TIDMCRWN
Crown Place VCT PLC
As required by the UK Listing Authority's Disclosure and Transparency Rule 4.2,
Crown Place VCT PLC today makes public its information relating to the Half-
yearly Financial Report (which is unaudited) for the six months to 31 December
2012. This announcement was approved by the Board of Directors on 27 February
2013.
The full Half-yearly Financial Report (which is unaudited) for the period to 31
December 2012, will shortly be sent to shareholders. Copies of the full Half-
yearly Financial Report will be shown via the Albion Ventures LLP website by
clicking www.albion-ventures.co.uk/OurFunds/Crown_Place.html.
Investment objectives
The investment objective and policy of the Company* is to achieve long term
capital and income growth principally through investment in smaller unquoted
companies in the United Kingdom.
In pursuing this policy, the Manager aims to build a portfolio which
concentrates on two complementary investment areas. The first are more mature or
asset-based investments that can provide a strong income stream combined with a
degree of capital protection. These will be balanced by a lesser proportion of
the portfolio being invested in higher risk companies with greater growth
prospects.
*The "Company" is Crown Place VCT PLC. The "Group" is the Company together with
its subsidiaries CP1 VCT PLC and CP2 VCT PLC.
Financial calendar
Record date for second dividend 1 March 2013
Payment of second dividend 29 March 2013
Financial year end 30 June 2013
Financial highlights (unaudited)
+------------------------------------------------------------------------------+
| Six months ended Six months ended Year ended|
| |
| 31 December 2012 31 December 2011 30 June 2012|
| |
| (pence per share) (pence per share) (pence per share)|
| |
|Net asset value per |
|share 32.24 32.86 32.60|
| |
|Dividends paid 1.25 1.25 2.50|
| |
|Revenue return per share 0.35 0.52 0.80|
| |
|Capital return/(loss) |
|per share 0.51 (0.11) 0.61|
+------------------------------------------------------------------------------+
Shareholder returns and shareholder value
Proforma ((i)) Proforma ((i))
Murray VCT PLC Murray VCT 2 PLC Crown Place VCT
PLC*
(pence per share) (pence per share) (pence per share)
Shareholder return from
launch to April 2005
(date that Albion
Ventures was appointed
investment manager):
Total dividends paid to 30.36 30.91 24.93
6 April 2005 ((ii))
Decrease in net asset (69.90) (64.50) (56.60)
value
-------------------------------------------------------
Total shareholder (39.54) (33.59) (31.67)
return to 6 April 2005
-------------------------------------------------------
Shareholder return from
April 2005 to 31
December 2012:
Total dividends paid 13.14 15.51 18.05
Decrease in net asset (7.15) (8.07) (11.16)
value
-------------------------------------------------------
Total shareholder
return from April 2005 5.99 7.44 6.89
to 31 December 2012
-------------------------------------------------------
Shareholder value since
launch:
Total dividends paid to 43.50 46.42 42.98
31 December 2012 ((ii))
Net asset value as at 22.95 27.43 32.24
31 December 2012
-------------------------------------------------------
Total shareholder value 66.45 73.85 75.22
as at 31 December 2012
-------------------------------------------------------
Current dividend
objective:
Pence per share (per 1.78 2.13 2.50
annum)
-------------------------------------------------------
Percentage yield on net
asset value as at 31 7.8% 7.8% 7.8%
December 2012
-------------------------------------------------------
Net asset value total return to shareholders since launch:
+------------------------------------------------------------------------------+
| 31 December 2012|
| (pence per share)|
+------------------------------------------------------------------------------+
|Total dividends paid during the period from launch to 6 24.93|
|April 2005 (prior to change of manager) |
| |
|Total dividends paid during the year ended 28 February 2006 1.00|
| |
|Total dividends paid during the period ended 30 June 2007 3.30|
| |
|Total dividends paid during the year ended 30 June 2008 2.50|
| |
|Total dividends paid during the year ended 30 June 2009 2.50|
| |
|Total dividends paid during the year ended 30 June 2010 2.50|
| |
|Total dividends paid during the year ended 30 June 2011 2.50|
| |
|Total dividends paid during the year ended 30 June 2012 2.50|
| |
|Total dividends paid during the six months ended 31 December 1.25|
|2012 |
| ------------------+
|Total dividends paid to 31 December 2012 42.98|
| |
|Net asset value as at 31 December 2012 32.24|
| ------------------+
|Total net asset value shareholder return as at 31 December 75.22|
|2012 |
| ------------------+
| |
+------------------------------------------------------------------------------+
In addition to the dividends paid above, the Board has declared a second
dividend for the year ending 30 June 2013, of 1.25 pence per Crown Place VCT PLC
share, to be paid on 29 March 2013 to shareholders on the register as at 1 March
2013.
