Final Results
01 Julio 2003 - 6:29AM
UK Regulatory
GDT SECURITIES PLC
PRELIMINARY ANNOUNCEMENT OF ANNUAL RESULTS
The Directors announce the Company's results for the year to 30 April 2003 as
follows:-
TOTAL RETURN
Year to 30 April 2003
Revenue Capital Total
Return
�'000 �'000 �'000
Income and Gains
Accrued redemption premium - 1,984 1,984
------- ------- --------
Return before Expenses and Taxation - 1,984 1,984
Expenses - - -
------- ------- --------
Return before and after Taxation - 1,984 1,984
Appropriated to Non-Equity
Shareholders
Redemption premium reserve -
Zero Dividend Preference shares - (1,984) (1,984)
-------- -------- ---------
Return to Equity Shareholders - - -
transferred to/(from) from reserves
-------- -------- ---------
Note:
The revenue column shown above represents the profit and loss account of the
Company.
All revenue and capital items derive from continuing activities.
TOTAL RETURN (COMPARATIVE)
Year to 30 April 2002
Revenue Capital Total
Return
�'000 �'000 �'000
Income and Gains
Accrued redemption premium - 9,922 9,922
------- -------- --------
Return before Expenses and Taxation - 9,922 9,922
Expenses - - -
----- -------- --------
Return before and after Taxation - 9,922 9,922
Appropriated to Non-Equity
Shareholders
Redemption premium reserve -
Zero Dividend Preference shares - (9,922) (9,922)
----- ----- ------
Return to Equity Shareholders - - -
transferred to/(from) reserves
----- ----- ------
CAPITAL At At
30 April 30 April
2003 2002
�'000 �'000
Net Assets 5,144 113,989
Net Asset Value per Share (as per FRS
4):
Zero Dividend Preference shares 119.8p 109.4p
Ordinary shares (�73,201.15) Nil
Available Assets per Share (as per
Articles):
Zero Dividend Preference shares 119.8p 109.4p
Ordinary shares Nil Nil
REVIEW OF THE YEAR
The Company is registered as a public limited company and is an investment
company as defined by Section 266 of the Companies Act 1985.
At a Shareholders' Meeting on 26 June 2002, the investment policy of Gartmore
Distribution Trust PLC, the ultimate parent company of GDT Securities PLC, was
changed to enable a controlled realisation of the Group's assets in order to
maximise the assets available to Zero Dividend Preference shareholders.
In May 2002 the Company redeemed 80% of the Zero Dividend Preference shares in
issue at a rate of 109.37p per share, being their full pre-determined capital
entitlement at 30 April 2002, at a cost of �91,189,000.
In December 2002 a further 20.8% of the remaining Zero Dividend Preference
shares were redeemed at 115.32p per share, being their full pre-determined
capital entitlement at 28 November 2002, at a cost of �4,999,000.
These redemptions represented 84.2% of the Zero Dividend Preference shares in
issue at 30 April 2002 and reduced the number in issue at 30 April 2003 to
16,510,947 (2002: 104,223,106).
It is expected that the Company will be wound-up on 30 April 2004, following
shareholder approval for the re-dating of the Zero Dividend Preference shares
to that date.
Fundamental Uncertainty - Going Concern and Investment Valuations
On 26th June 2002, following approval by the Zero Dividend Preference
shareholders, the Directors resolved to realise the assets of the Group in a
controlled manner by no later than 30th April 2004, and then to convene an
Extraordinary General Meeting of the Company, at which a resolution will be
proposed to put the Company into members' voluntary liquidation. As permitted
by FRS 18 "Accounting Policies", the Directors have decided to prepare the
financial statements on a going concern basis since they consider this is the
most appropriate basis to adopt in the circumstances and provides the most
relevant information for shareholders.
In light of the Group's changing circumstances, the Parent Company's Directors
have made certain adjustments to the method of valuing the Group's assets. In
particular, the Parent Company's investment portfolio has been valued at
bid-market price values, net of notional dealing charges, as the Parent
Company's Directors consider these values provide a better representation than
middle-market values, of their intention to realise the portfolio.
However, certain investments comprising shares in other split-capital
investment companies, are subject to a deficiency of market liquidity, as a
result of prevailing market conditions. The carrying value of investments
included in the Group financial statements potentially affected by deficient
market liquidity amounted in total to �657,000 (2002: �6,273,000)
The Parent Company's Directors recognise that, in current market conditions,
there is uncertainty as to the ability to realise some, or all of these
investments at their quoted bid-price valuations. Consequently, further
adjustments may be necessary, but at this stage it is not possible to determine
the extent to which, if any, they need to be made. The Parent Company's
Directors do not intend to sell such investments below bid-price valuations in
the short term and, consequently, they believe it appropriate to carry these
investments at bid prices on the basis that an improvement in market liquidity
is expected to occur within the controlled realisation time scale.
Accordingly, the recoverability of the amounts due from the Parent Company, and
hence the ability of the Company to redeem its Zero shares at their redemption
values on future dates, which will be calculated with reference to their
pre-determined entitlements on those dates, is dependent upon the Parent
Company's ability to realise sufficient funds.
In this connection, the amount owed by the Parent Company is directly
equivalent to the amount owed in respect of the Zero shares, which accrue at a
predetermined rate of entitlement, subject to the availability of sufficient
liquid funds within the Parent Company. The Non-Equity Shareholders' Funds
shown in the Balance Sheet as at 30th April 2003 represent this entitlement at
the Balance Sheet date, based on the assessment of conditions at that date, and
subject to the fundamental uncertainties set out herein.
Accounting Policies
The financial statements have been prepared on the basis of the accounting
policies used by the Company's parent, Gartmore Distribution Trust PLC, which
comply with applicable United Kingdom law and accounting standards and with the
main requirements of the Statement of Recommended Practice for Investment
Trusts.
Winding-up
It is expected that the Company will be wound-up on 30th April 2004. On a
winding-up, the Zero Dividend Preference shares rank for repayment prior to the
Ordinary shares.
ANNUAL REPORT AND ACCOUNTS
The financial information set out in the announcement does not constitute the
Company's statutory accounts for the years ended 30th April 2003 or 2002. The
financial information for the year ended 30th April 2002 is derived from the
statutory accounts for that year which have been delivered to the Registrar of
Companies. The statutory accounts for the year to 30th April 2003 will be
delivered to the Registrar of Companies following the Company's Annual General
Meeting. The auditors reported on those accounts; their reports were
unqualified and did not contain statements under s237(2) or s237(3) of the
Companies Act 1985.
The Report and Accounts for the year to 30 April 2003 is an appendix to the
Report & Accounts of Gartmore Distribution Trust PLC and will be posted to
shareholders shortly. Copies will also be available from the Registered Office
of the Company: Gartmore House, 8 Fenchurch Place, London EC3M 4PB.
ANNUAL GENERAL MEETING
The Annual General Meeting for 2003 will be held at the Company's Registered
Office on Thursday, 31 July 2003, at 11.05 a.m. or as soon thereafter as the
Annual General Meeting of Gartmore Distribution Trust PLC is concluded.
GDT Securities PLC
Gartmore Investment Limited - Secretaries
1 July 2003
END