Strategic Report |
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Highlights |
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30 June 2017 |
30 June 2016 |
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Net assets [1] |
£52,048,000 |
£53,400,000 |
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NAV per Ordinary Share |
98.74p |
101.31p |
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Share price at 30 June 2017 |
97.75p |
89.75p |
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Discount to NAV |
1.0% |
11.4% |
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Profit for the year |
£2,440,000 |
£3,655,000 |
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Dividend per share declared in respect of the period [2] |
6.375p |
4.95p |
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Total return per Ordinary Share (based on NAV) |
+4.6% |
+7.1% |
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Total return per Ordinary Share (based on share price) |
+16.0% |
-6.5% |
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Ordinary Shares in issue |
52,660,350 |
52,660,350 |
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[1] |
In addition to the Ordinary Shares in issue, 50,000 Management Shares of £1 each are in issue (see Note 21). |
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[2] |
Only 5.33p of the 6.375p per Ordinary Share dividends declared out of the profits for the year ended 30 June 2017 had been deducted from the 30 June 2017 NAV as the twentieth and twenty first dividends of 0.525p per Ordinary Share each had not been provided for at 30 June 2017 as, in accordance with IFRS, they were not deemed to be liabilities of the Company at that date. On 21 August 2017, the Company declared a dividend of 0.525p per Ordinary Share for the period from 1 July 2017 to 31 July 2017. This dividend will be paid on 29 September 2017. |
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Overview and Investment Strategy |
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General information |
SQN Secured Income Fund plc (the "Company" or "SSIF") was incorporated in England and Wales under the Companies Act 2006 on 13 July 2015 with registered number 09682883. It is an investment company, as defined in s833 of the Companies Act 2006. Its shares were listed on the London Stock Exchange Specialist Fund Segment on 23 September 2015 ("Admission"). On 28 April 2017, the Company changed its name from The SME Loan Fund plc to SQN Secured Income Fund plc. In order to reflect the new name of the Company, the ticker for the Ordinary Shares was changed to SSIF, with effect from 2 May 2017. |
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Following the passing of resolutions at a general meeting held on 27 April 2017, the investment objective and investment policy was changed to the following: |
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Investment objective |
The investment objective of the Company is to provide Shareholders with attractive risk adjusted returns, principally in the form of regular, sustainable dividends, through investment predominantly in a range of secured loans and other secured loan-based instruments originated through a variety of channels and diversified by way of asset class, geography and duration. |
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Investment policy |
The Company intends to achieve its investment objective by investing in a range of secured loan assets mainly through wholesale secured lending opportunities, secured trade and receivable finance and other collateralised lending opportunities. Loan assets will include both direct loans as well as other instruments with loan-based investment characteristics (for example, but not limited to, bonds, loan participations, syndicated loans, structured notes, collateralised obligations or hybrid securities) and may include (subject to the limit set out below) other types of investment (for example, equity or revenue- or profit-linked instruments). The Company may make investments through alternative lending platforms that present suitable investment opportunities identified by the Manager. |
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The Company will seek to ensure that diversification of its portfolio is maintained, with the aim of spreading investment risk. |
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Geography |
The Company will invest in loan assets in a broad range of jurisdictions (although weighted towards the UK, Continental Europe and North America) in order to build a global portfolio of loan assets. |
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Asset classes |
The Company will invest in a wide range of loan assets, including: short-term lending such as invoice and supply chain financing; mid-term lending such as trade or short-term bridge finance; and long-term lending such as the provision of fixed term loans with standard covenants and subject to monthly or quarterly interest payments. |
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Duration |
The Company will hold a portfolio of loans and other loan-based instruments with a range of durations to maturity. This is intended to provide the Company with both a liquid pool of assets ready for realisation, as well as a reliable stream of longer-term income. |
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Security |
The Company will seek to invest in loan assets with a range of different types of security. Typically, such security will be over a range of assets, including, but not limited to, property, intellectual property, tax credits, receivables, future income streams, pledges of shares or other specific assets, ownership of special purpose vehicles, personal or group company guarantees or via credit insurance, or a combination of these. Loan assets will be unsecured only in the case of short-term lending or investment, where the perceived level of risk in respect of the particular asset is low given the quality of the counterparty, credit assessment and design of the credit contract. |
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Sector |
The Company will be indifferent to sector when allocating funds for investment and, instead, will adhere to the investment restrictions which apply to the Company's loan portfolio as a whole in order to spread investment risk. |
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Investment restrictions |
The following investment restrictions (calculated based on the Company's gross assets at the time of investment or, if earlier, the date on which the Company commits to making the relevant investment) in respect of the deployment of the Company's capital have been established in pursuit of its aim to maintain a diversified investment portfolio and thus mitigate concentration risks: |
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Geography |
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- Minimum exposure to loan assets invested in UK |
60% |
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- Minimum exposure to loan assets in other jurisdictions around the world |
20% |
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Duration |
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- Minimum exposure to loan assets with a duration of less than 18 months |
10% |
