crown private equity plc - london stock exchange · 2015. 4. 20. · strictly confidential...

CROWN PRIVATE EQUITY PLC

Annual Report and Audited Financial StatementsFor the year ended 31 December 2014

Registered Number: 349154

This document is for information only and is not an offer to sell or an invitation to invest. In particular, it

does not constitute an offer or solicitation in any jurisdiction where it is unlawful or where the person

making the offer or solicitation is not qualified to do so or the recipient may not lawfully receive any such

offer or solicitation. It is the responsibility of any person in possession of this document to inform them-

selves of, and to observe, all applicable laws and regulations of relevant jurisdictions. The information

and any opinions contained herein have been obtained from or are based on sources, which are believed

to be reliable, but their accuracy cannot be guaranteed. No responsibility can be accepted for any conse-

quential loss from this information. Performance numbers shown are records of past performance and as

such do not guarantee future performance. In addition, the information contained herein is unaudited.

Strictly confidential

Table of contents

Directors and other information 04 Background to the Company 05 Investment Advisor’s report 06 Directors’ report 08 Custodian’s report 14 Independent Auditors’ report 16 Statement of comprehensive income 18 Balance sheet 20 Statement of changes in net assets attributable to shareholders 22

Cash flow statement 23

Notes to the financial statements 24 Portfolio of investments 45

Table of contents l CROWN PRIVATE EQUITY Annual report 2014 03

Board of DirectorsUrs Gaehwiler (Swiss) Paul Garvey (Irish)André Lagger (Swiss) (resigned 2 October 2014)Roberto Paganoni (Dutch) (resigned 7 May 2014)Robert Schlachter (Swiss) (appointed 29 July 2014)Tycho Sneyers (Belgian)Desmond Tobin (Irish)

Independent DirectorKonrad Baechinger (Swiss)

Investment Advisor and DistributorLGT Capital Partners LimitedSchuetzenstrasse 68808 PfaeffikonSwitzerland

Main contacts:Tycho SneyersRobert Schlachter

Investment ManagerLGT Capital Partners (Ireland) LimitedSegrave House19/20 Earlsfort TerraceDublin 2Ireland

Main contact:Brian Goonan

Administrator/Transfer AgentLGT Fund Managers (Ireland) LimitedSegrave House19/20 Earlsfort TerraceDublin 2Ireland

Main contact:Paul Garvey

Trustee and CustodianCredit Suisse International, Dublin BranchKilmore HousePark LaneSpencer DockDublin 1Ireland

Secretary and Registered OfficeLGT Fund Managers (Ireland) LimitedSegrave House19/20 Earlsfort TerraceDublin 2Ireland

Main contact:Kathryn O’Driscoll

Independent AuditorsPricewaterhouseCoopersChartered Accountantsand Statutory Audit FirmOne Spencer DockNorth Wall QuayDublin 1Ireland

Legal Advisor and Listing SponsorMaples and CalderSolicitors75 St Stephen’s GreenDublin 2Ireland

Irish Paying AgentLGT Bank (Ireland) LimitedSegrave House19/20 Earlsfort TerraceDublin 2Ireland

Directors and other information

04 CROWN PRIVATE EQUITY Annual report 2014 l Directors and other information



The following information is derived from and should be read in conjunction with the full text and defini-tions section of Crown Private Equity plc’s (“CROWN PRIVATE EQUITY”, “CEB”, the “Company” or the “Fund”) prospectus (the “Prospectus”).

Structure

Fund size EUR 392.5 million

Date of incorporation 19 October 2001

Initial closing date 30 June 2003

Final closing date 30 June 2004

Vintage year 2003

Investment period: Start date End date

30 June 200330 June 2007

Commitment period up to 30 June 2015

Fund expiry date 30 June 2016

Extension periods up to two one-year extensions

The Company is an umbrella investment company with variable capital, incorporated on 19 October 2001 with limited liability under the laws of Ireland. The Com-pany was authorized by the Central Bank of Ireland on 2 July 2002 pursuant to the provisions of Part XIII of the Companies Act, 1990 and is comprised of one closed-ended sub-fund, Crown Private Equity plc (“CEB”). As there is only one sub-fund in the Company, the reference to sub-fund and Company are treated as interchangeable for the purpose of these accounts.

Background to the CompanyThe class A shares and class B shares of the Company were admitted to the Official List of the Irish Stock Exchange on 1 July 2003. Class D shares were admitted to the Official List on 4 May 2004.

The Prospectus was re-issued on 30 July 2010 to include updated financial information in accordance with the Prospectus (Directive 2003/71/EC) Regulations 2005. A supplement to the Prospectus was issued on 1 July 2011 to provide for the appointment of Credit Suisse Inter-national, Dublin Branch as Custodian to the Company. The Prospectus was subsequently re-issued on 29 June 2012 to reflect the change in the commitment period end date from 30 June 2012 to 30 June 2015.

At the Annual General Meeting on 3 June 2014 the shareholders approved an extension of the expiry date from 30 June 2015 to 30 June 2016.

Investment objective

The objective of the Company is to provide investors with access to a well diversified private equity port-folio investing in a range of buyout funds mainly focused on Europe.

Background to the Company l CROWN PRIVATE EQUITY Annual report 2014 05


Investment Advisor’s report

06 CROWN PRIVATE EQUITY Annual report 2014 l Investment Advisor’s report

NOTES:1) Related party investors are grouped for reporting purposes.2) Based on the latest available financial statements from the underlying private equity partnerships, i.e. primarily 30 September 2014.

PORTFOLIO REVIEW AT PARTNERSHIP LEVEL

Commitments

CEB has committed EUR 323.6 million (85.3% of total commitments) to 22 primary private equity partner-ships and EUR 55.6 million (14.7% of total commit-ments) to eight secondary transactions, comprising 13 private equity partnerships. The total commitments of EUR 379.2 million amount to 96.6% of the inves-tors’ total subscribed capital of EUR 392.5 million.

NAV SUMMARY

CEB’s net asset value (“NAV”) as of 31 December 2014 amounts to EUR 115.7 million, a decrease of EUR 35.6 million compared to the year ended 31 December 2013.

PORTFOLIO STRUCTURE

PORTFOLIO STRUCTURE AS OF 31 DECEMBER 2014C

RO

WN

EU

RO

PEA

N B

UY

OU

T

Investors Fund-of-funds Private equitypartnerships

Participationsin companies

241) Investors

22 Primary investments

8 Secondary transactions (13 partnerships)

3932) Companies


Investment Advisor’s report l CROWN PRIVATE EQUITY Annual report 2014 07

NOTES:1) Based on CEB’s commitments in private equity partnerships.2) Based on the stated geographical investment focus of the private equity partnerships. 3) Based on the latest available financial information from the underlying private equity partnerships, i.e. primarily 30 September 2014. 4) Geography refers to the location of the company’s head office.5) Fair market value (“FMV”) refers to the valuations ascribed to the various portfolio companies of the underlying private equity partnerships.

COMMITMENTS STRUCTURE1) PORTFOLIO REVIEW AT COMPANY LEVEL3)

CEB has indirectly invested in 393 companies of which 153 are still active and 240 have been fully realized.

CEB does not have a specific geographical or industrial target allocation but seeks broad diversification across these two dimensions.

INVESTMENT ACTIVITY

On 30 June 2007, the investment period for CEB ended.

LGT Capital Partners LimitedPfaeffikon, Switzerland

Tycho Sneyers

Robert Schlachter

13 February 2015

Pan-European11%

Nordic region 1%Eastern Europe 3%

Spain & Portugal 3%Benelux region

9%

Italy15%

German-speaking countries 18%

France20%

UK 20%

GEOGRAPHY2)

FUND SIZES(IN EUR MILLIONS)

250 –<50044%

500 –750 9%

<25040%

>7507%

INVESTMENT TYPE

200630%

2005 17%

2002 4%

2003 7%

1998: < 0.5%2001: < 0.5%

VINTAGE YEARS

200429%

Secondaries15%

Primaries85%

200710%

2000 3%

DIVERSIFICATION BY GEOGRAPHY4)

(FMV) 5) Other 1%

France 26%

Netherlands 7%

Spain 4%

UK38%

Norway 2%

Italy 7%

Germany 13%

Poland 2%

DIVERSIFICATION BY INDUSTRY (FMV) 5)

Industrial products24%

Media 3%

Financial5%

Real estate 2%

IT 5%

Consumer services20%

Consumer products15%

Industrial services 24%

Life sciences 2%


08 CROWN PRIVATE EQUITY Annual report 2014 l Directors‘ report

The Directors submit their report together with the audited financial statements, which comprise the statement of comprehensive income, balance sheet, statement of changes in net assets attributable to shareholders, the cash flow statement, the portfolio of investments and the related notes, for the year ended 31 December 2014 which may be available on the website of LGT Capital Partners Limited and/or any regulatory website as may be required by law and/or regulations.

Statement of Directors’ responsibilities

The Directors are responsible for preparing the annual report and the audited financial statements in accor-dance with applicable Irish law and International Financial Reporting Standards (“IFRS”) as adopted by the EU. Irish company law requires the Directors to prepare audited financial statements for each finan-cial year that give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for the year. In preparing the audited finan-cial statements, the Directors are required to:> select suitable accounting policies and then apply

them consistently;> make judgements and estimates that are reason-

able and prudent; and> prepare the audited financial statements on the

going concern basis unless it is inappropriate to pre-sume that the Company will continue in business.

The Directors confirm that they have complied with the above requirements in preparing the financial statements.

The Directors are responsible for keeping proper books of account which disclose with reasonable accu-racy at any time the financial position of the Company and to enable them to ensure that the audited state-ments are prepared in accordance with IFRS as adopted by the EU and comply with the Irish Companies Acts, 1963 to 2013 (the “Companies Acts”). They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the preven-tion and detection of fraud and other irregularities.

Under the Central Bank of Ireland’s Non-UCITS (Under-taking for Collective Investment in Transferable Secu-

Directors’ reportrities) Notices, the Directors are required to entrust the assets of the Company to the Custodian for safe-keeping.

The Directors are responsible for the integrity of the annual report and audited financial statements for the year ended 31 December 2014 which are included on the website of LGT Capital Partners Limited only. Notwithstanding anything else contained in this report, the Directors are not responsible for the maintenance and integrity of the annual report and audited financial statements for the year ended 31 December 2014 which may be included on any regulatory authority website as may be required by law and/or regulations.

Furthermore, if users of this annual report and audited financial statements are concerned with the inherent risks arising from electronic data communications, they are advised to refer to the hard copy of the annual report and audited financial statements to confirm the information included in the annual report and audited financial statements presented on either the website of LGT Capital Partners Limited and/or any regulatory authority.