Notes
i. The proforma shareholder returns presented above are based on the dividends
paid to shareholders before the merger and the pro-rata net asset value per
share and pro-rata dividends per share paid to 31 December 2012 since the
merger. This pro-forma is based upon the proportion of shares received by
Murray VCT PLC (now renamed CP1 VCT PLC) and Murray VCT 2 PLC (now renamed
CP2 VCT PLC) shareholders at the time of the merger with Crown Place VCT
PLC on 13 January 2006.
ii. Prior to 6 April 1999, venture capital trusts were able to add 20 per cent.
to dividends and figures for the period up until 6 April 1999 are included
at the gross equivalent rate actually paid to shareholders.
* Formerly Murray VCT 3 PLC
Interim management report
Results
In the six month period to 31 December 2012, the Company achieved a positive
total return of 0.86 pence per share or 2.6 per cent. on opening net assets.
Following payment of the first dividend for the year of 1.25 pence per share on
30 November 2012, the net asset value as at 31 December 2012 was 32.24 pence per
share (30 June 2012: 32.60 pence per share). The total return for the period was
GBP686,000 of which the revenue profit was GBP281,000 and the capital profit was
GBP405,000. Investment income and deposit interest remained broadly similar to the
level achieved in the same period last year. Realised and unrealised net gains
on investments of GBP576,000 compared favourably to net losses of GBP181,000 over
the same period in the previous year.
Dividends
It is the Company's policy to pay regular and predictable dividends to
shareholders out of revenue income and realised capital gains. The first
dividend for the current financial year of 1.25 pence per share was paid on 30
November 2012. A second dividend of 1.25 pence per share will be paid on 29
March 2013 to shareholders on the register on 1 March 2013. A total annual
dividend of 2.5 pence per share has been maintained for the last five
consecutive years and the Board aims to maintain this level of annualised
dividend distribution going forward, subject to the availability of cash
resources and distributable reserves.
Dividends are paid free of tax to shareholders. Qualifying shareholders who
elect to participate in the Dividend Reinvestment Scheme will be able, in
respect of further dividends, to receive their dividends in the form of new
shares rather than cash, which will entitle them to income tax relief at the
rate of 30 per cent. (new shares will need to be held for at least five years to
attract the tax relief). Further details of the Dividend Reinvestment Scheme can
be found on the Manager's website www.albion-ventures.co.uk/Our Funds/Crown
Place VCT PLC.
Portfolio review
During the six month period, the Company invested GBP184,000. Of this amount,
GBP67,000 related to a new investment in Proveca, a specialist pharmaceutical
company which focuses on developing innovative, technically complex
pharmaceuticals. The balance of GBP117,000 was invested in existing portfolio
businesses including AMS Sciences, Dysis Medical, Nelson House Hospital and
Rostima.
Investments realised during the period totalled GBP1,591,000 of which GBP1,192,000
related to the sale of the Company's cinema investments, CS Brixton, CS Exeter
and CS Norwich. The sale of these companies resulted in a total return of 2.6
times the original amount invested. The Company also made a partial disposal of
its holding in Avanti Communications Group, realising GBP202,000 against cost of
GBP104,000. Loan stock repayments were received from Kew Green VCT (Stansted)
( GBP30,000) and Tower Bridge Health Clubs ( GBP96,000).
The portfolio remains well diversified and benefits from a high proportion of
asset-backed investments with no external gearing. Radnor House School
(Holdings) continues to grow profitably, while Oakland Care Centre has reached
maturity within twelve months of opening and profitability is in excess of the
original forecast. In the six month period both of these companies increased the
interest paid to the Company. The renewable energy portfolio continues to
progress towards maturity with The Street by Street Solar Programme, TEG Biogas
(Perth) and Alto Prodotto Wind becoming well established. Elsewhere in the
asset-backed portfolio Nelson House, Orchard Portman and Bravo Inns II continue
to trade well.
In the growth portfolio, a number of companies, such as Lowcosttravelgroup,
Masters Pharmaceuticals and Mirada, continue to progress and have attractive
long term prospects. However, some other companies in the portfolio are
experiencing difficult market conditions which have impacted on their trading
results and these include Helveta and Prime Care.
There are only two material holdings remaining in the AIM portfolio - Avanti
Communications and Augean. Avanti's share price declined during the six month
period and is now close to its net asset value, while Augean's share price was
broadly static. In the opinion of the Manager, both these companies have good
long term potential.
The chart set out at the bottom of this announcement illustrates the composition
of the portfolio by industry sector. The majority of the investments in the
hotels, pubs, health and fitness clubs and education segments and several of the
healthcare investments are backed by freehold or long leasehold assets with no
external gearing.
