3I Annual Report 2005
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3i Group plc plc 3i Group 91 Waterloo Road 3i Group plc Report and accounts 2005 London SE1 8XP UK Telephone +44 (0)20 7928 3131 Report and accounts 2005 Fax +44 (0)20 7928 0058 Website www.3igroup.com M40105 May 2005 Information for shareholders Financial calendar Ex-dividend date 15 June 2005 3i is a world leader in private equity and venture Record date 17 June 2005 Annual General Meeting 6July 2005 Final dividend to be paid 15 July 2005 capital. We focus on Buyouts, Growth Capital Interim dividend expected to be paid January 2006 and Venture Capital and invest across Europe, Shareholder profile Location of investors at 31 March 2005 UK (including retail shareholders) 80.22% Continental Europe 10.44% the United States and Asia. US 7.54% Other international 1.80% Our competitive advantage comes from our Share price Share price at 31 March 2005 671p High during the year (15 February 2005) 731p international network and the strength and breadth Low during the year (12 and 13 August 2004) 528p of our relationships in business. These underpin Balance analysis summary Number Number of holdings of holdings Corporate Balance as at the value that we deliver to our portfolio and to Range Individuals bodies 31 March 2005 % 1 – 1,000 25,553 2,269 14,245,580 2.32 our shareholders. 1,001 – 10,000 6,204 1,804 18,199,037 2.96 10,001 – 100,000 166 537 24,954,052 4.06 100,001 – 1,000,000 22 342 124,294,921 20.23 1,000,001 – 10,000,000 096 270,168,225 43.97 10,000,001 – highest 010 162,547,352 26.46 Total 31,945 5,058 614,409,167 100.00 The table above provides details of the number of shareholdings within each of the bands stated in the Register of Members at 31 March 2005. Registrars For shareholder administration enquiries, including changes of address, please contact: Lloyds TSB Registrars The Causeway Worthing West Sussex BN99 6DA Telephone +44 (0)870 600 3970 Investor relations and general enquiries For all investor relations and general enquiries about 3i Group plc, including requests for further copies of the Report and accounts, please contact: Group Communications 3i Group plc 91 Waterloo Road London SE1 8XP Contents Financial statements Additional financial information Telephone +44 (0)20 7928 3131 01 Financial highlights 49 Consolidated statement of total return 71 Portfolio valuation methodology Fax +44 (0)20 7928 0058 02 3i at a glance 49 Reconciliation of movement 72 Ten largest investments e-mail [email protected] 03 Our business lines in shareholders’ funds 73 Forty other large investments or visit our investor relations website www.3igroup.com for full up-to-date 04 Chairman’s statement 50 Consolidated revenue statement 74 New investment analysis investor relations information including the latest share price, recent annual 06 Chief Executive’s statement 51 Consolidated balance sheet 75 Portfolio analysis and interim reports, results presentations and financial news. 08 Our vision 52 Parent company balance sheet 77 Realisations analysis 16 Operating and financial review 53 Consolidated cash flow statement 77 Funds under management 3i Group plc is authorised and regulated by the Financial Services 27 Corporate responsibility report 54 Accounting policies 78 Returns and IRRs – an explanation Authority as a deposit taker. 32 Board of Directors 56 Notes to the accounts 80 Private equity and venture capital – 34 Directors’ report 70 Principal subsidiary undertakings a lexicon 40 Directors’ remuneration report and joint ventures 48 Independent auditors’ report Inside back cover Information for shareholders Designed and produced by Radley Yeldar (London). Printed by CTD Printers Limited. Investor relations and general enquiries The paper used for the production of this brochure is manufactured from 50% totally chlorine free pulps sourced from plantation forests, offcuts and forest thinnings. With thanks to the members of the 3i team who took part in the photography contained in this report. The further 50% is manufactured from recovered fibres. Financial highlights Return on opening shareholders’ funds Realisation proceeds 15.9% £1.3bn Total return Dividend per share £512m 14.6p 2005 2004 (as restated)* Total return on opening shareholders’ funds 15.9% 18.8% Diluted net asset value per share 603p 535p Dividend per share 14.6p 14.0p Realised profits on disposal of investments £260m £228m New investment £755m £784m – Including co-investment funds £962m £979m Realisation proceeds £1.3bn £0.9bn – Including co-investment funds £1.7bn £1.1bn *As restated to reflect the adoption of FRS 17 – Retirement Benefits and UITF 38 – Accounting for ESOP Trusts. Gross portfolio return 2005 2004 Buyouts 22% 25% Growth Capital 24% 23% Venture Capital 11% 5% Comparison of 3i’s compound annual return Smaller Minority Investments (“SMI”) 7% 17% (net asset value plus dividends re-invested) with the FTSE All-Share total return index The relationship