The Company’s audited financial statements will be submitted to the Central Bank of Ireland and the Com-panies Announcements Services of the Irish Stock Exchange (the “ISE”). Any updated version of the Pro-spectus (to include all audited annual accounts of the Company) may be published in accordance with Part 8 of the Prospectus (Directive 2003/71/EC) Regulations 2005 on the website of the Central Bank of Ireland and be deemed available to the public accordingly.

The Directors have taken the view that the Fund is to be considered outside the scope of the EU’s Alterna-tive Investment Fund Managers Directive (“AIFMD”) on the basis that it is closed to new subscriptions from investors (30 June 2004) and to new commit-ments to investments (30 June 2007) as provided for in AIFMD. The Directors will conduct the business of the Fund accordingly and it is not proposed to update the Fund documentation to comply with any addi-tional disclosure requirements under AIFMD, unless instructed otherwise by the relevant authorities.


Directors‘ report l CROWN PRIVATE EQUITY Annual report 2014 09

Responsibility statement

In accordance with the Transparency (Directive 2004/ 109/EC) Regulations 2007 each of the Directors, in their role as directors, and whose names appear on page 4 confirm that, to the best of their knowledge and belief:> the Company’s Annual Report and Audited Finan-

cial Statements is prepared in accordance with IFRS as adopted by the EU, as applied in accordance with the Companies Acts, 1963 to 2013, and gives a true and fair view of the assets, liabilities and financial position of the Company as at 31 December 2014 and its profit for the year then ended; and

> the Directors’ report includes a fair review of the development and performance of the business and the position of the Company, together with a description of the principal risks and uncertainties that it faces.

Corporate governance statement

The following corporate governance statement is sourced from the Irish Funds Industry Association (“IFIA”) and is in compliance with European Commu-nities (Directive 2006/46/EC) Regulations (S.I. 450 of 2009 and S.I. 83 of 2010).

On 15 February 2011, the Board of Directors formally adopted the above mentioned corporate governance statement which was applied by the Company through-out 2014.

On 29 March 2012, the Board formally adopted a voluntary Corporate Governance Code for Collective Investment Schemes & Management Companies (the “Voluntary Code”) issued on 14 December 2011 by the IFIA.

As required by the Voluntary Code Konrad Baechinger was formally appointed as Independent Director on 1 June 2013.

Although there is no specific statutory corporate governance statement applicable to Irish collective investment schemes whose shares are admitted to trading on the ISE, the Company is subject to corpo-rate governance practices imposed by:

(i) the Companies Acts;(ii) the Memorandum and Articles of Association of

the Company (the “Articles of Association”);(iii) the Central Bank of Ireland in their Non-UCITS

Notices and Guidance Notes; and (iv) the ISE through the ISE Code of Listing Require-

ments and Procedures.

The information referred to in points (i) to (iv) is avail-able for inspection at the registered office of the Company at Segrave House, 19/20 Earlsfort Terrace, Dublin 2.

The Company is responsible for establishing and main-taining adequate internal control and risk manage-ment systems of the Company in relation to the finan-cial reporting process. Such systems are designed to manage rather than eliminate the risk of error or fraud in achieving the Company’s financial reporting objec-tives and can only provide reasonable and not abso-lute assurance against material misstatement or loss.

The Company has procedures and internal controls in place to ensure proper execution, reporting and maintenance of transaction data using data capture and design-specific financial software and risk based review processes to ensure all relevant accounting records are properly maintained and are readily avail-able, including production of annual and semi-annual financial statements. The annual and semi-annual financial statements of the Company are required to be approved by the Board of Directors of the Com-pany and filed with the Central Bank of Ireland and the ISE. The statutory financial statements are required to be audited by independent auditors who report annually to the Board on their findings. There is no requirement for the semi-annual financial statements to be audited.

The Board evaluates and discusses significant account-ing and reporting issues as the need arises.

The convening and conduct of shareholders’ meetings are governed by the Articles of Association and the Companies Acts. Although the Directors may convene an extraordinary general meeting of the Company at any time, the Directors are required to convene an annual general meeting of the Company within



eligible for re-election. The Company at any general meeting at which a Director retires or is removed shall fill the vacated office by electing a Director unless the Company shall determine to reduce the number of Directors. Directors are not required to retire by rota-tion. Any Director may appoint any person (including another Director) to be his alternate Director and may in like manner at any time terminate such appoint-ment. Save as otherwise provided in the Articles of Association, an alternate Director shall be deemed for all purposes to be a Director, shall alone be responsible for his own acts and defaults and shall not be deemed to be the agent of the Director appointing him.

The business of the Company is managed by the Directors insofar as the Companies Acts or Articles of Association do not require its approval at a general meeting of the Company. The Directors are generally and unconditionally authorized to exercise all powers of the Company to allot relevant securities up to an amount equal to the authorized but as yet unissued share capital of the Company. The Directors have the discretion to make distributions in the form of share repurchase or dividends, provided that such method of distribution shall apply uniformly to shareholders. A Director may, and the Secretary on the request of a Director will, at any time summon a meeting of the Directors. Questions arising at any meeting of the Directors are determined by a majority of votes. In the case of an equality of votes, the Chairman has a second or casting vote. The quorum necessary for the transac-tion of business of the Directors may be fixed by the Directors, and unless so fixed at any other number shall be two.

Connected parties

The Board of Directors is satisfied that there are arrangements (evidenced by written procedures) in place, to ensure that the obligations set out in para-graph one of NU 2.10 are applied to all transactions with connected parties; and the Board is satisfied that transactions with connected parties entered into dur-ing the year complied with the obligations set out in this paragraph.

18 months of incorporation and 15 months of the date of the previous annual general meeting thereafter. Not less than 21 days notice of every annual general meeting and any meeting convened for the passing of a special resolution must be given to shareholders.

Three shareholders present either in person or by proxy constitute a quorum at a general meeting. On a show of hands every participating shareholder who is present in person or by proxy shall have one vote and all management shareholders who are present in per-son or by proxy shall have one vote in respect of all the management shares. On a poll every shareholder pres-ent in person or by proxy shall be entitled to one vote in respect of each participating share held by him and one vote in respect of all of the management shares held by him. The chairman of a general meeting of the Company or at least five shareholders present or any shareholder or shareholders present representing at least one tenth of the shares in issue having the right to vote at such meeting may demand a poll.

An ordinary resolution of the Company (or of the shareholders of a particular sub-fund or class of participating shares) requires a simple majority of the votes cast by the shareholders voting in person or by proxy at the meeting at which the resolution is pro-posed. A special resolution of the Company (or of the shareholders of a sub-fund or a particular class of par-ticipating shares) requires a majority of not less than 75% of the total number of votes cast in general meeting in order to pass a special resolution including a resolution to amend the Articles of Association.

Unless otherwise determined by an ordinary resolu-tion of the Company in general meeting, the number of Directors may not be less than two nor more than twelve. Currently the Board of Directors of the Com-pany is composed of six Directors, being those listed in these financial statements. The Directors shall have power at any time and from time to time to appoint any person to be a Director, either to fill a casual vacancy or as an addition to the existing Directors. Any Director so appointed shall hold office only until the following annual general meeting and shall then be



Company structure

The Company has in issue three participating share classes (“A”, “B” and “D”) with equal rights and each class is subject to different management fees and/or performance fees as described in the Prospectus.

In respect of the voting rights of the Company, every participating shareholder or holder of management shares who is present in person or by proxy shall have one vote on a show of hands and, on a poll, every participating shareholder present in person or by proxy shall be entitled to one vote in respect of each share held by him, while holders of management shares shall have one vote only in respect of all man-agement shares held.

As of 31 December 2014 the percentage of total shares in issue is 71.8%, 21.2% and 7.0% for the A, B and D class of shares respectively. The details of any signifi-cant investors in the Company are disclosed in note 10 to the financial statements.

A transfer of shares will not be recognized if the trans-feree is not a Qualifying Investor. In addition, at the discretion of the Directors, a transfer of shares may not be recognized or registered if such transfer would result in the occurrence of certain events as disclosed in the Prospectus.

An amendment to the Company’s Articles of Associa-tion, including the variation of the rights attached to any class of shares, can only be approved by means of a special resolution of the shareholders and with the prior consent of the Central Bank of Ireland.

Books of account

The measures taken by the Directors to secure compli-ance with the Company’s obligation to keep proper books of account are the use of appropriate systems and procedures which are carefully implemented by the Administrator. The books of account are kept at the registered office of the Company.

Review of business and future developments

The Crown Private Equity fund started committing on 30 June 2003. As of 31 December 2014, the Company has committed a total of EUR 379,185,241 to both primary investments and secondary transactions. An overview of the commitments made to date is con-tained in the Investment Advisor’s report. A summary of the portfolio of investments is included in these financial statements but a more detailed analysis is available from the Administrator on request. The Company’s investment objective is to maximize the long-term returns to shareholders by investing in a diversified portfolio of private equity buyout invest-ments mainly focused on Europe. The holding of investments, investing activities and associated financ-ing undertaken pursuant to this objective involves certain inherent risks.

During the financial year to 31 December 2014, the Company generated a profit of EUR 16.6 million which, in addition to the net capital distributed in the year, resulted in net assets of the Company of EUR 115,736,608 compared to EUR 151,353,461 for the previous year ended 31 December 2013.

The Company’s profits for 2014 increased EUR 2.8 mil-lion from EUR 13.8 million in 2013 mainly due to the gains experienced on secondary investments made in 2006. The top ten investments represent almost 91.1% of the investment gains while five investments repre-sent 93.0% of the investment losses incurred in 2014. Current year investment gains are mainly focused on 2006 and 2007 vintage investments while 72.8% of investment gains arise from investments in the small/middle market buyout space and the net gains arise predominantly in the European region.

Distributions received from investments during 2014 allowed the Company to distribute EUR 52.2 million to investors (or 13.3% of subscribed capital) compared to EUR 57.1 million (or 14.5% of subscribed capital) in 2013. This brings investors’ total distributions to date to 89.2% of their subscribed capital. The Com-pany did not call any additional amounts during 2014 with investors’ contributed capital remaining at 84.1% of their total subscriptions.



At 31 December 2014 the total return for the Com-pany is 11.0%1).

The Company has a credit facility with LGT Bank (Ire-land) Limited, further details of which are provided in note 11.

The credit facility is used to fund short-term invest-ment commitments that are subsequently covered by calls received from the Company’s investors.

The Directors do not propose to change the current strategy or investment objectives of the Company for the foreseeable future.