Risks and uncertainties
The most significant risk for a company of this nature is investment risk. To
mitigate this, your Company has a policy of ensuring that its portfolio
companies do not have external bank borrowings and that it has a first legal
charge over portfolio company assets wherever possible. Other risks and
uncertainties remain unchanged and are as detailed on pages 18 to 20 of the
Annual Report and Financial Statements for the year ended 30 June 2012.
Discount management and share buy-backs
It remains the Board's policy to buy back shares in the market subject to the
overall constraint that such purchases are in the Company's interest, including
the maintenance of sufficient resources for investment in existing and new
portfolio companies and for the continued payment of dividends to shareholders.
As announced on 6 December 2012, it is the Board's intention that such buy-backs
should take place at around 5 per cent. discount to net asset value, so far as
market conditions and liquidity permit. During the period, the Company cancelled
730,000 shares from treasury and purchased a further 728,000 shares for treasury
at a total cost of GBP206,000.
Transactions with Manager
Details of the transactions that took place with the Manager in the period can
be found in note 4.
Going concern
The Board's assessment is that liquidity risk is low, and remains as detailed on
page 52 of the Annual Report and Financial Statements for the year ended 30 June
2012. The Company has significant cash and liquid resources. The portfolio of
investments is diversified in terms of sector, and the major cash outflows of
the Company (namely investments, share buy-backs and dividends) are within the
Company's control. Accordingly, after making enquiries, the Directors have a
reasonable expectation that the Company has adequate resources to continue in
operational existence for the foreseeable future. For this reason the Directors
have adopted the going concern basis in preparing the accounts in accordance
with Going Concern and Liquidity Risk: Guidance for Directors of UK Companies
2009, published by the Financial Reporting Council.
Albion VCTs Top Up Offers 2012/2013
Your Board, in conjunction with the boards of other VCTs managed by Albion
Ventures LLP, launched a top up offer of new Ordinary shares on 19 October
2012. Crown Place VCT PLC is aiming to raise up to GBP2.25 million, out of up to
GBP15 million in aggregate that the Albion VCTs are seeking to raise. The proceeds
will be used to provide further resources at a time when a number of attractive
investment opportunities are being seen. An Investor Guide and Offers Document
has been sent to shareholders. Details of the first allotment on 19 December
2012 are shown in note 8.
Outlook
The outlook for the UK economy continues to be uncertain with little signs of
sustainable economic recovery. Growth is likely to continue to be hindered by
public sector funding cuts and potential increases in unemployment and
inflation. Against this background, your Company is conservatively financed and
is invested in a broadly diversified portfolio with a significant proportion of
asset-backed investments. Some of these asset-backed investments, such as the
renewable energy companies, the care homes and Radnor House School, have the
potential to generate higher levels of income as they mature. The Company is
also well positioned to benefit from attractive new investment opportunities.
The Board views this VCT as a long term tax-efficient savings product and, in
this context, the Directors consider that the Company remains well positioned to
deliver long term shareholder value.
Patrick Crosthwaite
Chairman
27 February 2013
Responsibility statement
The Directors, Patrick Crosthwaite, Rachel Beagles, Karen Brade and Richard
Huntingford, are responsible for preparing the Half-yearly Financial Report. The
Directors have chosen to prepare this Half-yearly Financial Report for the Group
in accordance with International Financial Reporting Standards ("IFRS").
In preparing the summarised set of Financial Statements for the period to 31
December 2012, we the Directors, confirm that to the best of our knowledge:
(a) the summarised set of Financial Statements has been prepared in accordance
with International Accounting Standard (IAS) 34 "Interim Financial Reporting"
issued by the International Accounting Standards Board;
(b) the interim management report includes a fair review of the information
required by DTR 4.2.7R (indication of important events during the first six
months and description of principal risks and uncertainties for the remaining
six months of the year);
(c) the summarised set of Financial Statements give a true and fair view in
accordance with IFRS of the assets, liabilities, financial position and of the
profit and loss of the Group for the six months ended 31 December 2012 as
required by DTR 4.2.4R, and comply with IFRS and Companies Act 2006 and;
(d) the interim management report includes a fair review of the information
required by DTR 4.2.8R (disclosure of related parties' transactions and changes
therein).
The accounting policies applied to the Half-yearly Financial Report have been
consistently applied in current and prior periods and are those applied in the
Annual Report and Financial Statements for the year ended 30 June 2012.
This Half-yearly Financial Report has not been audited or reviewed by the
Auditor.
By order of the Board of Directors
Patrick Crosthwaite
Chairman
27 February 2013
Portfolio of investments
The following is a list of non-current investments with a carrying/fair value as
at 31 December 2012.
