of an
investee.
Seed capital investments over which the Group has significant influence, but
not control, are carried on the balance sheet as assets at FVTPL as permitted
by IAS 28: Investment in Associates, with changes in fair value recognised in
the consolidated statement of profit or loss. The fair value of investments in
associates is determined by reference to the quoted price at the close of
business on the balance sheet date. The Group has no other investments in
associates and, therefore, no associates are currently accounted for using the
equity method.
Business Combination
Business combinations are accounted for using the acquisition method. The cost
of an acquisition is measured at the acquisition date fair value, as are the
identifiable net assets acquired and liabilities incurred including any asset
or liability resulting from a contingent or deferred consideration arrangement
and equity instruments issued by the Group. The acquisition date is the date
on which the Group effectively obtains control of the acquiree.
Acquisition-related costs are expensed as incurred and included within
administrative costs in the consolidated statement of profit or loss.
The Group applies the optional concentration test to assess whether an
acquired set of activities is not a business. If the concentration test is not
met, the Group then determines that it has acquired a business when the
acquired set of activities and assets include an input and a substantive
process that together significantly contribute to the ability to create
outputs.
Goodwill and intangible assets
Goodwill arising on the acquisition of a business is the excess of the
consideration paid over the net identifiable assets acquired and liabilities
assumed. Goodwill is measured at cost less any accumulated impairment losses.
Impairment testing is based on the expected future benefits of the relevant
cash-generating unit (CGU) as a whole.
Intangible assets such as investment management contracts acquired separately
are measured on initial recognition at cost which is their fair value as at
acquisition date. Following initial recognition, intangible assets are carried
at cost less any accumulated amortisation and accumulated impairment losses,
with the related expenditure or charge recognised in the consolidated
statement of profit or loss. Intangible assets are amortised on a straight
line basis over their useful economic lives. Intangible assets are
derecognised upon disposal or when no future economic benefits are expected
from their use or disposal. Any gain or loss on derecognition is included in
the consolidated statement of profit or loss.
Financial assets
The Group's financial assets include seed capital investments, investment
securities, trade and other receivables, cash and equivalents and derivative
financial instruments. The classification adopted by the Group depends on the
purpose for which the financial assets were acquired and is determined at
initial recognition.
Financial assets are initially recognised at fair value, being the
consideration given, plus, any directly attributable transaction costs, except
in the case of financial assets recorded at fair value through profit or loss
where transaction costs are immediately recognised in the consolidated
statement of profit or loss.
Purchases and sales of financial assets are recognised at trade date, being
the date when the Group commits to purchase or sell the asset.
Financial assets at fair value through profit or loss
Financial assets at FVTPL include the Group's investments in the funds that it
manages, but does not control, including those which are held by the Group
against bonus awards deferred into fund units. Such assets are subsequently
carried at fair value, with any gains or losses arising from changes in fair
value being recognised in the consolidated statement of profit or loss.
Investment securities
Investment securities represent securities both long and short positions,
other than derivatives, held by consolidated funds. These securities are
classified as FVTPL and are measured at fair value with gains and losses
recognised through the consolidated statement of profit or loss.
Financial liabilities
The Group's financial liabilities include trade and other payables, derivative
financial instruments, deferred consideration relating to the acquisition of
Dalton Capital (Holdings) Limited and third-party interests in funds that have
been consolidated as subsidiaries.
Financial liabilities at fair value through profit or loss
Financial liabilities at FVTPL are carried at fair value, with gains and
losses recognised in the consolidated statement of profit or loss within other
income in the period in which they arise. Financial liabilities at FVTPL
include third-party interests in consolidated funds which are classified as at
FVTPL.
Revenue from contracts with customers
Revenue from contracts with customers represents fees receivable, excluding
value added tax, for discretionary investment management services and research
fees during the period.
Management fees are based on a percentage of assets under management either
per calendar month or quarter as set out in the relevant investment management
agreements (IMA). Management fees relate specifically to the Group's provision
of investment management services for each relevant time period and therefore
such services are satisfied over time because either the customer
simultaneously receives and consumes the benefits provided by the fund manager
as the service is provided or, the fund manager's performance enhances the
assets that the fund controls. Management fees are recognised as the service
is provided and it is probable that the fee will be collected.
Research fee income relates to research provided in respect of funds managed
in accordance with the relevant IMA and is recognised as the service is
provided and it is probable that the fee will be collected.