Risk management objectives and policies

The Company is exposed to a variety of financial risks including: market, currency, interest rate, credit and liquidity risks and attributes great importance to professional risk management. The Company has investment guidelines that set out its overall business strategies, its tolerance for risk and its general risk management philosophy and has established pro-cesses to monitor and control the economic impact of these risks. The Investment Manager makes invest-ment decisions on behalf of the Company that are consistent with the Company’s objectives. The nature of the Company’s risks and the actions taken to man-age these risks are analyzed in more detail in note 13 to these financial statements.

Results and distributions

The results for the year are set out in the statement of comprehensive income.

Distributions of EUR 11,185,110, EUR 7,849,200, EUR 12,166,260, EUR 13,147,410 and EUR 7,849,200 were made on 10 February 2014, 30 June 2014, 25 July 2014, 28 November 2014 and 29 December 2014 respec-tively, by way of a share repurchase.

ERISA declaration

The Company does not constitute “plan assets” as defined under the Employee Retirement Income Secu-rity Act (“ERISA”) as less than 25% of the Company is owned by “benefit plan investors”.

Events since the year end

Events since the year end are disclosed in note 16 to the financial statements.

Directors

The Directors have the power to appoint any person to be a Director. Any Director so appointed shall hold office until the next annual general meeting and shall then be eligible for re-election. Directors are not required to retire by rotation. A Director must, how-ever, be a person approved for that purpose by the Central Bank of Ireland.

The Company is an investment company with variable capital incorporated under the Companies Acts, 1963 to 2013 and is authorized by the Central Bank of Ireland as a designated investment company. The Directors may take all measures necessary to the extent permitted by the Memorandum and Articles of Association, the Prospectus and the Notices issued by the Central Bank of Ireland to carry out the Company’s objectives.

At the discretion of the Directors, distributions may be made in the form of share repurchases or dividends, provided that such method of distribution shall apply uniformly to all shareholders.

The names of the persons who were Directors at any time during the year ended 31 December 2014 are set out under “Directors and other information” on page 4. All Directors served for the entire year, unless otherwise stated, and their fees and expenses are dis-closed in note 11.

NOTE:1) The total return percentage represents the current year’s movement, excluding movements in net contributed capital, in the net asset value.



Directors’ and Secretary’s interests

The Directors and Secretary and their families had direct interests in the shares of the Company at 31 December 2014. Tycho Sneyers held 0.09% of the shares in the Company as at 31 December 2014. Through their participations in co-investment agree-ments, certain Directors have an indirect interest in the shares of the Company. Certain current Directors of the Company are or have been directors of LGT Capital Partners (Ireland) Limited, LGT Bank (Ireland) Limited and LGT Fund Managers (Ireland) Limited dur-ing the year as follows:

LGT

Cap

ital

Par

tner

s (I

rela

nd

) Li

mit

ed

LGT

Ban

k (I

rela

nd

) Li

mit

ed

LGT

Fun

d M

anag

ers

(Ire

lan

d)

Lim

ited

Paul Garvey x x x

Robert Schlachter x x

Tycho Sneyers x

Desmond Tobin x x x

No Director had at any time during the year a material interest in any contract of significance, subsisting during or at the end of the year, in relation to the business of the Company.

All Directors are non-executive directors as the mana-gerial functions have been delegated to other entities. Konrad Baechinger became an Independent Director from 1 June 2013.

Independent Auditors

PricewaterhouseCoopers have expressed their willing-ness to continue in office in accordance with section 160(2) of the Companies Act, 1963.

On behalf of the Board

Desmond Tobin

Paul Garvey

13 February 2015


Custodian’s report to the members of Crown Private Equity plc

Report of the Custodian to the Shareholders

We have enquired into the conduct of Crown Private Equity plc for the year ended 31 December 2014 in our capacity as Custodian to the Company.

This report including the opinion has been prepared for and solely for the shareholders in the Company as a body, in accordance with the Central Bank of Ireland’s Non-UCITS Notice 7, and for no other pur-pose. We do not, in giving this opinion, accept or assume responsibility for any other purpose or to any other person to whom this report is shown.

Responsibilities of the Custodian

Our duties and responsibilities are outlined in the Central Bank of Ireland’s Non-UCITS Notice 7. One of those duties is to enquire into the conduct of the Company in each annual accounting period and report thereon to the shareholders.

Our report shall state whether, in our opinion, the Company has been managed in that period, in accor-dance with the provisions of the Company’s Memo-randum and Articles of Association and the Non-UCITS Notices. It is the overall responsibility of the Company to comply with these provisions. If the Company has not so complied, we as Custodian must state why this is the case and outline the steps which we have taken to rectify the situation. Basis of Custodian Opinion

The Custodian conducts such reviews as it, in its rea-sonable opinion, considers necessary in order to com-ply with its duties as outlined in Non-UCITS Notice 7 and to ensure that, in all material respects, the Com-pany has been managed: (i) in accordance with the limitations imposed on its investment and borrowing powers by the provisions of its constitutional docu-mentation and the appropriate regulations; and (ii) otherwise in accordance with the Company’s constitutional documentation and the appropriate regulations.

Opinion

In our opinion, the Company has been managed dur-ing the year, in all material respects:> in accordance with the limitations imposed on the

investment and borrowing powers of the Company by the Memorandum and Articles of Association and by the Central Bank of Ireland under the powers granted to it by the Companies Act, 1990 Part XIII and the Investment Funds, Companies and Miscellaneous Provisions Act, 2005; and

> otherwise in accordance with the provisions of the Memorandum and Articles of Association, the Companies Act, 1990 Part XIII and the Investment Funds, Companies and Miscellaneous Provisions Act, 2005.

Credit Suisse International, Dublin BranchDublin

13 February 2015

14 CROWN PRIVATE EQUITY Annual report 2014 l Custodian‘s report


CROWN PRIVATE EQUITY Annual report 2014 15

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16 CROWN PRIVATE EQUITY Annual report 2014 l Independent Auditors‘ report

Independent Auditors’ report to the members of Crown Private Equity plc

We have audited the financial statements of the Company for the year ended 31 December 2014 which comprise the statement of comprehensive income, balance sheet, statement of changes in net assets attributable to shareholders, the cash flow statement, the portfolio of investments and the related notes. The financial reporting framework that has been applied in their preparation is Irish law and Interna-tional Financial Reporting Standards (IFRSs) as adopted by the European Union.

Respective responsibilities of Directors and Auditors

As explained more fully in the Statement of Directors’ responsibilities set out on page 8, the Directors are responsible for the preparation of the financial state-ments giving a true and fair view. Our responsibility is to audit and express an opinion on the financial state-ments in accordance with Irish law and International Standards on Auditing (UK and Ireland). Those stan-dards require us to comply with the Auditing Practices Board’s Ethical Standards for Auditors.

This report, including the opinions, has been prepared for and only for the Company’s members as a body in accordance with Section 193 of the Companies Act, 1990 and for no other purpose. We do not, in giving these opinions, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.

Scope of the audit of the financial statements

An audit involves obtaining evidence about the amounts and disclosures in the financial statements sufficient to give reasonable assurance that the finan-cial statements are free from material misstatement, whether caused by fraud or error. This includes an assessment of: whether the accounting policies are appropriate to the Company’s circumstances and have been consistently applied and adequately disclosed; the reasonableness of significant accounting estimates made by the Directors; and the overall presentation of the financial statements. In addition, we read all the financial and non-financial information in the annual report to identify material inconsistencies with the audited financial statements and to identify any infor-mation that is apparently materially incorrect based on, or materially inconsistent with, the knowledge acquired by us in the course of performing the audit. If we become aware of any apparent material misstatements or inconsistencies we consider the implications for our report.

Opinion on financial statements

In our opinion the financial statements: > give a true and fair view, in accordance with IFRSs

as adopted by the European Union, of the state of the Company’s affairs as at 31 December 2014 and of their results and cash flows for the year then ended; and

> have been properly prepared in accordance with the requirements of the Companies Acts 1963 to 2013.


Independent Auditors‘ report l CROWN PRIVATE EQUITY Annual report 2014 17

Matters on which we are required to report by the Companies Acts 1963 to 2013

> We have obtained all the information and explana-tions which we consider necessary for the purposes of our audit.

> In our opinion proper books of account have been kept by the Company.

> The financial statements are in agreement with the books of account.

> In our opinion the information given in the Direc-tors’ report is consistent with the financial state-ments.

Matters on which we are required to report by excep-tion

We have nothing to report in respect of the provisions in the Companies Acts 1963 to 2013 which require us to report to you if, in our opinion, the disclosures of Directors’ remuneration and transactions specified by law are not made.

Fíona de Búrcafor and on behalf of PricewaterhouseCoopersChartered Accountants and Statutory Audit FirmDublin

13 February 2015

The Financial Statements are published at www.lgt-capital-partners.com. The Directors together with the Investment Manager are responsible for the maintenance and integrity of the website as far as it relates to Crown Private Equity plc. The work carried out by the Auditors does not involve consideration of the maintenance and integrity of the website and accordingly, the Auditors accept no responsibility for any changes that have occurred to the Financial Statements presented on the website. Legislation in the Republic of Ireland governing the presentation and dissemination of the Financial Statements may differ from legislation in other jurisdictions.


Statement of comprehensive income

18 CROWN PRIVATE EQUITY Annual report 2014 l Statement of comprehensive income

FOR THE YEAR ENDED 31 DECEMBER 2014

Amounts are reported in EUR Note 2014 2013

Operating incomeInterest income 1,845,651 1,520,313

Dividend income 431,420 2,069,212

Losses on foreign exchange, net (84,323) (110,678)

Net gain on investments at fair value through profit or loss 3 19,076,291 14,665,600

Total net income 21,269,039 18,144,447

Operating expensesInvestment management fee 5 (556,701) (1,479,162)

Performance fee 5 (2,142,147) (699,609)

Administration fee 5 (57,355) (68,951)

Custodian and trustee fees 5 (57,355) (68,951)

Audit fee 5 (25,640) (21,243)

Partnership expenses 4 (1,925,555) (1,994,831)

Other operating expenses (72,200) (59,336)

Total operating expenses (4,836,953) (4,392,083)

Profit before taxation 16,432,086 13,752,364

Withholding tax 148,241 52,212

Profit for the year 16,580,327 13,804,576

TOTAL COMPREHENSIVE PROFIT FOR THE YEAR 16,580,327 13,804,576

The accompanying notes are an integral part of the financial statements.

All amounts arose solely from continuing operations. There are no gains and losses other than those dealt with in the statement of comprehensive income.