As at 31 December As at 30 June
2012 2012
(unaudited) (audited)
Change
% voting in total
rights Investment Investment value
% of AVL* to date Total to date Total for the
Investment Nature of voting managed at cost value at cost value period**
name business rights companies GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
=--------------------------------------------------------------------------------------
Asset-
backed
investments
Oakland Owner and 18.4 50.0 1,600 2,251 1,600 2,012 239
Care Centre operator of a
Limited care home
Radnor Owner and 9.0 50.0 1,564 2,251 1,564 2,036 215
House operator of
School an
(Holdings) independent
Limited school
The Crown Owner and 15.0 50.0 2,976 2,040 2,976 2,023 17
Hotel operator of
Harrogate the Crown
Limited Hotel,
Harrogate
Kensington Owner and 7.8 50.0 1,789 1,126 1,789 1,216 (90)
Health operator of a
Clubs health and
Limited fitness club
in West
London
Kew Green Owner and 2.0 50.0 955 859 985 917 (28)
VCT operator of
(Stansted) the 'Holiday
Limited Inn Express'
at Stansted
Airport
The Owner and 6.9 50.0 1,987 843 2,093 916 (6)
Charnwood operator of
Pub Company freehold pubs
Limited
Orchard Owner and 11.3 50.0 745 702 745 734 (32)
Portman operator of a
Hospital psychiatric
Limited hospital in
Taunton
The Owner and 10.8 50.0 1,531 633 1,531 757 (124)
Stanwell operator of
Hotel the Stanwell
Limited Hotel at
Heathrow
Airport
Tower Owner and 9.5 50.0 433 605 529 661 40
Bridge operator of a
Health health and
Clubs fitness club
Limited in central
London
Bravo Inns Owner and 3.8 50.0 550 552 550 553 (1)
II Limited operator of
freehold pubs
Nelson Owner and 4.0 50.0 396 504 375 392 91
House operator of a
Hospital Psychiatric
Limited hospital in
Gosport
The Street Provider of 4.4 50.0 443 443 443 447 (4)
by Street PV
Solar installations
Programme on domestic
Limited roofs
TEG Biogas Provider of 6.1 50.0 364 391 364 403 (12)
(Perth) anaerobic
Limited digestion
facilities
Alto Wind power 4.1 50.0 371 371 371 371 -
Prodotto generator
Wind focused on
Limited sites in
Wales
Regenerco PV 3.4 50.0 326 326 326 326 -
Renewable installations
Energy on small
Limited commercial
buildings
The Owner and 1.2 50.0 190 147 190 147 -
Weybridge operator of a
Club freehold
Limited health and
fitness club
in Weybridge,
Surrey
Bravo Inns Owner and 2.6 50.0 230 145 230 145 -
Limited operator of
freehold pubs
AVESI PV 3.8 50.0 117 117 117 117 -
Limited installations
on small
commercial
buildings
Taunton Owner and 1.6 50.0 100 91 100 97 (6)
Hospital operator of a
Limited psychiatric
hospital in
Taunton
Premier Freehold 5.7 50.0 420 91 420 95 (4)
Leisure cinema owner
(Suffolk)
Limited
The Dunedin Owner and 7.8 50.0 81 74 83 77 (1)
Pub Company operator of
VCT Limited freehold pubs
Greenenerco Wind power 1.9 50.0 65 65 65 65 -
Limited operator
GB Pub Owner and 9.0 50.0 321 14 321 27 (13)
Company VCT operator of
Limited freehold pubs
--------------------------------------
Total 17,554 14,641 17,767 14,534 281
asset-
backed
investments
--------------------------------------
As at 31 December As at 30 June 2012
2012 (audited)
(unaudited)
% voting
rights Investment Investment Change
% of AVL* to date Total to date Total in total
voting managed at cost value at cost value** value
Nature of rights companies GBP'000 GBP'000 GBP'000 GBP'000 for the
Investment business period**
name GBP'000
=--------------------------------------------------------------------------------------------------
Growth investments
ELE Advanced Manufacturer of 48.3 48.3 1,050 1,955 1,050 2,196 (241)
Technologies precision
Limited engineering
components
Lowcosttravelgroup Online travel 5.0 26.0 455 1,173 455 964 209
Limited business
Blackbay Limited Provider of 4.1 34.9 454 635 454 622 13
mobile data
solutions for
the logistics
and field
service sectors
Masters International 2.4 16.9 474 479 474 455 24
Pharmaceuticals specialist
Limited distribution of
pharmaceuticals
Mirada Medical Developer of 7.7 50.0 179 476 179 396 80
Limited medical imaging
software
Helveta Limited Provider of 5.0 33.4 842 453 842 520 (67)
software
solutions,
traceability and
inventory
analysis to the
timber industry
Mi-Pay Limited Provider of 3.9 49.9 526 371 526 371 -
mobile payment
services
DySIS Medical Developer, 2.7 19.0 429 352 423 186 160
Limited manufacturer and
seller of
medical devices
for the
detection of
epithelial
cancers
House of Chocolate 23.3 23.3 199 352 199 406 (54)
Dorchester Limited manufacturer
Hilson Moran Multi- 4.5 50.0 319 320 319 346 (26)
Holdings Limited disciplinary
engineering
consultancy
Rostima Limited Provider of 5.5 39.6 189 294 157 292 (30)