Performance fees are variable consideration based on a percentage of
investment performance achieved relative to predefined benchmarks as set out
in the relevant IMA. Performance fees by their nature are highly susceptible
to volatility until they are crystallised and are no longer subject to claw
back. This is usually at the end of the performance period of a fund when the
performance fee calculation can be confirmed with certainty. Therefore,
performance fees are recognised at the point when they are crystallised.
Commissions and fees payable
Commissions and fees payable to third parties are in respect of rebates on
investment management fees, distribution and research fees payable to third
parties are recognised over the period for which the service is provided.
Standards and amendments not yet effective
There are no new and amended standards and interpretations that are issued,
but not yet effective, up to the date of issuance of the Group's financial
statements that would be expected to have a material impact on the Group when
they become effective.
Changes in accounting policies and disclosures
In the current reporting period, the Group has adopted the following new
amendments.
• Definition of Material - Amendments to IAS 1 and IAS 8;
• Definition of a Business - Amendments to IFRS 3; and
• Revised Conceptual Framework for Financial Reporting
The amendments listed above did not have any impact on the amounts recognised
in prior periods and not expected to significantly affect the current or
future periods.
2. Revenue
31 March 2021 31 March 2020
£'000 £'000
Investment management and research fees 157,326 130,837
Investment performance fees 43,584 22,297
Gain/ (loss) on forward currency contracts 598 (1,420)
201,508 151,714
Net gains and losses on forward currency contracts used to hedge management
fees derived from non-Sterling based AuM are included within revenue. This
presentation better reflects the substance of these transactions and provides
more relevant information about the Group's revenue.
Geographical analysis of revenue (based on the residency of source) is as
follows:
31 March 2021 31 March 2020
£'000 £'000
United Kingdom 28,431 29,658
Ireland 166,588 115,019
Cayman Islands 1,910 7,418
United States of America 2,002 -
Rest of Europe 1,979 1,039
Gain/ (loss) on forward currency contracts 598 (1,420)
201,508 151,714
3. Operating costs
a) Operating costs include the following expenses:
31 March 2021 31 March 2020 £'000
£'000
Staff costs including partnership profit allocations 94,925 69,799
Depreciation 1,399 1,361
Amortisation and impairment of intangible assets 419 -
Auditors' remuneration 418 159
b) Auditors' remuneration:
31 March 2021 31 March 2020
£'000
£'000
Audit of Group financial statements 135 66
Local statutory audits of subsidiaries 128 48
Audit-related assurance services 10 -
Other assurance services - internal controls review 77 45
Other advisory services - regulatory review 28 -
Tax advisory services 40 -
418 159
4. Dividends paid and proposed
Dividends on ordinary shares declared and paid during the year:
31 March 2021 31 March 2020
£'000 £'000
First interim dividend for 2021: 9.0p per share (2020: 8.0p per share) 8,413 7,407
Second interim dividend for 2020: 25.0p per share (2019: 25.0p per share) 23,494 23,250
Total dividend paid and charged to equity 31,907 30,657
The Board has declared a second interim dividend of 31p (2020: 25.0p) to be
paid in July 2021.
Together with the first interim dividend of 9.0p paid in January 2021 the
total dividend for the year amounts to 40p (2020: 33.0p).
5. Share-based payments
A summary of the charge to the consolidated statement of profit or loss for
each share-based payment arrangement is as follows:
31 March 2021 31 March 2020
£'000 £'000
Preference shares (333) 89
LTIP and initial share awards 3,312 2,047
Equity incentive plan 794 806
Deferred remuneration plan 1,852 2,217
5,625 5,159
Certain employees of the Group and partners of Polar Capital LLP hold Manager
Preference Shares or Manager Team Member Preference Shares (together
'Preference Shares') in Polar Capital Partners Limited, a group company.
The preference shares are designed to incentivise and retain the Group's fund
management teams. These shares provide each manager with an economic interest
in the funds that they run and ultimately enable the manager, at their option
and at a future date, to convert their interest in the revenues generated from
their funds to a value that may (at the discretion of the parent undertaking,
Polar Capital Holdings plc) be satisfied by the issue of ordinary shares in
Polar Capital Holdings plc. Such conversion takes place according to a
pre-defined conversion formula that considers the relative contribution of the
manager to the Group as a whole. The equity is awarded in return for the
forfeiture of a manager's current core economic interest and is issued over
three years from the date of conversion.