Desmond Tobin

Paul Garvey

13 February 2015


CROWN PRIVATE EQUITY Annual report 2014 19

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20 CROWN PRIVATE EQUITY Annual report 2014 l Balance sheet

Balance sheetAS OF 31 DECEMBER 2014

Amounts are reported in EUR Note 2014 2013

AssetsCurrent assets

Cash and cash equivalents 6 2,918,414 11,854,919

Accrued income and other receivables 7 24,776 142,787

Total current assets 2,943,190 11,997,706

Non-current assetsInvestments at fair value through profit or loss 8 121,147,061 145,708,883

Total non-current assets 121,147,061 145,708,883

Total assets 124,090,251 157,706,589

Capital and reserves attributable to shareholdersShare capital1) 10 – 31,851,140

Retained earnings 115,736,608 119,502,321

Net assets attributable to shareholders 115,736,608 151,353,461

Current liabilitiesAccrued expenses and other payables 9 200,722 342,354

Total current liabilities 200,722 342,354

Non-current liabilities Accrued expenses and other payables 9 8,152,921 6,010,774

Total non-current liabilities 8,152,921 6,010,774

Total LIABILITIES 124,090,251 157,706,589


NOTE:1) The investors’ contributed capital has been returned in full by way of distributions.


Balance sheet l CROWN PRIVATE EQUITY Annual report 2014 21

NET ASSET VALUE BY SHARE CLASS (“NAV”)1),2)

As of 31 December 2014 As of 31 December 2013

Shares issued Total NAV (in EUR)

Number of shares in issue

NAV per share (in EUR)

Total NAV (in EUR)



“A” 82,917,209 353,649.27 234.46 107,767,351 525,772.29 204.97

“B” 22,590,051 104,412.01 216.35 31,469,603 160,032.47 196.65

“D” 10,229,348 34,188.41 299.21 12,116,507 45,662.05 265.35

Total 115,736,608 492,249.69 151,353,461 731,466.81

As of 31 December 2012

Shares issued Total NAV (in EUR)



“A” 134,604,180 715,417.37 188.15

“B” 39,526,873 219,563.76 180.02

“D” 14,437,632 59,385.42 243.12

Total 188,568,685 994,366.55


Desmond Tobin

Paul Garvey

13 February 2015

NOTES:1) The NAV per share in the table above may be different to individual investors’ NAV per share as disclosed in their capital account statements. This is because the

NAV per share in the table above is based on average figures for all investors in each individual share class. 2) During the period two investors comprising EUR 1.0 million of subscribed capital were transferred from share class B to share class D.


22 CROWN PRIVATE EQUITY Annual report 2014 l Statement of changes in net assets attributable to shareholders

Statement of changes in net assets attributable to shareholdersFOR THE YEAR ENDED 31 DECEMBER 2014

Amounts are reported in EUR Share capital

Retained earnings

Total

At 1 January 2013 82,870,940 105,697,745 188,568,685

Total comprehensive profit for the year – 13,804,576 13,804,576 Issue of shares 6,083,130 – 6,083,130

Repurchase of own shares (57,102,930) – (57,102,930)

Net (decrease)/increase for the year (51,019,800) 13,804,576 (37,215,224)

At 31 December 2013 31,851,140 119,502,321 151,353,461

At 1 January 2014 31,851,140 119,502,321 151,353,461

Total comprehensive profit for the year – 16,580,327 16,580,327Repurchase of own shares (31,851,140) (20,346,040) (52,197,180)

Net decrease for the year (31,851,140) (3,765,713) (35,616,853)

At 31 December 20141) – 115,736,608 115,736,608


NOTE:1) The investors’ contributed capital has been returned in full by way of distributions.


Cash flow statement

Cash flow statement l CROWN PRIVATE EQUITY Annual report 2014 23 22 CROWN PRIVATE EQUITY Annual report 2014 l Statement of changes in net assets attributable to shareholders

FOR THE YEAR ENDED 31 DECEMBER 2014

Amounts are reported in EUR 2014 2013

Cash flows from/(used in) operating activitiesPurchase of investments (2,977,637) (2,723,032)

Proceeds from return of capital in investments 20,465,932 32,548,545

Proceeds from realized gains on investments 26,159,792 22,497,339

Dividend income 431,420 2,069,212

Withholding tax 148,241 52,212

Interest received 1,845,871 1,520,113

Operating expenses paid (2,728,621) (3,544,444)

Net cash flows from operating activities 43,344,998 52,419,945

Cash flows from/(used in) financing activitiesPayments for repurchase of own shares (52,197,180) (51,019,800)

Net cash flows used in financing activities (52,197,180) (51,019,800)

Net (decrease)/increase in cash and cash equivalents (8,852,182) 1,400,145

Cash and cash equivalents at beginning of year 11,854,919 10,565,452Exchange losses on cash and cash equivalents (84,323) (110,678)

CASH AND CASH EQUIVALENTS AT END OF YEAR 2,918,414 11,854,919



24 CROWN PRIVATE EQUITY Annual report 2014 l Notes to the financial statements

1. Summary of significant accounting policiesThe principal accounting policies applied in the prepa-ration of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

(a) Basis of preparationThe financial statements of the Company have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as adopted by the EU, and Irish statute comprising the Companies Acts, 1963 to 2013.

The financial statements have been prepared under the historical cost convention, as modified by the revaluation of financial assets and liabilities held at fair value through profit or loss.

The preparation of financial statements in conformity with IFRS as adopted by the EU requires the use of accounting estimates. It also requires the Board of Directors to exercise its judgement in the process of applying the Company’s accounting policies.

The areas involving a higher degree of judgement or complexity, or where assumptions and estimates are significant to the financial statements are disclosed in note 1(b) and note 2.

Standards and amendments to published standards that are mandatory for the financial year beginning on or after 1 January 2014

There are no IFRS or International Financial Reporting Interpretations Committee (“IFRIC”) interpretations that are effective for the first time for the financial year beginning on or after 1 January 2014 that would be expected to have a material impact on the Com-pany. New standards, amendments and interpretations effective after 1 January 2015 and have not been early adopted

A number of new standards, amendments to stan-dards and interpretations are effective for annual periods beginning after 1 January 2015, and have not been applied in preparing these financial statements.

None of these are expected to have a significant effect on the financial statements of the Fund.

(b) Use of estimatesThe preparation of financial statements in conformity with IFRS requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses dur-ing the reporting year. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reason-able under the circumstances, the results of which form the basis of making the judgements about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could dif-fer from these estimates (see note 2 also).

(c) Foreign currency translation(i) Functional and presentation currency Items included in the Company’s financial state-

ments are measured using the currency of the pri-mary economic environment in which it operates (the “Functional Currency”). This is the Euro, which reflects the Company’s primary activity of investing in European assets.

The Company has adopted the Euro as its presenta-tion currency, as it is listed and regulated in Ireland and its main investors are also based in Europe. Foreign currency assets and liabilities are translated into Euro at the exchange rates ruling at the bal-ance sheet date.

(ii) Transactions and balances Foreign currency transactions are translated into

Euro using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year end exchange rates of assets and liabilities denomi-nated in foreign currencies are recognized in the statement of comprehensive income. Translation differences on non-monetary items, such as finan-cial assets and liabilities held at fair value through profit or loss, are reported as part of the fair value gain or loss.

Notes to the financial statements


Notes to the financial statements l CROWN PRIVATE EQUITY Annual report 2014 25

(d) Cash and cash equivalentsCash and cash equivalents comprise demand, call and term deposits with a maturity of three months or less. For the purpose of the cash flow statement, cash and cash equivalents comprise all cash, short-term deposits and other money market instruments, net of short-term overdrafts, with a maturity of three months or less. Cash and cash equivalents are recorded at nomi-nal value. Bank overdrafts, if any, are shown as current liabilities in the balance sheet.

(e) Due from and due to brokersAmounts due from and to brokers represent receiv-ables for securities sold and payables for securities purchased that have been contracted for but not yet settled or delivered on the balance sheet date, respec-tively. Amounts due from and to brokers are recorded initially at fair value and subsequently measured at amortized cost using the effective interest method.

(f) BorrowingsBorrowings are recognized initially at fair value, net of transaction costs incurred. Borrowings are sub-sequently stated at amortized cost; any difference between the proceeds and the redemption value is recognized in the income statement over the period of the borrowing using the effective interest method. Borrowings are shown as current liabilities unless the Company has the unconditional right to defer settle-ment for at least 12 months after the balance sheet date. Interest expense is recognized on the basis of the effective interest method and is included in finance costs.

(g) Financial assets and liabilities at fair value through profit or lossThe Company, in accordance with IAS 39, classifies its investments as financial assets and liabilities at fair value through profit or loss category. The category of financial assets and liabilities at fair value through profit or loss comprises: > financial instruments held-for-trading. These in clude

futures, forward contracts, options and swaps; and > financial instruments designated at fair value

through profit or loss upon initial recognition. These include financial assets that are not held for trading purposes and which may be sold.

Financial assets that are classified as loans and receiv-ables include balances due from brokers and accounts receivable.

Financial liabilities that are not at fair value through profit or loss include balances due to brokers and accounts payable.

(i) Recognition and derecognition The Company recognizes financial assets and financial liabilities on the date it becomes a party to the con-tractual provisions of the instrument.

Financial assets are derecognized when the rights to receive cash flows from the investments have expired or the Company has transferred substantially all risks and rewards of ownership.

Financial liabilities are derecognized when they are extinguished, that is, when the obligation specified in the contract is discharged, cancelled or expires. Regular-way purchases and sales of investments are recognized on the trade date. From this date any gains and losses arising from changes in fair value of the financial assets or financial liabilities are recorded.

(ii) MeasurementFinancial instruments are measured initially at fair value. Transaction costs on financial assets and finan-cial liabilities at fair value through profit or loss are expensed immediately.

Subsequent to initial recognition, all instruments clas-sified at fair value through profit or loss are measured at fair value with changes in their fair value recog-nized in the statement of comprehensive income.

(iii) Fair value measurement principles

Listed securitiesThe fair value of financial assets and liabilities traded in active markets (such as publicly traded derivatives and trading securities) are based on quoted market prices at the close of trading on the year end date. The Board of Directors considers markets to be active when transactions are occurring frequently enough


on an ongoing basis to obtain reliable pricing infor-mation on an ongoing basis. If observed transactions are no longer regularly occurring, or the only observed transactions are distressed/forced sales, the market would no longer be considered active. In cases where it is judged that there is no longer an active market, any transactions that occur may nevertheless provide evidence of current market conditions which will be considered in estimating a fair value using the valua-tion technique as described. Financial instruments are assessed separately when determining if there is an active market. None of the investments outlined in the portfolio of investments belong to this category as of 31 December 2014 (2013: nil).