between 3i’s measures of return is explained in detail on pages 20 and 78. (%) for the year to 31 March 2005 1 year 15.9 15.6 2 years 17.2 23.0 3 years 0.5 2.0 5 years (4.7) (1.4) 3i return FTSE All-Share 01 3i at a glance Our purpose: to provide quoted access to private equity returns. Our vision: – to be the private equity firm of choice; – operating on a world-wide scale; – producing consistent market-beating returns; – acknowledged for our partnership style; and – winning through our unparalleled resources. What we do Where we operate What differentiates 3i 3i is a world leader in private equity 3i operates through a network 3i’s network, resources, scale and venture capital, investing in of teams located in 13 countries and approach are our key Buyouts, Growth Capital and in Europe, Asia and the US. differentiators. All of these Venture Capital. We continue to build deliver market access, insight We use our international and refine our network and are for investment decision making network to source and assess in the process of opening an and the ability to add significant a wide range of investment office in Shanghai and recruiting value to the companies in which opportunities, selecting only those a team to develop a business we invest. which meet our return and quality in India. The strength of 3i’s criteria. Then, having made an balance sheet also enables us investment, we work in active to take a more flexible and partnership with the boards of our longer-term approach to the portfolio companies to create value financial structuring of individual all the way through to the ultimate investments. realisation of our investment. Portfolio by value (£m) as at 31 March 2005 Trend in international portfolio value (%) for the years to 31 March Buyouts 1,570 36% UK Growth Capital 1,226 18% International Venture Capital 743 SMI 762 17% 48 29% 42 34 37 29 22 2000 2001 2002 2003 2004 2005 02 3i Report and accounts 2005 Our business lines Buyouts Gross portfolio return Financial highlights (£m) 3i’s mid-market Buyout business for the year to 31 March 2005 operates primarily on a pan-European Gross portfolio basis, investing in businesses with a 22% return 332 Investment transaction value of up to 11 billion. Portfolio value 338 Realisation proceeds 505 £1,570m Realised profit 117 Unrealised value movement 139 Growth Capital Gross portfolio return Financial highlights (£m) 3i’s Growth Capital business makes for the year to 31 March 2005 minority investments in established Gross portfolio and profitable businesses across 24% return 286 Investment Europe and Asia, typically investing Portfolio value 263 Realisation between 110 million to 1100 million proceeds 443 per transaction. This business line £1,226m Realised profit 104 also manages 3i’s minority equity Unrealised value 116 investments in smaller buyouts. movement Venture Capital Gross portfolio return Financial highlights (£m) 3i’s Venture Capital business operates for the year to 31 March 2005 on an international basis, with a focus Gross portfolio on the software, communications, 11% return 74 Investment healthcare and electronics sectors, Portfolio value 143 Realisation typically investing between 12 million proceeds 156 and 110 million per transaction. £743m Realised profit 37 Unrealised value movement 33 3i’s Smaller Minority Investments (“SMI”) Group financial highlights (£m) for the year to 31 March 2005 initiative, established in 2001, generates Total returns from some of our older and Gross portfolio return 762 332 286 74 70 lower-growth investments. It is our Investment objective to realise the SMI portfolio 755 338 263 143 11 over the medium term. SMI comprises Realisation proceeds 1,302 505 443 156 198 807 investments valued at £762 million, Realised profit 260 117 104 37 2 representing 18% by value and 54% by Unrealised value movement 270 (18) 139 116 33 number of 3i’s total portfolio. Buyouts Growth Capital Venture Capital SMI 03 Chairman’s statement A year of progress on many fronts 3i’s business, balance sheet and board Looking forward, the Board intends to have all developed considerably this year. achieve the return of an additional The results for the Company are a good £500 million to shareholders through a financial performance and strong cash combination of special dividend and flow, an enhanced competitive position share repurchases. The Board therefore and opportunities to grow value for proposes to pay a special dividend shareholders in the years ahead. of 40.7p per share (approximately In summary, a year of progress on £250 million) as soon as practicable after many fronts. the Annual General Meeting on 6 July. Our very high level of realisations The Board also proposes that the has afforded the opportunity to return balance of about £250 million be £500 million to our shareholders, thus returned to shareholders through a improving our capital efficiency, without programme of on-market share compromising our ability to grow.