The issue of the Preference Shares constitutes a share-based payment under
IFRS 2 and the cost is the estimated fair value, at the date of issue of the
preference shares, of the effective entitlement to the ordinary shares. At
each reporting date the estimated number of ordinary shares to be ultimately
issued upon conversion will vary and the holder, initially, and the Group,
ultimately, determines the start of the three year period ('Crystallisation')
over which the ordinary shares are awarded following conversion. The start of
this period will always be at least three years after the end of the financial
accounting period in which the preference shares are issued.
In the year to 31 March 2021 there was no conversion of preference shares into
Polar Capital Holdings equity (2020: one). At 31 March 2021 four sets of
preference shares (2020: four sets) have the right to call for conversion.
The following table illustrates the number of, and movements in, the estimated
number of ordinary shares to be issued.
Estimated number of ordinary shares to be issued against preference shares
with a right to call for conversion:
31 March 2021 Number of shares 31 March 2020 Number of shares
At 1 April 4,676,882 6,628,293
Conversion/crystallisation - (1,442,064)
Movement in the year (250,354) (509,347)
At 31 March 4,426,528 4,676,882
Number of ordinary shares to be issued against converted preference shares:
31 March 2021 Number of shares 31 March 2020 Number of shares
Outstanding at 1 April 3,733,904 3,654,068
Conversion/crystallisation - 1,442,064
Adjustment on re-calculation (344,982) -
Issued in the year (1,622,381) (1,362,228)
Outstanding at 31 March 1,766,541 3,733,904
6. Earnings per Share
A reconciliation of the figures used in calculating the basic, diluted and
adjusted earnings per share (EPS) figures is as follows:
31 March 2021 31 March 2020
£'000 £'000
Earnings
Profit after tax for purpose of basic and diluted EPS 62,718 40,185
Adjustments (post tax):
Add exceptional items - acquisition related costs 1,908 -
Add exceptional items - amortisation of intangible assets 419 -
(Less)/add back cost of share-based payments on preference shares (333) 89
Less net amount of deferred staff remuneration (3,728) (682)
Profit after tax for purpose of adjusted basic and adjusted diluted EPS 60,984 39,592
The adjusted EPS figure includes an adjustment for deferred remuneration
costs. The Group believes that aligning staff remuneration and profits
generated in the same period will allow users of the financial statements to
gain a better understanding of the Group's results and their comparability
year on year.
Exceptional items were excluded from the adjusted EPS calculation as they
included costs such as non-recurring acquisition related transition and
termination costs and the amortisation of acquired intangible assets.
31 March 2021 31 March 2020
Number of shares Number of shares
'000 '000
Weighted average number of shares
Weighted average number of ordinary shares, excluding own shares, for the 93,396 92,276
purpose of basic and adjusted basic EPS
Effect of dilutive potential shares - share options and preference shares 4,552 5,020
crystallised but not yet issued
Weighted average number of ordinary shares, for purpose of diluted and 97,948 97,296
adjusted diluted EPS
31 March 2021 31 March 2020
Pence Pence
Earnings per share
Basic 67.2 43.5
Diluted 64.0 41.3
Adjusted basic 65.2 42.9
Adjusted diluted 62.2 40.7
7. Business Combinations
Summary of the business combination
On 26 February 2021 ('the completion date'), the Group completed the
acquisition of 100% of the issued share capital of Dalton Capital (Holdings)
Limited, the parent company of Dalton Strategic Partnership LLP ("Dalton"), a
UK based boutique asset manager for a total consideration of £15.6m which
includes an estimated deferred consideration amount of £7.1m payable 12
months after completion and calculated based on the AuM at the time the
deferred consideration is payable.
The transaction added £1.3bn to the Group's overall AuM and a leading
European investment team with established funds and a longstanding track
record. It also provides Polar Capital with broader wholesale and
institutional distribution into Europe, particularly in the German market.
The following table summarises the consideration paid for the acquisition, the
fair value of assets acquired and liabilities assumed at the completion date
and goodwill.
Purchase consideration at 26 February 2021:
£'000
Cash paid 8,472
Ordinary shares issued (7,482 shares)(1) 50
Deferred consideration 7,109
Total purchase consideration 15,631
The fair values of the assets acquired and liabilities assumed at completion
date are as follows:
£'000
Assets
Property and equipment 139
Other investments 10
Cash and cash equivalents 1,060
Trade receivables(2) 1,170
Other receivables 366
Intangible assets(3) 11,628
14,373
Liabilities
Trade and other payables 2,417
Other financial liability 886
Deferred tax liabilities (4) 2,209
5,512
Total identifiable net assets 8,861
Goodwill 6,770
Total 15,631
1. Fair value is based on the published share price of Polar Capital Holdings
plc on 26 February 2021 of £6.6.