workforce
management
solutions
software
Opta Sports Data Compiler of 1.4 14.2 176 274 176 218 56
Limited sports
performance data
Process Systems Provider of 1.2 18.1 124 256 124 198 58
Enterprise Limited process systems
modelling
solutions
Prime Care Provider of 8.7 49.9 517 237 517 287 (50)
Holdings Limited domiciliary care
services
AMS Sciences Drug development 3.7 49.6 169 184 110 170 (45)
Limited services to the
life-science
industries
Memsstar Limited Refurbisher of 1.9 28.1 130 152 130 132 20
semiconductor
fabrication
equipment
Palm Tree Software company 0.2 0.7 102 123 102 123 -
Technology PLC
Oxsensis Limited Developer and 1.4 20.6 213 96 213 76 20
producer of
industrial
sensors used in
super-high
temperature
environments
Chichester Drinks 9.1 50.0 600 78 600 121 (43)
Holdings Limited distributor to
the travel
sector
Proveca Limited Repositioning of 1.8 16.2 67 67 - - -
paediatric
medicines
Uctal Limited Media selling 24.2 24.2 1,494 50 1,494 25 25
business and TV
production
company
Abcodia Limited Services for 1.3 21.4 45 45 45 45 -
validation and
discovery of
serum biomarkers
Dexela Limited Earnout value n/a n/a - 21 - - 21
----------------------------------------------
8,753 8,443 8,589 8,149 130
Other investments 129 - 129 - -
valued at nil
----------------------------------------------
Total growth 8,882 8,443 8,718 8,149 130
investments
----------------------------------------------
Total unquoted 26,436 23,084 26,485 22,683 411
investments
----------------------------------------------
At 31 December At 30 June 2012
2012 (audited)
(unaudited)
voting
rights Investment Investment
% of AVL* to date Total to date Total Change
Investment voting managed at cost value at cost value in total
name Nature of rights companies GBP'000 GBP'000 GBP'000 GBP'000 value
business for the
period**
GBP'000
=-------------------------------------------------------------------------------------------
AIM quoted
investments
Avanti Supplier of 0.1 0.1 271 324 375 579 (93)
Communications satellite
Group plc communications
Augean PLC Waste 0.4 0.4 593 109 593 125 (16)
management
Insetco plc Investor in 0.0 0.0 81 - 81 - -
businesses
that
specialise in
financial
products
---------------------------------------------
Total AIM 945 433 1,049 704 (109)
quoted
investments
---------------------------------------------
Total 27,381 23,517 27,534 23,387 302
investments
---------------------------------------------
Realised profit in current period 290
Movement in loan stock accrued interest (net (16)
of disposals)
---------------------------------------------
Total gains on investments as per consolidated 576
statement of comprehensive income
---------------------------------------------
* AVL is Albion Ventures LLP
** As adjusted for additions and disposals between the two accounting periods
The total comparative cost and valuations for 30 June 2012 do not agree to the
Annual Report and Financial Statements for the year ended 30 June 2012 as the
above list does not include brought forward investments that were fully disposed
of in the period.
Summary consolidated statement of comprehensive income
Unaudited Unaudited Audited
six months ended six months ended year ended
31 December 2012 31 December 2011 30 June 2012
Revenue Capital Total Revenue Capital Total Revenue Capital Total
Notes GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
=-----------------------------------------------------------------------------------------
Profits/(losses)
on investments 2 - 576 576 - (181) (181) - 538 538
Investment
income and
deposit interest 3 469 - 469 476 - 476 895 - 895
Investment
management fees 4 (57) (171) (228) (55) (167) (222) (110) (332) (442)
Recovery of VAT - - - 96 261 357 96 261 357
Other expenses (131) - (131) (119) - (119) (265) - (265)
--------------------------------------------------------------------
Profit/(loss)
before taxation 281 405 686 398 (87) 311 616 467 1,083
Taxation - - - - - - - - -
--------------------------------------------------------------------
Profit/(loss)
and total
comprehensive
income for the
period 281 405 686 398 (87) 311 616 467 1,083
--------------------------------------------------------------------
Basic and
diluted
return/(loss)
per Ordinary
share 6 0.35 0.51 0.86 0.52 (0.11) 0.41 0.80 0.61 1.41
(pence)*
--------------------------------------------------------------------
* excluding treasury shares
Comparative figures have been extracted from the unaudited Half-yearly Financial
Report for the six months ended 31 December 2011 and the audited statutory
accounts for the year ended 30 June 2012.
