Financial Statements of the Investment Fund
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B.E.S.T. DISCOVERIES FUND INC. ANNUAL REPORT 2005 ANNUALANNUAL REPORTREPORT 20052005 B.E.S.T. DISCOVERIES FUND INC. 2005 B.E.S.T. DISCOVERIES FUND INC. Dear Shareholder, The year ended September 30, 2005 has presented several challenges for The Business, Engineering, Science & Technology Discoveries Fund but also numerous opportunities. While we have seen the rationalization of some of the values of our portfolio we continue to see strong performance in our core holdings which we believe provide a strong outlook for the future. We continued to support our strongest holdings by providing expansion capital to several of our most promising investments. In addition the Fund made investments in two new companies which we believe will emerge as leaders in their markets and provide the Fund with long-term capital appreciation. Portfolio companies such as Iogen Corp., Evault Inc., Protus IP Solutions Inc., and Dragonwave Inc. continue to impress us with strong growth as they become leaders in their respective markets. There is growing evidence that the capital markets are opening to earlier stage companies and the technology sector in particular. We believe that this will help the Fund to realize gains and deliver significant returns to you, the shareholder. As always, we are committed to fostering an environment of good corporate governance and building the trust of shareholders. Our independent board of directors is constantly challenging us to build value in the Fund while always promoting the highest ethical and professional standards. Thank you for your continued support. Yours Truly, John M.A. Richardson Chief Executive Officer 1 ANNUAL REPORT 2005 Management Report of Fund Performance For the year ended September 30, 2005 This annual management report of fund performance contains financial highlights but does not contain the complete annual financial statements of the investment fund. You can get a copy of the annual financial statements at your request, and at no cost, by calling 1-800-795-BEST (2378), by writing to us at 20 Adelaide Street East, Suite 400, Toronto, Ontario, M5C 2T6, by visiting our website at www.bestfunds.ca or SEDAR at www.sedar.com. Shareholders may also contact us using one of these methods to request a copy of the Fund’s proxy voting policies and procedures, proxy voting disclosure record, or semiannual portfolio disclosure. Investment Objectives and Strategies The Fund invests in small and medium-sized eligible businesses with the objective of achieving maximum long- term capital appreciation. The Fund’s investments are selected on the basis of various criteria including a review of industry economics, managerial capability, product or service competitiveness, growth potential and past performance. The Fund primarily focuses on niche businesses and other companies with a broader market focus, which are capitalizing on innovative uses of engineering, science and technology. The Fund diversifies its portfolio by investing in eligible companies that are at different stages of development in a variety of high potential industries, which include telecommunications, information technology and alternative energy. The Fund is subject to the investment restrictions contained in the Community Small Business Investment Funds Act (Ontario) as further described in the Fund’s prospectus. Risk There is no change in the suitability of the Fund for investment from that stated in the Fund’s prospectus. Results of Operations The Net Asset Value of the Fund at the end of the year was $49.7 million with 6.94 million Class A Shares outstanding. This compares to the prior year ending September 30, 2004 Net Asset Value of $60.1 million with 7.1 million Class A Shares outstanding. The decline in Net Asset Value is due to a net loss from operations of $3.0 million, a loss on investments of $5.8 million and net redemptions of $1.6 million. The loss on investments is due to unrealized losses on the Fund’s investment holdings during the year of $5.4 million and realized losses of $0.4 million. Interest and other income were down 11.8% for the year compared to last year. This decline is due to the lower balances of interest earning securities held by the Fund which are mainly composed of reserve funds. Total expenses for the year increased by 6.4% or $243,000 from last year. This is due to higher Management Fees, Advisory Fees and Sponsor Fees, which reflect the higher average Net Asset Value of the Fund for the year. Other costs such as legal, auditing and administrative fees increased as a result of the higher cost of administration, custodian and compliance costs. 