Primary partnership investmentsThe fair value of financial instruments that are not traded in an active market are determined by using valuation techniques. Private equity investments for which market quotations are not readily available are valued at their fair values by the Board of Directors. Private equity valuations are usually generated by the general partners or managers of the underlying portfolio of investments on a quarterly basis and are actually received with a delay of at least one-to-two months after the quarter end date. As a result, the year-end net asset value predominantly consists of portfolio valuations provided by the general partners of the underlying partnerships as of 30 September 2014, adjusted for subsequent capital calls and distributions. If the Board of Directors comes to the conclusion upon recommendation of the Investment Manager after applying the above-mentioned valua-tion methods, that the most recent valuation reported by the manager/administrator of a fund investment is materially misstated, it will make the necessary adjust-ments using the results of its own review and analysis. The valuation adjustments relate to events subse-quent to the last capital account valuation statement received but based upon information provided by the general partner. In estimating the fair value of fund investments, the Investment Manager in its valuation recommendation to the Board of Directors considers all appropriate and applicable factors (including a sen-sitivity to non-observable market factors) relevant to their value, including but not limited to the following:

> reference to the fund investment’s reporting infor-mation including consideration of any time lags between the date of the latest available reporting and the balance sheet date of the Company in those situations where no December valuation of the underlying fund is available. This includes a detailed analysis of exits (trade sales, initial public offerings, etc.) which the fund investments have had in the period between the latest available reporting and the balance sheet date of the Company, as well as other relevant valuation information. This informa-tion is a result of continuous contact with the invest-ment managers and, specifically, by monitoring calls made to the investment managers, distribution notices received from the investment managers in the period between the latest available report and the balance sheet date of the Company, as well as the monitoring of other financial information sources and the assessment thereof;

> reference to recent transaction prices;> result of operational and environmental assess-

ments: periodic valuation reviews are made of the valuations of the underlying investments as reported by the investment managers to determine if the values are reasonable, accurate and reliable. These reviews include a fair value estimation using widely recognized valuation methods such as mul-tiples analysis and discounted cash flow analysis;

> review of management information provided by the managers/administrators of the fund invest-ments on a regular basis; and

> mark-to-market valuations for quoted investments held by the fund investments which make up a sig-nificant portion of the Company’s net asset value.

All fair valuations may differ significantly from values that would have been used had ready markets existed, and the differences could be material. The valuation of the investments is performed on a regular basis, but at least quarterly.

Secondary partnership investmentsThe fair value measurement principles applied to sec-ondary investments are the same as those applied to primary investments with the exception that commit-ments to secondary partnership investments are rec-



ognized in the Company’s accounts when the sale and purchase agreement is signed but cost and fair value are not recognized until such time as the general part-ners’ consent has been received and any rights of first refusals have expired.

Where a general partner valuation specific to the Company is not available, a comparable valuation pertaining to a similar commitment may be used as a representative of the fair value of the Company’s investment.

(h) Financial assets and liabilities at amortized cost Financial assets classified as loans and receivables are carried at amortized cost using the effective interest rate method, less impairment losses, if any. Financial liabilities, other than those at fair value through profit or loss, are measured at amortized cost using the effective interest rate method.

(i) Allocation of proceeds from investments Distributions from primary investments are typically applied to return of capital and realized gains on the basis of the allocation provided by the general part-ner. In the absence of this allocation the distribution is applied as a return of capital until all contributed capital has been returned and thereafter applied to realized gains. Distributions from secondary invest-ments are typically applied as a return of capital until such time as the contributed capital has been recov-ered in full and thereafter applied to realized gains. Any portion of the distributions which is identified as re-callable is included in the unfunded commitment of the relevant investment.

(j) Dividends and interest incomeDividend income from financial assets at fair value through profit or loss is recognized in the statement of comprehensive income within dividend income when the Company’s right to receive payments is established. Interest from bank, investors and underlying debt secu-rities at fair value through profit or loss is recognized in the statement of comprehensive income within interest income based on the effective interest rate.

(k) Withholding taxThe Company currently incurs withholding taxes imposed by certain countries on investment income and capital gains. Such income or gains are recorded gross of withholding taxes in the statement of com-prehensive income.

(l) Payables and accrued expensesPayables and accrued expenses are recognized initially at fair value and subsequently stated at amortized cost. Expenses are recognized in the statement of comprehensive income on an accruals basis.

(m) Share issues and repurchasesThe share capital of the Company was reclassified from equity to debt in 2013 to better reflect the contractual obligation between the Company and its shareholders in accordance with IAS 32. The reclassification has no impact on shareholders from an economic or control-ling perspective. Shares are classified as financial liabilities under IAS 32. Only the Company can instruct the issuance or repur-chase of its shares. The Company issues shares in lieu of capital calls requested from investors up to the maxi-mum of their subscribed capital amount.

The Company has the option to purchase shares from its investors by way of a share repurchase and the share capital is reduced on the distribution date accordingly. Share repurchases can be instructed by the Company by way of distributing proceeds received from its investments, once all outstanding obligations and expenses of the Company have been provided for, in accordance with the Company’s distribution policy. The Company shall not unreasonably delay the distri-bution of liquidity available from the realization pro-ceeds from portfolio investments to shareholders.

(n) Segment reportingOperating segments are reported in a manner consis-tent with the internal reporting used by the chief operating decision-maker. The chief operating deci-sion-maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Investment Manager.




The sole reportable operating segment of the Com-pany is investing in private equity investments. Asset allocation is based on a single, integrated investment strategy and the Company’s performance is evaluated on an overall basis. There were no changes in the reportable segments during 2014 or 2013.

2. Critical accounting estimates and judgementsThe Company makes estimates and assumptions con-cerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets within the next financial year are:

Functional currency estimateThe Board of Directors considers the Euro to be the currency that most faithfully represents the economic effect of the underlying transactions, events and con-ditions. The Euro is the currency in which manage-ment measures its performance and reports its results for the Company.

Fair value of non-quoted investmentsThe Board of Directors uses its judgement to select a variety of methods and makes assumptions that are not always supported by observable market prices or rates.

The majority of the Company’s investments use either U.S. GAAP or utilize a combination of IFRS and Inter-national Private Equity and Venture Capital Valuation Guidelines (“IPEVC Guidelines”) to value their under-lying investments. The predominant methodology adopted by the general partners for the buyout investments in CEB is a market approach which takes market multiples using a specified financial measure (e.g. EBIDTA), recent public market and private trans-actions and other available measures for valuing com-parable companies.

The use of valuation techniques requires them to make estimates. Changes in assumptions could affect the reported fair value of these investments.

3. Net gain on investments at fair value through profit or loss

2014EUR

2013EUR

Net realized gain 26,428,632 23,408,748

Loss on foreign currency exchange (268,840) (911,409)

Net movement in unrealized loss (7,083,501) (7,831,739)

Net gain on investments at fair value through profit or loss 19,076,291 14,665,600

4. Partnership expenses

2014EUR

2013EUR

Management fees 1,040,502 1,393,954

Other partnership expenses 885,053 600,877

1,925,555 1,994,831

The Company will generally invest in limited partner-ships. The manager of these partnerships, referred to as the general partner, usually charges a fee and costs related to the investment selection, monitoring and administrative processes, among others. These indirect fees may typically vary between 1% and 2.5% of either net asset value or commitments of such partnerships.

5. Other expensesThe Administrator is paid a fee, which includes admin-istration and transfer agency services, quarterly in advance at the annual rate of 0.04% of the Company’s net asset value but subject to a minimum fee of EUR 50,000 per annum.

Custodian and trustee fees are accrued and paid monthly in arrears at an annual rate of 0.02% each of the Company’s net asset value, with the former capped at USD 70,000 per annum.

The Investment Manager is paid an annual fee calcu-lated as a percentage of the subscribed capital of the Company; class A and class B shares are charged 0.75% and 1.00% per annum from years one to five and 0.60% and 0.75% per annum from years six to ten


of subscribed capital respectively. Each year thereaf-ter, class A and class B are charged 0.40% and 0.50% per annum of the lower of subscribed capital and net asset value respectively. For class D shares, no manage-ment fee shall be payable.

The Investment Manager is also entitled to a perfor-mance fee that is accrued based on a percentage of the gain in the Company’s value over the year, but only if it exceeds net contributed capital plus an 8% compounded rate of return (the “Hurdle”). No perfor-mance fee is payable for class “D” shares. The perfor-mance fee also depends on the type of investment, 5.0% (in the case of primary partnership investments) and 10.0% (in the case of secondary partnership investments), on which the gain has arisen and will only be payable when the contributed capital and the Hurdle have been distributed back to the investors. There was a performance fee accrual of EUR 8,152,921 as of 31 December 2014 (31 December 2013: EUR 6,010,774).

Audit fees disclosed in the financial statements relate wholly to the Company’s statutory audit. There are no other fees paid to PricewaterhouseCoopers.

6. Cash and cash equivalents

2014EUR

2013EUR

Cash at bank 918,414 854,919

Fixed-term deposits 2,000,000 11,000,000

2,918,414 11,854,919

The cash at bank balance was held with Credit Suisse International, Dublin Branch. The fixed-term deposit of EUR 2,000,000 was held with Credit Suisse Inter-national, Dublin Branch for the two day period to 2 January 2015 at a rate of 0.03%.

In 2013, the cash at bank balance was held with Credit Suisse International, Dublin Branch. The fixed-term deposits of EUR 9,000,000, EUR 1,000,000 and EUR 1,000,000 were held with Credit Suisse International, Dublin Branch for the fifteen day, fourteen day and three day periods to 3 January 2014 at a rate of 0.06%, 0.08% and 0.05% respectively.

7. Accrued income and other receivables

2014EUR

2013EUR

Bank interest receivable 2 222

Distributions receivable 10,649 130,690

Other receivables and prepaid expenses 14,125 11,875

24,776 142,787

All amounts included above fall due within one year.

8. Investments at fair value through profit or lossAs of 31 December 2014, Crown Private Equity plc had subscribed interests in 35 funds (mainly limited part-nerships). The total committed capital amounted to EUR 379,185,241 of which EUR 330,876,681 (2013: EUR 319,941,615) has been contributed to date. The details of these funds are shown in the portfolio of invest-ments together with an outline of the Company’s commitments to the funds. The commitments to these private equity partnerships will be funded by contri-butions from the Company’s investors.

IFRS 7 “Financial Instruments: Disclosures” requires the Company to classify fair value measurements using a fair value hierarchy that reflects the significance of the inputs used in making the fair value measure-ments. The hierarchy has the following levels:> Level 1 – quoted prices (unadjusted) in active mar-

kets for identical assets or liabilities;> Level 2 – inputs other than quoted prices included

within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and

> Level 3 – inputs for the asset or liability that are not based on observable market data (unobservable inputs).

The level in the fair value hierarchy within which the fair value measurement is categorized in its entirety is determined on the basis of the lowest level input that is significant to the fair value measurement in its entirety. For this purpose, the significance of an input is assessed against the fair value measurement in its entirety. If a fair value measurement uses observable




inputs that require significant adjustment based on unobservable inputs, that measurement is a Level 3 measurement. Assessing the significance of a particu-lar input to the fair value measurement in its entirety requires judgement, considering factors specific to the asset or liability.

