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Authorised and regulated by the Financial Conduct Authority

April 2013. SANDBOURNE ASSET MANAGEMENT LTD. Authorised and regulated by the Financial Conduct Authority. Fund Overview. Long / Short UK Equity Fund established November 2003

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Authorised and regulated by the Financial Conduct Authority

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  1. April 2013 SANDBOURNE ASSET MANAGEMENT LTD Authorised and regulated by the Financial Conduct Authority

  2. Fund Overview • Long / Short UK Equity Fund established November 2003 • Aim is to provide absolute capital appreciation: A flexible approach to equity investment to capture market swings and re-pricings • Best performing European long/short fund 2008-2010 averaging 31.2% per annum (source: BarclayHedge) • Investment process tested and refined over 9 years • Stock selection principally based on fundamentals with a focus on catalysts to crystallise value in positions • Futures overlay used to actively control net exposure: now given more prominence after consistent positive contribution • Significant management commitment with over $40m own money invested • GBP, USD and EUR shares classes available SANDBOURNE ASSET MANAGEMENT LTD

  3. Fund Overview (continued) • Fund only invests in liquid and listed securities • Investors able to redeem shares monthly with no gates • Simple easy-to-understand strategy • 100% transparency – all positions open to investor scrutiny • Managers available and eager to discuss fund with investors SANDBOURNE ASSET MANAGEMENT LTD

  4. Monthly Returns SANDBOURNE ASSET MANAGEMENT LTD

  5. Performance History SANDBOURNE ASSET MANAGEMENT LTD

  6. Performance Data SANDBOURNE ASSET MANAGEMENT LTD

  7. Investment Philosophy Top-Down: Market Characteristics • Equity markets go through extended up- and down-swings which many investors either ignore, misunderstand or fight against • We seek to capture returns on both sides by understanding turning points and respecting genuine trends • We try to avoid temporary reversals and boost gains with top-down stock plays Bottom-Up: How to incorporate stock picking • Many stock picks take time to play out • Long-term stock picks are best separated from market view • Look for stock-specific risks and internal prospects to diversify top-down exposure • Don’t restrict net exposure to being the sum of stock-picks SANDBOURNE ASSET MANAGEMENT LTD

  8. Portfolio Construction – Top Down Horizon 1 to 3 months Highly liquid instruments/stocks Long and short positions Futures • Actively used to control net exposure • Typically up to +/-100% of net assets Top Down stock picks • 50-80% of net assets • Typical position size at initiation 3-4% (depending on liquidity) • 20 to 30 positions Analysis • Current issues • e.g. credit crisis • Economic cycle • Technical & sentiment data • Valuation SANDBOURNE ASSET MANAGEMENT LTD

  9. Exposure History Positive but insubstantial market-timing contribution More aggressive variation of net exposure, stronger returns SANDBOURNE ASSET MANAGEMENT LTD

  10. Top Down: Example Short: Wolseley Cyclical fall in demand, negative sentiment Earnings expectations halved and P/E contracted further Shorted Aug08: 444p Covered Mar09: 159p SANDBOURNE ASSET MANAGEMENT LTD

  11. Portfolio Construction – Bottom Up Core Trades • Companies with internally generated prospects • Performance of shares not dependent on market • Holding period 6 months or more • Mainly long positions • Will accept lower levels of liquidity for high conviction ideas • 50-80% of net assets • Typical position size at initiation 3% • 20 to 30 positions Research process: • Internal • Company Meetings • Brokers • Broker reports • Sell-side analysts SANDBOURNE ASSET MANAGEMENT LTD

  12. Portfolio Construction – Bottom Up Short-term Trades • Companies with imminent results or newsflow • Low correlation to market expected • Holding period less than 1 month • Both long and short positions • Need high levels of liquidity • Less than 30% of net assets • Typical position size at initiation 3-4% (depending on liquidity) • 0 to 10 positions SANDBOURNE ASSET MANAGEMENT LTD

  13. Summary • Process refined and improved over 9 years • Uncorrelated over cycle; above average returns with current strategy • Large management commitment (over $40m) • Process scalable to at least $500m SANDBOURNE ASSET MANAGEMENT LTD

  14. Appendix SANDBOURNE ASSET MANAGEMENT LTD

  15. Directors, Managers, Advisors and Fees • Launch Date: 01/12/2003 • Investment Manager: Sandbourne Asset Management Limited • Prime Broker: Goldman Sachs International • Lawyer UK: Stephenson Harwood • Cayman Islands Lawyer: Maples and Calder Europe • Accountant: BDO • Administrator: Citco Fund Services (Ireland) Limited  • Directors: William Scott (Chairman), David Bruce, Nick England • Fees: -2% per annum Management Fee - 20% Performance Fee paid annually in arrears, with high watermark. • Capacity Limit: $500-750 million • Domicile: Cayman Islands • Listing: Irish Stock Exchange (A & B classes) SANDBOURNE ASSET MANAGEMENT LTD