The accompanying notes form an integral part of this Half-yearly Financial
Report.
The total column of this statement represents the Group's Statement of
comprehensive income, prepared in accordance with International Financial
Reporting Standards ('IFRS'). The supplementary revenue and capital reserve
columns are prepared under guidance published by The Association of Investment
Companies.
All revenue and capital items in the above statement derive from continuing
operations and are wholly attributable to the parent company.
Summary consolidated statement of financial position
Unaudited Audited
31 December 2012 30 June 2012
Notes GBP'000 GBP'000
=------------------------------------------------------------------------------
Non-current assets
Investments 7 23,517 24,333
--------------------------------------------
Current assets
Trade and other receivables 129 74
less than one year
Current asset investments - 92
Cash and cash equivalents 2,322 1,741
--------------------------------------------
2,451 1,907
--------------------------------------------
Total assets 25,968 26,240
Current liabilities
Trade and other payables (207) (290)
--------------------------------------------
Net assets 25,761 25,950
--------------------------------------------
Equity attributable to
equity holders
Ordinary share capital 8 8,875 8,844
Share premium 2,555 2,335
Capital redemption reserve 1,138 1,065
Unrealised capital reserve (3,891) (3,755)
Realised capital reserve 2,511 1,970
Other distributable reserve 14,573 15,491
--------------------------------------------
Total equity shareholders' 25,761 25,950
funds
--------------------------------------------
Basic and diluted net asset 32.24 32.60
value per share (pence)*
--------------------------------------------
* excluding treasury shares
Comparative figures have been extracted from the audited statutory accounts for
the year ended 30 June 2012.
The accompanying notes form an integral part of this Half-yearly Financial
Report.
These Financial Statements were agreed by the Board of Directors, and authorised
for issue on 27 February 2013 and were signed on its behalf by
Patrick Crosthwaite
Chairman
Company number 3495287
Summary Company statement of financial position
Unaudited Audited
31 December 2012 30 June 2012
Notes GBP'000 GBP'000
=------------------------------------------------------------------------------
Fixed assets
Fixed asset investments 7 23,517 24,333
Investment in subsidiary undertakings 16,083 15,560
------------------------------
39,600 39,893
------------------------------
Current assets
Trade and other debtors less than one year 129 74
Current asset investments - 92
Cash at bank and in hand 2,266 1,684
------------------------------
2,395 1,850
------------------------------
Total assets 41,995 41,743
Creditors: amounts falling due within one (16,234) (15,793)
year
------------------------------
Net assets 25,761 25,950
------------------------------
Equity attributable to equityholders
Ordinary share capital 8 8,875 8,844
Share premium 2,555 2,335
Capital redemption reserve 1,138 1,065
Unrealised capital reserve (2,865) (3,252)
Realised capital reserve 2,302 1,761
Other distributable reserve 13,756 15,197
------------------------------
Total equity shareholders' funds 25,761 25,950
------------------------------
Basic and diluted net asset value per 32.24 32.60
share (pence)*
------------------------------
* excluding treasury shares
Comparative figures have been extracted from the statutory accounts for the year
ended 30 June 2012.
The accompanying notes form an integral part of this Half-yearly Financial
Report.