The determination of what constitutes “observable” requires significant judgement by the Board of Direc-tors. The Board of Directors considers observable data to be that market data that is readily available, regu-larly distributed or updated, reliable and verifiable, not proprietary, and provided by independent sources that are actively involved in the relevant market.

Investments whose values are based on quoted mar-ket prices in active markets, and therefore classified within Level 1, include active listed equities. The Company does not adjust the quoted price for these instruments. The Company does not hold any listed securities (2013: none).

Financial instruments that trade in markets that are not considered to be active but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs are classified within Level 2. The Company currently has no instruments classified as Level 2 (2013: none).

Instruments classified within Level 3 have significant unobservable inputs, as they trade infrequently. Level 3 instruments include private equity investments for which observable prices are not available. The Company values these investments as described in note 1(g) of the financial statements. All the Compa-ny’s investments at 31 December 2014 and 31 Decem-ber 2013 are considered Level 3 investments.

Prior to making a commitment to primary invest-ments, direct investments or purchasing secondary investments the Fund’s Investment Manager carries out a comprehensive due diligence review of the pro-posed investment. This due diligence review encom-passes: (i) prior investment performance; (ii) legal terms and conditions; (iii) investment team review; and (iv) reference calls with associated parties. Based

on the outcome of the due diligence review, the Investment Manager then makes an investment deci-sion on behalf of the Fund. The Investment Manager continuously reviews all investments to determine if fair values are being provided by the general partner and/or investment manager. If it is determined that the values provided are not fair values under IFRS then the Investment Manager revalues the investment using the techniques described in note 2 “Critical accounting estimates and judgements” and proposes a valuation adjustment to the Board of Directors.

During the years ended 31 December 2014 and 31 December 2013, there were no transfers between the three levels of financials assets.

The following table represents the roll forward valua-tion of Level 3 instruments at 31 December 2014 and 31 December 2013:

Investments at fair value through profit or loss

2014EUR

2013EUR

Valuation at

1 January 145,708,883 182,795,509

Additions 2,867,570 2,833,098

Disposals (46,505,683) (54,585,324)

Realized gains 26,982,601 23,424,514

Realized losses (822,809) (927,175)

Unrealized gains 10,271,483 12,990,105

Unrealized losses (17,354,984) (20,821,844)

Valuation at 31 December 121,147,061 145,708,883

Change in unrealized gains or losses for Level 3 assets held at year end and included in other net changes in fair value on financial assets and financial liabilities at fair value through profit or loss (7,083,501) (7,831,739)

Total unrealized gains or losses in the above table are included in the statement of comprehensive income under net gain on investments at fair value through profit or loss.



The following tables analyze within the fair value hierarchy, the Fund’s assets and liabilities at 31 Decem-ber 2014 and 2013.


Amounts are reported in EUR Level 1 Level 2 Level 3 Total


Cash and cash equivalents 2,918,414 – – 2,918,414

Accrued income and other receivables – 24,776 – 24,776

Total current assets 2,918,414 24,776 – 2,943,190

Non-current assets

Investments at fair value through profit or loss – – 121,147,061 121,147,061

Total non-current assets – – 121,147,061 121,147,061 TOTAL ASSETS 2,918,414 24,776 121,147,061 124,090,251

Capital and reserves attributable to shareholders

Share capital – – – –

Retained earnings – 115,736,608 – 115,736,608

Net assets attributable to shareholders – 115,736,608 – 115,736,608

Current liabilities

Accrued expenses and other payables – 200,722 – 200,722

Total current liabilities – 200,722 – 200,722

Non-current liabilities

Accrued expenses and other payables – 8,152,921 – 8,152,921

Total non-current liabilities – 8,152,921 – 8,152,921

TOTAL LIABILITIES – 124,090,251 – 124,090,251




Amounts are reported in EUR Level 1 Level 2 Level 3 Total



Accrued income and other receivables – 142,787 – 142,787

Total current assets 11,854,919 142,787 – 11,997,706

Non-current assets

Investments at fair value through profit or loss – – 145,708,883 145,708,883

Total non-current assets – – 145,708,883 145,708,883 TOTAL ASSETS 11,854,919 142,787 145,708,883 157,706,589

Capital and reserves attributable to shareholders

Share capital – 31,851,140 – 31,851,140

Retained earnings – 119,502,321 – 119,502,321

Net assets attributable to shareholders – 151,353,461 – 151,353,461

Current liabilities

Accrued expenses and other payables – 342,354 – 342,354

Total current liabilities – 342,354 – 342,354

Non-current liabilities

Accrued expenses and other payables – 6,010,774 – 6,010,774

Total non-current liabilities – 6,010,774 – 6,010,774

TOTAL LIABILITIES – 157,706,589 – 157,706,589

The assets and liabilities, excluding investments, included in the above tables are carried at amortized cost; their carrying values are a reasonable approxima-tion of fair value.

The strategies and percentage of fair value include the following: interest rate, foreign currency and other price risks represent the market risks to which such partnerships are directly exposed. Furthermore in the absence of reliable market indicators, discernible market trends or benchmarks, the Directors have evaluated that 5% is a reasonable possible change on a strategy by strategy basis as calculated on page 36.

2014%

2013 %

Diversificationby industry (FMV)

Industrial products 23.8 22.8

Industrial services 23.6 19.5

Consumer services 19.8 13.7

Consumer products 15.4 21.7

Financial 5.5 5.6

IT 4.6 8.9

Media 3.4 2.2

Life sciences 2.0 2.3

Real estate 1.9 1.7

Healthcare 0.0 1.0

Telecom 0.0 0.6

Total 100.0 100.0



9. Accrued expenses and other payables

2014EUR

2013EUR

Due within one year

Investment management fee 128,316 160,894

Administration fee 13,261 16,518

Custodian and trustee fees 13,238 10,838

Audit fee 21,660 23,621

Commitment fee 2,556 2,556

Trade creditors and accruals 21,691 17,860

Payable forinvestmentspurchased – 110,067

200,722 342,354

Due after one year

Performance fee 8,152,921 6,010,774

8,152,921 6,010,774

A performance fee provision of EUR 8,152,921 was accrued at the year end (31 December 2013: EUR 6,010,774) as the net assets exceeded the net capital contributed by investors to date, together with an 8% compound annual rate of return on their net contributed capital. The performance fee will not be paid to the Investment Manager until such time as each investor has received an amount equal to its contributed capital plus the compounded 8% rate of return on such net contributed capital.

10. Share capital

AuthorizedThe authorized share capital of the Company is divided into 38,092 management shares of EUR 1 each and 500,000,000 participating shares of no par value.

Management sharesManagement shares issued by the Company amount to EUR 3, being three management shares of EUR 1 each, fully paid.

The management shares do not form part of the net asset value of the Company and are thus disclosed in the financial statements by way of this note only. In the opinion of the Board of Directors, this disclosure reflects the nature of the Company’s business as an investment fund.

Participating sharesThe issued participating share capital is at all times equal to the net asset value of the Company. Shares are issued and redeemed in lieu of capital calls and distributions made by the Company which in turn are limited by investors’ total subscribed capital and the Company’s distribution policy, respectively.

The voting rights of the participating shareholders are as outlined in the Directors’ report and all share classes are equal in respect of their voting rights. The issue and redemption of shares in the Company are determined by the capital calls and distributions as declared by the Company in accordance with the provisions of the prospectus. As this is a closed ended fund the investors cannot request an issuance or redemption of shares.

The Company has not issued any shares or other instruments that are considered to have a dilutive potential.

Significant investorsNo investor held ten per cent or more of the share capital of the Company at the year end (2013: nil). The Company has the option to purchase shares from investors by way of a share repurchase as part of its distribution policy.

Share capital movements

Number of shares in issue Share class as of 31 December 2014 Share class as of 31 December 2013

“A” “B” “D” “A” “B” “D”

At beginning of year 525,772.29 160,032.47 45,662.05 715,417.37 219,563.76 59,385.42

Issued – – – 22,872.81 7,210.14 1,658.36

Conversions – (19,225.11) 12,143.86 – – –

Redeemed (172,123.02) (36,395.35) (23,617.50) (212,517.89) (66,741.43) (15,381.73)

At end of year 353,649.27 104,412.01 34,188.41 525,772.29 160,032.47 45,662.05


11. Related party disclosuresParties are considered to be related if one party has the ability to control the other party or exercise con-siderable influence over the other party in making financial or operating decisions. In the opinion of the Board of Directors, the parties referred to in the schedule accompanying this note are related parties under IAS 24 “Related Party Disclosures”.

Directors’ fees of EUR 889 are charged in respect of Konrad Baechinger’s services for 2014 (2013: EUR 994).

The Company has a credit facility with LGT Bank (Ireland) Limited for the lower of EUR 2,500,000 or 25% of the NAV. The terms of the credit facility are for a margin of 2.25% and a commitment fee of 40 basis points. The 2.25% margin is on the rate at which deposits in the relevant currency, tenor and amount are offered to the lender by prime banks in the inter-national interbank market two business days prior to the beginning of the interest period.

The facility was not used during 2013 or 2014.

As referred to in the Director’s report board members may have an indirect interest through a co-investment program in the Company and while an alignment of interests is common practice in the private equity industry these holdings are not material and would represent less than one per cent of the shares in issue in the Company (2013: less than one per cent).

Directors of this Company are also Directors of or con-nected with shareholders invested in the Company. These shareholders have transacted on an equal basis as all other shareholders within the same class and they represent 10.4% (2013: 9.9%) of the sharehold-ings in the Company. These shareholders represented 10.4% (2013: 10.2%) of the distributions made during the year by way of share repurchase. No capital was issued during the year (2013: 10.2%). Two (2013: one) of these shareholders exceeds a 5% shareholding in the Company.