2. Trade receivables equal to their gross amount and are fully recoverable.
3. Relates to the investment management contracts acquired as part of the
acquisition whose fair value was calculated using the Multi Period Excess
Earnings Method ('MEEM').
4. Deferred tax liability arising on acquisition.
Goodwill on acquisition is attributable to the expected synergies from
combining the operations of Dalton Strategic Partnership LLP with the Group's
operations. None of the goodwill recognised is expected to be deductible for
income tax purposes.
The useful life of the investment management related intangible asset is
estimated as 10 years.
The acquired business contributed revenues of £0.8m and net loss of £0.4m to
the Group for the period from 26 February to 31 March 2021. Acquisition costs
of £2.4m were recognised within operating costs in the consolidated statement
of profit or loss.
If the acquisition had occurred on 1 April 2020, consolidated pro-forma
revenue and net profit (including pro-forma exceptional item of £1.1m) for
the year ended 31 March 2021 would have been £211.0m and £75.3m
respectively.
8. Goodwill and intangible assets
Investment management
Contracts
Goodwill £'000 Total
£'000 £'000
Cost
As at 1 April 2020 - - -
Acquisition during the year 6,770 18,647 25,417
As at 31 March 2021 6,770 18,647 25,417
Amortisation and impairment
As at 1 April 2020 - - -
Amortisation for the year - 419 419
Impairment for the year - - -
As at 31 March 2021 - 419 419
Net book value as at 31 March 2021 6,770 18,228 24,998
There were no indications of impairment to the carrying value of the
intangible assets as at balance sheet date.
The Group has also performed an impairment test for goodwill as at 31 March
2021 and given the proximity of initial recognition to year end, the Group has
assessed that there is sufficient headroom and therefore no impairment was
required.
The table below shows the carrying amount assigned to each component of the
intangible asset and the remaining amortisation period.
Remaining
Carrying amortisation
Value period
£'000
Investment management contracts acquired from Dalton Capital (Holdings) 11,531 9.92 Years
Limited
Investment management contracts acquired from First Pacific Advisors LP 6,697 9.54 Years
18,228
9. Subsidiary undertakings
The consolidated financial statements of the Group include the operating
subsidiaries listed below. At 31 March 2021 and 2020 all operating
subsidiaries, other than Polar Capital Partners Limited and Polar Capital US
Holdings Limited, were indirectly held. All operating subsidiaries are wholly
owned, except for: Polar Capital LLP in which Polar Capital Partners Limited
has contributed 25% of the capital.
Name Country of incorporation Registered Principal
office activities
Polar Capital Partners Limited UK 16 Palace Street, London Services company
Polar Capital US Holdings Limited UK 16 Palace Street, London Investment holding company
Polar Capital LLP UK 16 Palace Street, London Investment management
Polar Capital Secretarial Services Limited UK 16 Palace Street, London Corporate Secretary
Polar Capital Partners (Jersey) Limited Jersey 12 Castle Street, St Helier, Jersey Investment management
Polar Capital (America) Corporation USA 2711 Centreville Road, Wilmington, USA Investment advisory
Polar Capital (Europe) SAS France 18 Rue de Londres, 75009 Paris, France Investment management
Polar Capital (Shanghai) Consulting Co Limited China Bund Finance Centre S2, No.600 Zhongshan East 2 Road, Shanghai, 200010 Services company
Polar Capital Holdings LLC USA 1209 Orange Street, Wilmington, USA Investment holding company
Dalton Capital (Holdings) Limited UK Princes Court, 7 Princes Street, London, United Kingdom, EC2R 8AQ Investment holding company
Dalton Strategic Partnership LLP UK Princes Court, 7 Princes Street, London, United Kingdom, EC2R 8AQ Investment management
Dalton Capital (UK) Limited UK Princes Court, 7 Princes Street, London, United Kingdom, EC2R 8AQ Investment holding company
The consolidated financial statements of the Group also include the following
seed capital investments and indirectly held entities which were judged to
require consolidation into the Group as at 31 March 2021:
Name Country of Registered Office Principal activities Percentage
incorporation of ordinary
shares held
Polar Capital China Stars Fund Ireland 4 Georges Court, UCITS sub-fund 68%
54-62 Townsend Street,
Dublin
Polar Capital China Mercury Fund Cayman Islands PO Box 309 Ugland House Alternative Fund 66%
Grand Cayman KY1-1104
Cayman Islands
Polar Capital Emerging Market Stars Fund USA 50 S.LaSallee Street, Mutual Fund 100%
Chicago, IL 60603
Phaeacian Partners Holdings LP USA 1209 Orange Street, Investment 55%
Wilmington, USA management
Phaeacian Partners LLC USA 1209 Orange Street, Investment 55%
Wilmington, USA management
10. Financial Instruments
The fair value of financial instruments that are traded in active markets at
each reporting date is determined by reference to quoted market prices or
dealer price quotation (bid price for long positions and ask price for short
positions), without any deduction for transaction costs. For financial
instruments not traded in an active market, such as forward exchange
contracts, the fair value is determined using appropriate valuation techniques
that take into account the terms and conditions of the contracts and utilise
observable market data, such as spot and forward rates, as inputs.