2 B.E.S.T. DISCOVERIES FUND INC. The Fund made investments during the year in two new companies: AssetMetrix Inc. and Wellington Polymer Technology Inc., for a total of $2.9 million. The Fund also provided follow-on financing to several of its existing portfolio companies in the amount of $1.9 million. The Fund managed to attract additional new subscriptions during the year of $2.7 million compared to the prior year when the Fund raised only $930,000. The new subscriptions however, were offset by redemptions in the amount of $4.2 million. Recent Developments On September 20, 2005, the Ontario government announced plans to phase out the Ontario tax credit for investors as follows: Taxation Year RSP Sales Season LSIF Tax Credit 2005 2006 15% 2006 2007 15% 2007 2008 15% 2008 2009 15% 2009 2010 10% 2010 2011 5% Should the government implement legislation to this effect, investors who purchase the Fund after the date the credit is eliminated will no longer be eligible for a provincial tax credit equal to 15% of the purchase price of Class A Shares of the Fund. The Ontario government also announced that they will consult further with the industry on transition rules governing pacing, eligibility and other reporting requirements. Related Party Transactions B.E.S.T. Investment Counsel Limited, the Manager and Advisor to the Fund and The International Federation of Professional and Technical Engineers – Local 164, the Sponsor to the Fund, are deemed to be related parties. Please refer to the section titled “Management Fees” which outlines the fees paid to these related parties during the year. John Richardson, the Chief Executive Officer of the Fund, is a director, officer and indirectly controls all of the voting securities of B.E.S.T. Investment Counsel Limited. Financial Highlights The following tables show selected key financial information about the Fund and are intended to help you understand the Fund’s financial performance for the past five years for the Class A Shares, Series I and for the past four years for the Class A Shares, Series II and Series III. This information is derived from the Fund’s audited annual financial statements. 3 ANNUAL REPORT 2005 The Fund’s Net Asset Value (NAV) per Class A Share, Series I 2005 2004 2003 2002 2001 Net Asset Value, beginning of the year $ 8.48 $ 8.36 $10.14 $11.28 $14.98 Increase (decrease) from operations: Total revenues $ 0.14 $ 0.16 $ 0.09 $ 0.27 $ 0.32 Total expenses $(0.57) $(0.53) $ (0.60) $ (0.74) $ (0.93) Realized gains (losses) for the period $(0.05) $(0.08) $ (0.34) $ (0.56) $ 0.03 Unrealized gains (losses) for the period $(0.77) $ 1.02 $ (0.83) $ (0.01) $ (3.02) Total increase (decrease) from operations (1) $(1.25) $ 0.57 $ (1.68) $ (1.04) $ (3.60) Net Asset Value, end of the year $ 7.18 $ 8.48 $ 8.36 $10.14 $11.28 The Fund’s Net Asset Value (NAV) per Class A Share, Series II 2005 2004 2003 2002 Net Asset Value, beginning of the year $ 8.13 $ 8.40 $10.14 $11.22 Increase (decrease) from operations: Total revenues $ 0.13 $ 0.15 $ 0.10 $ 0.05 Total expenses $(0.57) $(0.49) $ (0.59) $ (0.55) Realized gains (losses) for the period $(0.05) $(0.07) $ (0.35) $ (0.52) Unrealized gains (losses) for the period $(0.72) $ 1.04 $ (0.82) $ 0.01 Total increase (decrease) from operations (1) $(1.21) $ 0.63 $ (1.66) $ (1.01) Net Asset Value, end of the year $ 7.01 $ 8.13 $ 8.40 $10.14 The Fund’s Net Asset Value (NAV) per Class A Share, Series III 2005 2004 2003 2002 Net Asset Value, beginning of the year $ 9.04 $ 8.56 $10.23 $11.20 Increase (decrease) from operations: Total revenues $ 0.13 $ 0.16 $ 0.09 $ 0.05 Total expenses $(0.60) $(0.60) $ (0.60) $ (0.52) Realized gains (losses) for the period $(0.07) $(0.08) $ (0.34) $ (0.51) Unrealized gains (losses) for the period $(1.28) $ 1.01 $ (0.82) $ 0.01 Total increase (decrease) from operations (1) $(1.82) $ 0.49 $ (1.67) $ (0.97) Net Asset Value, end of the year $ 7.74 $ 9.04 $ 8.56 $10.23 (1) Net Asset value is based on the actual number of shares outstanding at the relevant time. The increase/decrease from operations is based on the weighted average number of shares outstanding over the financial period. 4 B.E.S.T. DISCOVERIES FUND INC. Ratios and Supplemental Data Class A Shares, Series I 2005 2004 2003 2002 2001 Net assets (1) $44,344,000 $54,946,795 $54,117,646 $64,001,038 $66,236,518 Number of shares outstanding (1) 6,179,430 6,482,747 6,470,587 6,309,028 5,870,039 Management expense ratio (2) 6.61% 6.26% 6.75% 6.75% 6.55% Management expense ratio before waivers 6.61% 6.26% 6.75% 6.75% 6.55% Portfolio turnover (3) 8.32% 15.20% 25.29% 31.02% 16.37% Trading expense ratio (4) 0% 0% 0% 0% 0% Closing pricing NAV per share $7.43 $8.82 $8.36 $10.14 $11.28 Class A Shares, Series II 2005 2004 2003 2002 Net assets (1) $5,129,431 $5,112,067 $5,043,439 $3,446,355 Number of shares outstanding (1) 731,389 629,335 600,532 339,733 Management expense ratio (2) 6.55% 6.74% 6.50% 6.82% Management expense ratio before waivers 6.55% 6.74% 6.50% 6.82% Portfolio turnover (3) 8.32% 15.20% 25.29% 31.02% Trading expense ratio (4) 0% 0% 0% 0% Closing pricing NAV per share $7.53 $8.86 $8.40 $10.14 Class A Shares, Series III 2005 2004 2003 2002 Net assets (1) $239,611 $88,820 $84,015 $100,407 Number of shares outstanding (1) 30,950 9,820 9,820 9,812 Management expense ratio (2) 6.84% 6.94% 7.41% 7.68% Management expense ratio before waivers 6.84% 6.94% 7.41% 7.68% Portfolio turnover (3) 8.32% 15.20% 25.29% 31.02% Trading expense ratio (4) 0% 0% 0% 0% Closing pricing NAV per share $7.74 $9.04 $8.56 $10.23 (1) This information is provided as at September 30 of the years shown.