Schedule of related party transactions

Related party/ Relationship/ Agreement(s)/ Direct/indirect

Terms and conditions

Transaction type

2014 EUR

2013 EUR

LGT Capital Partners (Ireland) Limited/ Note 5 Investment management fee 556,701 1,479,162

Common directorships/ Note 5/9 Investment management fee payable 128,316 160,894

Investment management agreement/ Note 5 Investment performance fee 2,142,147 (699,609)

Direct Note 5/9 Investment performance fee payable 8,152,921 6,010,774

LGT Fund Managers (Ireland) Limited/ Note 5 Administration and transfer agency fee 57,355 68,951

Common directorships/ Note 5/9 Administration and transfer agency fee payable 13,261 16,518

Administration agreement/

Direct

LGT Bank (Ireland) Limited/ Note 11 Other operating expenses – commitment fees 10,139 10,139

Common directorships/ Note 11 Other operating expenses – commitment fees payable 2,556 2,556

Loan and paying agency agreement/ EUR 1,000 p.a. Other operating expense – paying agency fees 1,000 1,000

Direct



12. Exchange ratesThe financial statements are prepared in Euro. The fol-lowing exchange rates have been used to translate assets and liabilities in other currencies to Euro:

At 31 December 2014

At 31 December 2013

CHF 1.2024 1.2252

GBP 0.7761 0.8321

USD 1.2101 1.3780

13. Financial risk managementThe Company’s investment objective is to maximize the long-term returns to shareholders by investing in a diversified and predominantly European portfolio of private equity investments. The holding of invest-ments, investing activities and associated financing undertaken pursuant to this objective involves certain inherent risks. The inherent risks can also be affected by the concentration of elements within the different risk categories. Where significant concentration risks exist they will be separately identified within the specific risk categories outlined in the note. The charts outlined in the Investment Advisor’s report shows geographical and industry-based concentration levels. Below is a description of the principal risks inherent in the Company’s activities along with the actions it has taken to manage these risks.

The Company’s assets and liabilities comprise financial instruments which include:> private equity investments: these are held in accor-

dance with the Company’s investment objective and policies; and

> cash, liquid resources and short-term debtors and creditors that arise directly from its investment activities.

The main risks arising from the Company’s financial instruments are market price (including other price risks), foreign currency, interest rate, credit and liquidity risks. Other price risk relates to the risk that the fair value or future cash flows of a finan-cial instrument will fluctuate because of changes in market prices (other than those arising from inter-est rate risk or currency risk). The Board of Directors reviews and agrees policies for managing each of these risks and they are summarized below:

(a) Market price risk The investments held in the portfolio may be real-

ized only after several years and their fair values may change significantly over time. The Investment Manager makes investment decisions that are consistent with the Company’s objectives.

The investment objective is to target a range of buyout funds which primarily invest in Europe. These funds and their respective investment man-agers are selected on qualitative research criteria including: (i) past performance in relation to invest-ment style, expected returns, benchmarks and degree of risk; (ii) business structure and team organization of the investment manager; (iii) fit of the investment manager/investment vehicle into the overall portfolio; (iv) amount under manage-ment and commitment of the principals of the investment manager; and (v) cost structure.

At 31 December 2014, the Company’s market risk is affected by four main components: (i) changes in actual market prices; (ii) interest rate risk; (iii) for-eign currency movements; and (iv) other price risks. Foreign currency risk and liquidity risk are covered in notes 13(b) and 13(e) respectively.


If the value of the investments (based on year-end values) had increased or decreased by 5% with all other variables held constant, the impact on the statement of comprehensive income would have been EUR 6,057,353 (2013: EUR 7,285,444). The Directors have deemed the 5% as a reasonable representation of a variable differential in the value of investments.

The Company is generally exposed to a variety of market risk factors, which may vary significantly over time and measurement of such exposure at any given point in time may be difficult given the flexibility, complexity and limited transparency of the underlying investments. Therefore, a sensitivity analysis is deemed of limited explanatory value or may be misleading.

(b) Foreign currency risk A significant portion of the net assets of the Com-

pany are denominated in currencies other than the Euro (which is the Company’s Functional Currency), with the effect that the balance sheet and total return can be significantly affected by currency movements.

Table 1 sets out the Company’s direct exposure to foreign currency risk, none of which was hedged by the Company at the end of the year.

In accordance with the Company’s policy, the Invest-ment Manager monitors the Company’s currency position on a monthly basis and the Board of Direc-tors reviews it on a regular basis.

For the purpose of determining risk disclosures, in accordance with IFRS 7, currency risk is not consid-ered to arise from financial instruments that are non-monetary items (e.g. equity investments).

If the exchange rates (based on year-end values) had increased or decreased by an equivalent per-centage movement as occurred in 2014 then with

all other variables held constant, the impact on the statement of comprehensive income would have been EUR 2,819,844 (2013: EUR 1,443,977).

(c) Interest rate risk The Company invests in the desired currencies at

both fixed and floating rates of interest. The inter-est rate risk is that the fair value of cash and cash equivalents and loans payable will fluctuate with the changes in the market rates. The influence of changes in the market rates of interest is not expected to be significant.

The Company’s financial assets and liabilities, which are set out in table 2 are, with the exception of cash and cash equivalents, primarily non-interest bearing and are therefore not subject to significant amounts of risk due to fluctuations in the interest rates.

(d) Credit risk The Company takes on exposure to credit risk,

which is the risk that a counterparty will be unable to pay amounts in full when due. This risk applies to the assets of the Company all of which are un secured. The counterparty risk exposure is equiv-alent to the total value of the Company’s assets. Impairment provisions are provided for losses that have been incurred by the balance sheet date, if any. There were no impairment provisions in the current year.

The Company’s main credit risk concentration is from amounts held at counterparty banks and from the private equity investments in which the Com-pany is invested. The Company seeks to mitigate its exposure to credit risk by conducting its contractual transactions with institutions which are reputable and well established.

In accordance with the Company’s policy, the Invest-ment Manager monitors the Company’s credit posi-tion on a monthly basis and the Board of Directors reviews it on a regular basis.




The cash at bank balance is unsecured and is held with Credit Suisse International, Dublin Branch, the only rated counterparty credit risk (A/A-1). The credit rating of the Custodian as at 31 December 2014 was A/A-1 (2013: A/A-1) (Source: Standard and Poor’s).

(e) Liquidity risk The Company may have an inability to raise addi-

tional funds or to use credit lines, if any, to satisfy the commitments to the various private equity invest-ments. In a private equity partnership investment, a commitment is typically given to a newly established private equity partnership. In the ensuing three to six years, the partnership draws down the available funds as and when attractive investment opportuni-ties become available. As a general rule, the partner-ship already begins to realize shareholding interests before all the capital has been invested. This means that the funds made available by the investors are not expected to be 100% invested in the private equity partnership. Historically, the average expo-sure ranges from 60% to 70%.

In the event of liquidity shortfall the Company has access to credit facilities and uncalled commitments which have default provisions, if needed, provided for in the prospectus. The Company can hold back making distributions to ensure its ability to meet current and future obligations. The liquidity posi-tion owing to shareholders at the balance sheet date is represented by the assets minus liabilities of the Company.

As mentioned in the Directors’ report, the Com-pany has access to a credit facility, the lower of EUR 2,500,000 and 25% of the Company’s net asset value, with LGT Bank (Ireland) Limited. The Com-pany also has a cash and cash equivalents position at 31 December 2014 of EUR 2,918,414 (31 Decem-ber 2013: EUR 11,854,919). The amounts outstand-ing on the total committed capital of the invest-ments as at 31 December 2014 are EUR 28,650,540

(31 December 2013: EUR 31,978,610), which are callable at anytime. These amounts are off balance sheet and may be called up over the life of the investments.

Table 3 analyzes the Company’s financial assets and liabilities based on the remaining period at the balance sheet date to the contractual maturity date. The amounts in table 3 are the contractual undiscounted cash flows. Balances due within 12 months equal their carrying balances, as the impact of discounting is not significant. In accor-dance with the Company’s policy, the Investment Manager monitors the Company’s liquidity position on a weekly basis and the Board of Directors reviews it on a regular basis.

(f) Capital risk management The capital of the Company is represented by

the net assets attributable to the holders of partici-pating shares. The Company’s objective when man-aging the capital is to safeguard the ability to con-tinue as a going concern in order to provide returns for holders of participating shares and benefits for other stakeholders and to maintain a strong capital base to support the development of the investment activities of the Company. The Investment Manager and Administrator monitor capital on the basis of the value of net assets attributable to holders of participating shares and the position is reviewed by the Board periodically. The capital management of the Company is controlled by the Investment Manager with the main risk relating to an investor default. The main provisions for dealing with a default allow the Company to conditionally take ownership of a defaulting investor’s holding with a view to sourcing a buyer and the imposition of a 50% penalty on the sales proceeds.



Table 1: currency exposure

Amounts are reported in EUR

At 31 December 2014 EUR USD CHF GBP Total


Cash and cash equivalents 2,918,414 – – – 2,918,414

Accrued income and other receivables 24,776 – – – 24,776

Total current assets 2,943,190 – – – 2,943,190

Non–current assetsInvestments at fair value through profit or loss 79,939,670 884,668 – 40,322,723 121,147,061

Total non–current assets 79,939,670 884,668 – 40,322,723 121,147,061

TOTAL ASSETS 82,882,860 884,668 – 40,322,723 124,090,251

Capital and reserves attributable to sharehold-ersShare capital – – – – –

Retained earnings 115,736,608 – – – 115,736,608

Net assets attributable to shareholders 115,736,608 – – – 115,736,608

Current liabilitiesAccrued expenses and other payables 180,069 – 20,653 – 200,722

Total current liabilities 180,069 – 20,653 – 200,722

Non–current liabilitiesAccrued expenses and other payables 8,152,921 – – – 8,152,921

Total non–current liabilities 8,152,921 – – – 8,152,921

TOTAL LIABILITIES 124,069,598 – 20,653 – 124,090,251



At 31 December 2013 EUR USD CHF GBP Total


Cash and cash equivalents 11,744,850 – – 110,069 11,854,919

Accrued income and other receivables 142,787 – – – 142,787

Total current assets 11,887,637 – – 110,069 11,997,706

Non-current assetsInvestments at fair value through profit or loss 91,438,216 4,792,633 – 49,478,034 145,708,883

Total non-current assets 91,438,216 4,792,633 – 49,478,034 145,708,883

TOTAL ASSETS 103,325,853 4,792,633 – 49,588,103 157,706,589

Capital and reserves attributable to sharehold-ersShare capital 31,851,140 – – – 31,851,140

Retained earnings 119,502,321 – – – 119,502,321

Net assets attributable to shareholders 151,353,461 – – – 151,353,461

Current liabilitiesAccrued expenses and other payables 214,425 – 17,863 110,066 342,354

Total current liabilities 214,425 – 17,863 110,066 342,354

Non-current liabilitiesAccrued expenses and other payables 6,010,774 – – – 6,010,774

Total non-current liabilities 6,010,774 – – – 6,010,774

TOTAL LIABILITIES 157,578,660 – 17,863 110,066 157,706,589



Table 2: interest rate exposure


At 31 December 2014 Less than1 month

Non-interestbearing

Total


Cash and cash equivalents 2,918,414 – 2,918,414

Accrued income and other receivables – 24,776 24,776

Total current assets 2,918,414 24,776 2,943,190

Non-current assetsInvestments at fair value through profit or loss – 121,147,061 121,147,061