The Group uses the following hierarchy for determining and disclosing the fair
value of financial instruments by valuation technique:
Level 1: quoted (unadjusted) prices in active markets for identical assets or
liabilities.
Level 2: other techniques for which all inputs which have a significant effect
on the recorded fair value are observable, either directly or indirectly.
Level 3: techniques which use inputs which have a significant effect on the
recorded fair value that are not based on observable market data.
At the end of both the current year as well as the comparative period, all
financial instruments at fair value through profit or loss held by the Group
were Level 1 except for:
• forward foreign exchange contracts classified as Level 2. These
were fair valued using valuation techniques that incorporate foreign exchange
spot and forward rates.
• deferred consideration payable are classified as Level 3. These
were fair valued using discounted cash flow model that incorporates
unobservable inputs.
The fair value hierarchy of financial assets and liabilities which are carried
at fair value at the year end is as follows:
2021 2020
Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total
£'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
Financial assets
Assets at FVTPL 57,151 - - 57,151 38,654 - - 38,654
Other financial assets - 84 - 84 2,322 - - 2,322
57,151 84 - 57,235 40,976 - - 40,976
Financial liabilities
Liabilities at FVTPL 6,328 - 14,054 20,382 3,457 - - 3,457
Other financial liabilities 4,069 - - 4,069 - 2,444 - 2,444
10,397 - 14,054 24,451 3,457 2,444 - 5,901
Movement in liabilities at FVTPL categorised as Level 3 during the year were:
31 March 2021
£'000
At 1 April 2020 -
Additions(1) 15,014
Repayment (517)
Net revaluation gain recognised in the statement of profit or loss (443)
At 31 March 2021 14,054
1. Additions during the year relate to deferred consideration in relation to
the business acquisition of Dalton Capital (Holdings) Limited and asset
acquisition from FPA.
The fair value of financial instruments not held at fair value approximates to
their carrying value as at reporting date. During the reporting period there
were no transfers between levels in fair value measurements.
11. Notes to the Cash Flow Statement
A reconciliation of profit before taxation to cash generated from operations
is as follows:
31 March 2021 31 March 2020
£'000 £'000
Profit on ordinary activities before taxation 75,915 50,880
Interest receivable and similar income (53) (313)
Investment income (239) (279)
Interest on lease 107 151
Depreciation of non-current property and equipment 1,399 1,361
Revaluation of liability at FVTPL (443) -
Amortisation and impairment of intangible assets 419 -
(Increase)/decrease in assets at FVTPL (14,270) 581
Increase/(decrease) in other financial liabilities 5,109 (1,940)
(Increase)/decrease in receivables (9,109) 431
Increase/(decrease) in trade and other payables 26,491 (2,751)
Share-based payment 5,625 5,159
(Decrease)/increase in liabilities at FVTPL(1) (6,134) 404
Release of fund units held against deferred remuneration 5,633 4,917
Other non-cash item 404 -
Cash generated from operations 90,854 58,601
1. Movement includes those arising from acquiring and/or losing control of
consolidated seed funds.
12. Related party transactions
Transactions between the Company and its subsidiaries, which are related
parties of the Company, have been eliminated on consolidation and are not
included in this Note.
13. Status of results announcement
The Board of Directors approved this results announcement on 30 June 2021.
Whilst the financial information included in this announcement has been
prepared in accordance with International Financial Reporting Standards
("IFRS") as endorsed by the European Union, this announcement does not itself
contain sufficient information to comply with all the disclosure requirements
of IFRS and does not constitute statutory accounts of the Group for the years
ended 31 March 2021 or 31 March 2020.
Neither the contents of the Company's website nor the contents of any website
accessible from the hyperlinks on the Company's website (or any other website)
is incorporated into or forms part of this announcement.
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