These Financial Statements were approved by the Board of Directors, and
authorised for issue on 27 February 2013 and were signed on its behalf by
Patrick Crosthwaite
Chairman
Company number 3495287
Summary consolidated statement of changes in equity
Ordinary Capital Unrealised Realised Other
share Share redemption capital capital distributable
capital premium reserve reserve* reserve reserves * Total
GBP'000 GBP'000 GBP'000 GBP'000 * GBP'000 GBP'000
GBP'000
=-----------------------------------------------------------------------------------
As at 1 July 8,844 2,335 1,065 (3,755) 1,970 15,491 25,950
2012
(audited)
Profit and
total
comprehensive
income - - - 286 119 281 686
Transfer of
previously
unrealised
capital
losses on
sale of
investments - - - (422) 422 - -
Dividends
paid - - - - - (993) (993)
Purchase of
own shares
for treasury
(including
costs) - - - - - (206) (206)
Cancellation
of treasury
shares (73) - 73 - - - -
Issue of
equity (net
of costs) 104 220 - - - - 324
----------------------------------------------------------------------
As at 31
December
2012
(unaudited) 8,875 2,555 1,138 (3,891) 2,511 14,573 25,761
----------------------------------------------------------------------
As at 1 July 8,350 1,259 1,058 (4,712) 2,460 17,246 25,661
2011
(audited)
Profit and
total
comprehensive
income - - - (181) 94 398 311
Transfer of
previously
unrealised
capital
losses on
sale of
investments - - - 10 (10) - -
Dividends - - - - - (953) (953)
paid
Purchase of
own shares - - - - - (256) (256)
for treasury
(including
costs)
Issue of
equity (net
of costs) 15 30 - - - - 45
----------------------------------------------------------------------
As at 31
December 8,365 1,289 1,058 (4,883) 2,544 16,434 24,807
2011
(unaudited)
----------------------------------------------------------------------
As at 1 July 8,350 1,259 1,058 (4,712) 2,460 17,246 25,661
2011
(audited)
Profit and
total - - - 615 (148) 616 1,083
comprehensive
income
Transfer of
previously
unrealised
capital
losses on
sale of
investments - - - 342 (342) - -
Dividends - - - - - (1,903) (1,903)
paid
Cancellation
of treasury (7) - 7 - - - -
shares
Purchase of
own shares - - - - - (468) (468)
for treasury
(including
costs)
Issue of 501 1,076 - - - - 1,577
equity (net
of costs)
----------------------------------------------------------------------
As at 30 June 8,844 2,335 1,065 (3,755) 1,970 15,491 25,950
2012
(audited)
----------------------------------------------------------------------
* Included within these reserves is an amount of GBP13,193,000 (December 2011:
GBP14,095,000; June 2012: GBP13,706,000) which is distributable.
Summary Company reconciliation of movements in shareholders' funds
Ordinary Capital Unrealised Realised
share Share redemption capital capital Other
capital premium reserve reserve* reserve distributable Total
GBP'000 GBP'000 GBP'000 GBP'000 * reserves * GBP'000
GBP'000 GBP'000
=----------------------------------------------------------------------------------
As at 1 July 8,844 2,335 1,065 (3,252) 1,761 15,197 25,950
2012
(audited)
Return for - - - 286 119 (242) 163
the period
Revaluation
of
investment
in
subsidiaries - - - 523 - - 523
Transfer of
previously
unrealised
capital
losses on
sale of
investments - - - (422) 422 - -
Dividends
paid - - - - - (993) (993)
Purchase of
own shares
for treasury
(including
costs) - - - - - (206) (206)
Cancellation
of treasury
shares (73) - 73 - - - -
Issue of
equity (net
of costs) 104 220 - - - - 324
----------------------------------------------------------------------
As at 31
December
2012
(unaudited) 8,875 2,555 1,138 (2,865) 2,302 13,756 25,761
----------------------------------------------------------------------
As at 1 July 8,350 1,259 1,058 (3,325) 2,407 15,912 25,661
2011
(audited)
Return for - - - (183) (62) (663) (908)
the period
Revaluation
of
investment
in
subsidiaries 1,217 - - 1,217
Transfer of
previously
unrealised
capital
losses on
sale of
investments - - - 10 (10) - -
Dividends - - - - - (953) (953)
paid
Purchase of
own shares - - - - - (256) (256)
for treasury
(including
costs)
Issue of
equity (net
of costs) 15 30 - - - - 45
----------------------------------------------------------------------
As at 31
December 8,365 1,289 1,058 (2,281) 2,336 14,040 24,807
2011
(unaudited)
----------------------------------------------------------------------
As at 1 July 8,350 1,259 1,058 (3,325) 2,407 15,912 25,661
2011
(audited)
Return for - - - 615 (304) 1,656 1,967
the year
Revaluation
of
investment
in
subsidiaries - - - (884) - - (884)
Transfer of
previously
unrealised
capital
losses on
sale of
investments - - - 342 (342) - -
Dividends - - - - - (1,903) (1,903)
paid
Cancellation
of treasury (7) - 7 - - - -
shares
Purchase of
own shares - - - - - (468) (468)
for treasury
(including
costs)
Issue of 501 1,076 - - - - 1,577
equity (net
of costs)
----------------------------------------------------------------------
As at 30 8,844 2,335 1,065 (3,252) 1,761 15,197 25,950
June 2012
(audited)
----------------------------------------------------------------------
* Included within these reserves is an amount of GBP13,193,000 (December 2011:
GBP14,095,000; June 2012: GBP13,706,000) which is distributable.