Total non-current assets – 121,147,061 121,147,061

TOTAL ASSETS 2,918,414 121,171,837 124,090,251

Capital and reserves attributable to sharehold-ersShare capital – – –

Retained earnings – 115,736,608 115,736,608

Net assets attributable to shareholders – 115,736,608 115,736,608

Current liabilitiesAccrued expenses and other payables – 200,722 200,722

Total current liabilities – 200,722 200,722

Non-current liabilitiesAccrued expenses and other payables – 8,152,921 8,152,921

Total non-current liabilities – 8,152,921 8,152,921

TOTAL LIABILITIES – 124,090,251 124,090,251




Non-interestbearing

Total


Cash and cash equivalents 11,854,919 – 11,854,919

Accrued income and other receivables – 142,787 142,787

Total current assets 11,854,919 142,787 11,997,706

Non-current assetsInvestments at fair value through profit or loss – 145,708,883 145,708,883

Total non-current assets – 145,708,883 145,708,883

TOTAL ASSETS 11,854,919 145,851,670 157,706,589

Capital and reserves attributable to sharehold-ersShare capital – 31,851,140 31,851,140

Retained earnings – 119,502,321 119,502,321

Net assets attributable to shareholders – 151,353,461 151,353,461

Current liabilitiesAccrued expenses and other payables – 342,354 342,354

Total current liabilities – 342,354 342,354

Non-current liabilitiesAccrued expenses and other payables – 6,010,774 6,010,774

Total non-current liabilities – 6,010,774 6,010,774

TOTAL LIABILITIES – 157,706,589 157,706,589



Table 3: liquidity exposure



3 – 6 months No statedmaturity

Total



Accrued income and other receivables 24,776 – – 24,776

Total current assets 2,943,190 – – 2,943,190

Non-current assetsInvestments at fair value through profit or loss – – 121,147,061 121,147,061

Total non-current assets – – 121,147,061 121,147,061

TOTAL ASSETS 2,943,190 – 121,147,061 124,090,251

Capital and reserves attributable to sharehold-ersShare capital – – – –

Retained earnings – – 115,736,608 115,736,608

Net assets attributable to shareholders – – 115,736,608 115,736,608

Current liabilitiesAccrued expenses and other payables 200,722 – – 200,722

Total current liabilities 200,722 – – 200,722

Non-current liabilitiesAccrued expenses and other payables – – 8,152,921 8,152,921

Total non-current liabilities – – 8,152,921 8,152,921

TOTAL LIABILITIES 200,722 – 123,889,529 124,090,251




3 – 6 months No statedmaturity

Total



Accrued income and other receivables 142,787 – – 142,787

Total current assets 11,997,706 – – 11,997,706

Non-current assetsInvestments at fair value through profit or loss – – 145,708,883 145,708,883

Total non-current assets – – 145,708,883 145,708,883

TOTAL ASSETS 11,997,706 – 145,708,883 157,706,589

Capital and reserves attributable to sharehold-ersShare capital – – 31,851,140 31,851,140

Retained earnings – – 119,502,321 119,502,321

Net assets attributable to shareholders – – 151,353,461 151,353,461

Current liabilitiesAccrued expenses and other payables 339,798 2,556 – 342,354

Total current liabilities 339,798 2,556 – 342,354

Non-current liabilitiesAccrued expenses and other payables – – 6,010,774 6,010,774

Total non-current liabilities – – 6,010,774 6,010,774

TOTAL LIABILITIES 339,798 2,556 157,364,235 157,706,589


14. TaxationUnder current law and practice the Company qualifies as an investment undertaking as defined in Section 739B of the Taxes Consolidation Act, 1997, as amended (the “TCA”). On that basis, it is not chargeable to Irish tax on its income or gains.

However, Irish tax may arise on the occurrence of a “chargeable event”. A chargeable event includes any distribution payments to shareholders or any encash-ment, redemption, transfer or cancellation of shares and any deemed disposal of shares for Irish tax purposes arising as a result of holding shares in the Company for a period of eight years or more.

No Irish tax will arise in respect of chargeable events in respect of a shareholder who is an Exempt Irish Investor (as defined in Section 739D of the TCA) or who is neither Irish resident nor ordinarily resident in Ireland for tax purposes at the time of the chargeable event, provided, in each case, that an appropriate valid decla-ration in accordance with Schedule 2B of the TCA is held by the Company or where the Company has been authorized by Irish Revenue to make gross payments in absence of appropriate declarations.

Distributions, interest and capital gains (if any) on investments made by the Company may be subject to withholding taxes imposed by the country of origin and such taxes may not be recoverable by the Com-pany or its shareholders.


15. Soft commission arrangementsThere were no soft commission arrangements affect-ing the Company during the years ended 31 December 2014 and 31 December 2013.

16. Events since the year endAs of 13 February 2015, the Company has contributed EUR 0.2 million to existing private equity partnership investments.

17. Approval of financial statementsThe Directors approved the audited financial state-ments on 13 February 2015.


Portfolio of investments l CROWN PRIVATE EQUITY Annual report 2014 45

NOTES:1) Investments have been assigned an alphanumeric code for reasons of confidentiality.2) A complete statement of portfolio changes is available to shareholders from the registered office of the Company free of charge.3) The notes to the accounts are an integral part of the financial statements.

Portfolio of investments FOR THE YEAR ENDED 31 DECEMBER 2014 1), 2), 3)

Partner- ship

currency

Capital commit-

ments: partnership

currency

Capital commit-

ments: (EUR)

2014 Fair

value (EUR)

2014 Percentage

of total net assets

attributable to share-

holders (%)

2013 Fair

value (EUR)

2013 Percentage

of total net assets


holders (%)

Primary investments

Vintage year 2003

P1 EUR 15,000,000 15,000,000 – – – –

P2 EUR 5,000,000 5,000,000 691,375 0.6 2,467,974 1.6

Vintage year 2004

P3 GBP 7,000,000 9,019,420 2,785,308 2.4 3,629,133 2.4

P4 EUR 10,000,000 10,000,000 24,129 – 165,317 0.1

P5 EUR 8,000,000 8,000,000 1,741,723 1.5 3,761,417 2.5

P6 GBP 11,000,000 14,173,374 7,009,799 6.1 7,339,740 4.8

P7 EUR 11,300,000 11,300,000 2,679,786 2.3 3,452,881 2.3

P8 EUR 15,000,000 15,000,000 2,544,284 2.2 4,254,997 2.8

P9 EUR 15,000,000 15,000,000 1,394,539 1.2 4,789,180 3.2

P10 EUR 20,000,000 20,000,000 6,916,868 6.0 9,149,387 6.0

Vintage year 2005

P11 EUR 18,000,000 18,000,000 6,934,046 6.0 5,352,984 3.5

P12 EUR 20,000,000 20,000,000 8,988,073 7.7 9,540,694 6.3

P13 EUR 18,000,000 18,000,000 3,201,545 2.8 3,301,823 2.2

Vintage year 2006

P14 EUR 5,000,000 5,000,000 3,960,612 3.4 4,927,361 3.3

P15 GBP 13,500,000 17,394,595 9,895,334 8.5 12,106,526 8.0

P16 EUR 20,000,000 20,000,000 8,891,080 7.7 7,378,730 4.9

P17 EUR 14,000,000 14,000,000 11,323,661 9.8 11,604,552 7.7

P18 USD 20,000,000 16,527,560 878,171 0.8 4,574,893 3.0

P19 EUR 20,000,000 20,000,000 2,489,841 2.2 1,403,935 0.9

P20 GBP 10,000,000 12,884,886 8,268,748 7.0 12,947,900 8.6

Vintage year 2007

P21 EUR 20,000,000 20,000,000 12,331,234 10.7 11,647,921 7.7

P22 GBP 15,000,000 19,327,328 12,327,989 10.7 12,796,959 8.5

Sub-total primary investments 323,627,163 115,278,145 99.6 136,594,304 90.3


NOTES:1) Investments have been assigned an alphanumeric code for reasons of confidentiality.2) A complete statement of portfolio changes is available to shareholders from the registered office of the Company free of charge.3) The notes to the accounts are an integral part of the financial statements.4) The partnership agreement was terminated on 31 December 2007.

46 CROWN PRIVATE EQUITY Annual report 2014 l Portfolio of investments

FOR THE YEAR ENDED 31 DECEMBER 2014 (CONTINUED)1),2),3)

Partner- ship

currency

Capital commit-

ments: partnership

currency

Capital commit-

ments: (EUR)

2014 Fair

value (EUR)

2014 Percentage

of total net assets


holders (%)

2013 Fair

value (EUR)

2013 Percentage

of total net assets


holders (%)

Secondary transactions

Closing year 2003

Transaction No. 1

S1-1 EUR 2,338,646 2,338,646 251,696 0.2 333,457 0.2

S1-2 USD 1,703,711 1,407,909 6,497 0.0 185,766 0.1

Transaction No. 2

S2-1 USD 2,536,154 2,095,822 – – 3,420 0.0

S2-2 EUR 2,276,745 2,276,745 40,560 0.0 159,373 0.1

Closing year 2004

Transaction No. 3

S3-1 EUR 5,583,919 5,583,919 1,883 0.0 85,050 0.1

Transaction No. 4

S4-1 EUR 5,231,250 5,231,250 19,088 0.0 – –

Closing year 2005

Transaction No. 5

S5-1 EUR 3,862,000 3,862,000 – – – –

S5-2 USD 2,589,688 2,140,061 – – 28,554 0.0

Transaction No. 6

S6-1 EUR 6,020,454 6,020,454 451,793 0.4 447,918 0.3

Closing year 2006

Transaction No. 7

NA4) EUR 19,880 19,880 – – – –

S7-1 EUR 7,000,000 7,000,000 1,263,350 1.1 1,327,270 0.9

S7-2 EUR 8,964,044 8,964,044 187,109 0.2 191,994 0.1

S7-3 EUR 4,750,000 4,750,000 3,611,394 3.2 5,694,000 3.8

Transaction No. 8

S8-1 GBP 3,001,462 3,867,348 35,546 0.0 657,777 0.4

Sub–total secondary transactions 55,558,078 5,868,916 5.1 9,114,579 6.0

Investments at fair value through profit or loss 379,185,241 121,147,061 104.7 145,708,883 96.3

Other net assets and liabilities (5,410,453) (4.7) 5,644,578 3.7

TOTAL NET ASSETS ATTRIBUTABLE TO SHAREHOLDERS 115,736,608 100.0 151,353,461 100.0

LGT Capital Partners Ltd.Schuetzenstrasse 68808 PfaeffikonSwitzerlandPhone +41 55 415 96 00Fax +41 55 415 96 [email protected]

www.lgtcp.com

crown private equity plc - london stock exchange · 2015. 4. 20. · strictly confidential...

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