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- Maximum exposure to loan assets with a duration of more than 36 months |
50% |
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Maximum single investment |
10% |
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Maximum exposure to a single borrower or group |
10% |
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Maximum exposure to loan assets sourced through a single alternative lending platform or other third party originator |
25% |
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Maximum exposure to any individual wholesale loan arrangement |
25% |
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Maximum exposure to working capital loans to alternative lending platforms |
5% |
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Maximum exposure to loan asset which are neither sterling-denominated nor hedged back to sterling |
15% |
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Maximum exposure to unsecured loan assets |
25% |
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Maximum exposure to assets (excluding cash and cash-equivalent investments) which are not loans or investments with loan-based investment characteristics |
10% |
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The Company will not invest in other listed closed-end investment funds. |
Borrowing The Company (including, for this purpose, any special purpose vehicles that may be established by the Company in connection with obtaining leverage against any of its assets) may employ borrowings (through bank or other facilities) of up to 35% of the Company's net asset value (calculated at the time of draw down), which includes, on a look-through basis, borrowings of any investee entity. |
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Hedging The Company intends, to the extent it is able to do so on terms that the Manager considers to be commercially acceptable, to seek to arrange suitable hedging contracts, such as currency swap agreements, futures contracts, options and forward currency exchange and other derivative contracts (including, but not limited to, interest rate swaps and credit default swaps) with the sole intention of hedging the Company's non-Sterling currency exposure back to Sterling. |
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Cash management The Company's un-invested or surplus capital or assets may be invested in cash or cash equivalents (including government or public securities (as defined in the rules of the FCA), money market instruments, bonds, commercial paper or other debt obligations with banks or other counterparties having a "single A" (or equivalent) or higher credit rating as determined by any internationally recognised rating agency selected by the Board (which may or may not be registered in the EU)). There is no limit on the amount of cash or cash equivalents that the Company may hold. |
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Changes to the investment policy No material change will be made to the investment policy without the approval of Shareholders by ordinary resolution. |
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Chairman's Statement |
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Introduction SQN Secured Income Fund plc is an investment company listed on the LSE and domiciled in the UK. It invests on a secured basis in and through small and medium sized companies in the UK and the rest of the world using fundamental credit skills. I am pleased to update Shareholders with my second Chairman's statement, covering the period under review from 1 July 2016 to 30 June 2017. Over the last year, the Company has undergone significant change, following a strategic review. These changes include diversifying the Shareholder base through a successful secondary placing of the Ordinary Shares previously held by GLI Finance Limited, the appointment of SQN Capital Management, LLC and its UK subsidiary, SQN Asset Management Limited, (together "SQN"), as manager of the Company from 1 April 2017, a change of name and changes to the Company's investment objective and policy/strategy. Under SQN's stewardship, the Company has been re-energised with the commencement of a direct lending programme. |
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Performance and Markets During the early part of the reporting period, despite continuing to make platform investments, the Board acknowledged that dividend income would not be able to meet our previous expectations. In April 2017, after the appointment of SQN as manager, we took steps to adjust the dividend policy for a short period whilst amendments were made to the portfolio. By the end of the reporting period, SQN had made progress in rebalancing the portfolio and committing the surplus cash with the majority of investments being direct rather than via platforms, and with sufficient earnings from interest payments to support a regular dividend payment of 6.25p for the current financial year. For the reporting period ended 30 June 2017, the Company generated a net profit of £2.4 million and earnings per Ordinary Share of 4.63p. The Company's NAV at 30 June 2017 was £52.0 million and NAV per ordinary share 98.74p (cum income) compared with £53.4 million and 101.31p as at 30 June 2016. The total return for the reporting period was 4.6%. Foreign exchange exposure on the 21.4% of non-Sterling assets, as a percentage of total assets, was fully hedged and any liquidity calls arising from the hedging strategy are considered manageable within the Company's cash flow. |
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Corporate Activity On 1 April 2017, management of the investment portfolio was transferred to SQN. Details of SQN's strong credentials for performing this role are included in the Investment Manager's report. In conjunction with the changes to the Company's investment management arrangements, our corporate broker also completed a successful secondary placing of the Ordinary Shares previously owned by GLI Finance Limited (representing 48% of the issued share capital) substantially with new investors. At a general meeting held on 27 April 2017, the investment objective and the policy of the Company were adjusted to allow for greater concentration of investments in quality, secured direct loans. In addition, the Board was authorised to allot up to 250 million Ordinary Shares and/or C Shares pursuant to a share issuance programme. This share issuance programme will enable the Company to raise additional capital promptly, enabling it to take advantage of new investment opportunities, thereby expanding and diversifying its investment portfolio. In turn, an increase in the market capitalisation of the Company should help to improve secondary market liquidity in the Ordinary Shares and attract a larger, more diversified Shareholder base. The Company will be required to publish a prospectus before it can issue Shares pursuant to any Share Issuance Programme. SQN committed to achieving a number of milestones (see Investment Manager's report) following their appointment and I am pleased to report that these have been achieved. This leaves the Company at the end of this reporting period with a solid foundation on which to support future capital raisings. |
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