  16. Key Staff • David Bruce – Chief Executive, Fund Manager is the founder of Sandbourne Asset Management, having left Abbey Life Investment Services Ltd where he was the Managing Director. He spent 11 years in total with Abbey Life in a number of positions including heading up the Japanese desk until 1991 and the UK equity desk thereafter. • Paul Dixon-Box, CFA – Fund Manager graduated from Cambridge University with a degree in Mathematics in 2001 and joined the US desk of Sandbourne Asset Management in August of that year helping to run a US investment trust and subsequently a US long/short equity hedge fund. Paul transferred to the UK desk in April 2003 in preparation for the launch of Sandbourne Fund. • Alison Dean – Director - Operations worked for David Bruce as Operations Manager at Abbey Life before joining Sandbourne Asset Management. She plays a key role in the operation by ensuring that the fund managers have the maximum possible amount of time to spend on actually running the portfolios. • Barbara Minns– Investor Relations joined Sandbourne Asset Management in December 2010 following an 8 year career at J.P. Morgan Investment Bank. SANDBOURNE ASSET MANAGEMENT LTD

  17. Dealing • Subscriptions: • Minimum subscription for new investors is £100,000 for A Shares, US$100,000 for B Shares or €100,000 for C Shares • Applications for shares must be received by the Administrator before 12.00 pm on the Valuation Day immediately preceding the relevant monthly Dealing Day. • Redemptions: • Shares may be redeemed on each monthly Dealing Day at the Redemption Price then ruling • 21 calendar days notice of redemption SANDBOURNE ASSET MANAGEMENT LTD

  18. Risk Management • Daily monitor • Sector exposure • Composition of portfolio in terms of large cap, mid cap and small caps • Liquidity of positions • Balance Sheet – maximum leverage of 150% • Operations staff monitor portfolio to ensure that the fund does not exceed its restrictions • Automatic stop losses are NOT used. Adverse moves are assessed on a daily basis to evaluate changes to risk/reward. SANDBOURNE ASSET MANAGEMENT LTD

  19. Example Turning Point: 2007 high Index makes higher high in October, well after first signs of the credit crisis But investors are too bullish, complacent And market internals do not confirm new high SANDBOURNE ASSET MANAGEMENT LTD

  20. Example Futures Trades (FTSE 100) 81% net short at 31 Dec 2007 Increased to 100% short on 16 May Went to 44% short on 31 Jan Went to 25% short between 19 Sep and 23 Sep 2008 Covered half of short on 18 Jan Returned to 43% short on 4 Apr Covered to 8% short on 17 March Covered remaining short on 22 Jan Covered to 8% long on 17 Sep Chart: Bloomberg SANDBOURNE ASSET MANAGEMENT LTD

  21. Performance Commentary • 2004: Poor stock-selection from purchasing poor-quality, lagging names (having launched many months into the new bull market). Resolution: Focus on quality stocks and improve selection process, including better analyst contact. Take more decisive action on failing positions. • 2005: Both stock-selection and market-timing positive but not strong enough. Resolution: Continue to improve stock-selection, and manage/vary net exposure more aggressively. • 2006: Strong market-timing including use of futures but largely offset by stock-selection, including too many shorts caught up in M&A bubble. Resolution: Reduce the number of positions held against market view (shorts in this case). Shrinking portfolio in this manner will likely increase volatility but we believe strong returns will more than compensate. • 2007: With increased use of futures, market-timing produced a decent return (final short positioning was costly during the 2H07 but paid off in 1Q08). Stock-selection also satisfactory. • 2008: Very strong market-timing returns, but a negative contribution from stock-selection. • 2009: Early bullish call produced volatility, but very strong market-timing and stock selection gains. • 2010: Driven by market-timing; stock-selection significantly positive. • 2011: Stock-selection poor, particularly cyclicals hurt by rise in risk-aversion. Believe positioning is correct; added to positions and will hold into 2012 for a recovery. • 2012: Strong market-timing gains; small contribution from stock-selection SANDBOURNE ASSET MANAGEMENT LTD

  22. Contact Information • For further information, please contact: Barbara Minns Sandbourne Asset Management Ltd 4 Acorn Business Park Ling Road Poole BH12 4NZ United Kingdom • Telephone: +44 1202 305904 • Fax: +44 1202 305905 • e-mail: barbara.minns@sandbourne.com • Website: www.sandbourne.com SANDBOURNE ASSET MANAGEMENT LTD

  23. This document does not constitute or form any part of an offer to sell or an invitation to purchase or subscribe for shares or other securities, nor may it or any part of it, nor the fact of its distribution, form the basis of, or be relied upon in connection with, any contract relating thereto. The information contained herein is for background purposes only, has not been verified and is subject to amendment, revision and updating. No representation or warranty, express or implied, is made as to the fairness, accuracy, or completeness of the information contained herein and no reliance should be placed upon it. Sandbourne Asset Management Limited do not accept any liability for any loss howsoever arising, directly or indirectly, from the issue of this document or its contents. The information in this document is only available in the United Kingdom to investment professionals (as defined in Article 14 of the Financial Services and Markets Act 2000 (Promotion of Collective Investment Schemes) (Exemptions Order 2001)) (“the Order”) and accordingly to persons who have professional experience of participating in unregulated schemes or high net worth companies, unincorporated associations, etc, being persons of a kind described in Article 22 of that Order. Persons who do not fall within these categories should take no further action in respect of this document and should not rely on it in any way. This document has not been approved for the purposes of section 21 of the Financial Services and Markets Act 2000. Accordingly this document may only be issued or passed on in the United Kingdom to those persons referred to above and to whom this document may also be lawfully communicated pursuant to the Financial Services and Markets Act 2000 (Financial Promotion) Order 2001. The attention of prospective investors is drawn to page 1 of the Continuing Offering Memorandum. 20 May 2013 SANDBOURNE ASSET MANAGEMENT LTD

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