Summary consolidated statement of cash flows
Unaudited Unaudited Audited
six months ended six months ended year ended
31 December 31 December 2011 30 June
2012 GBP'000 2012
Note GBP'000 GBP'000
=------------------------------------------------------------------------------
Operating activities
Investment income received 445 412 832
Deposit interest received 10 26 34
Recovery of VAT - 357 357
Investment management fees (228) (223) (439)
paid
Other cash payments (158) (156) (278)
---------------------------------------------
Cash generated by operations 69 416 506
Taxation
Tax received - - -
---------------------------------------------
Net cash flows from
operating activities 9 69 416 506
---------------------------------------------
Cash flows from investing
activities
Purchase of non-current
asset investments (307) (2,096) (3,258)
Disposal of non-current
asset investments 1,641 354 699
Disposal of current asset 92 - -
investments
---------------------------------------------
Net cash flow from investing
activities 1,426 (1,742) (2,559)
---------------------------------------------
Cash flows from financing
activities
Equity dividends paid (net
of costs of issuing shares
under dividend reinvestment
scheme) (942) (907) (1,812)
Issue of share capital (net
of issue costs) 273 - 1,485
Purchase of Ordinary shares
for treasury (245) (256) (429)
---------------------------------------------
Net cash flows used in
financing activities (914) (1,163) (756)
---------------------------------------------
Increase/(decrease) in cash
and cash equivalents 581 (2,489) (2,809)
---------------------------------------------
Cash and cash equivalents at
the start of the period 1,741 4,550 4,550
---------------------------------------------
Cash and cash equivalents at
the end of the period 2,322 2,061 1,741
---------------------------------------------
Notes to the summarised set of Financial Statements
for the six months ended 31 December 2012
1. Accounting policies
The following policies refer to the Group and the Company except where noted.
References to International Financial Reporting Standards ('IFRS') relate to the
Group Financial Statements and UK GAAP relate to the Company Financial
Statements.
Basis of accounting
The Half-yearly Financial Report has been prepared in accordance with
International Financial Reporting Standards ('IFRS') adopted for use in the
European Union (and therefore comply with Article 4 of the EU IAS regulation),
in the case of the Group, and in accordance with UK GAAP in the case of the
Company. This Half-yearly Financial Report has been prepared in accordance with
IAS 34 'Interim Financial Reporting'.
Both the Group and the Company Financial Statements also apply the Statement of
Recommended Practice: "Financial Statements of Investment Companies and Venture
Capital Trusts" ('SORP') issued by the Association of Investment Companies
("AIC") in January 2009, in so far as this does not conflict with IFRS. The
Financial Statements have been prepared in accordance with those parts of the
Companies Act 2006 applicable to the companies reporting under IFRS and UK GAAP.
The information in this document does not include all of the disclosures
required by IFRS and SORP in full annual Financial Statements, and it should be
read in conjunction with the consolidated Financial Statements of the Group for
the year ended 30 June 2012. This Half-yearly financial information has been
prepared applying the accounting policies and presentation that were applied in
the preparation of the Group's published consolidated Financial Statements for
the year ended 30 June 2012.
These Financial Statements are presented in Sterling to the nearest thousand.
Accounting policies have been applied consistently in current and prior periods.
Basis of consolidation
The Group consolidated Financial Statements incorporate the Financial Statements
of the Company for the period ended 31 December 2012 and the entities controlled
by the Company (its subsidiaries), for the same period. Where necessary,
adjustments are made to the Financial Statements of subsidiaries to bring the
accounting policies into line with those used by the Group. All intra-group
transactions, balances, income and expenses are eliminated on consolidation.
As permitted by Section 408 of the Companies Act 2006, the Company has not
presented its own profit and loss account. The amount of the Company's profit
before tax for the period dealt with in the accounts of the Group is GBP165,000
(31 December 2011: loss GBP908,000; 30 June 2012: GBP1,967,000).
Segmental reporting
The Directors are of the opinion that the Group and the Company are engaged in a
single operating segment of business, being investment in equity and debt. The
Group and the Company report to the Board which acts as the chief operating
decision maker. The Group invests in smaller companies principally based in the
UK.
Business combinations
The acquisition of subsidiaries is accounted for using the purchase method in
the Group Financial Statements. The cost of the acquisition is measured at the
aggregate of the fair values, at the date of exchange, of assets given,
liabilities incurred or assumed, and equity instruments issued by the Group in
exchange for control of the subsidiaries, plus any costs directly attributable
to the business combination. The subsidiary's identifiable assets, liabilities
and contingent liabilities that meet the conditions for recognition under IFRS
3 "Business Combinations" are recognised at their fair value at the acquisition
date.
Estimates
The preparation of the Group and Company's Half-yearly Financial Report requires
estimates, assumptions and judgements to be made, which affect the reported
results and balances. Actual outcomes may differ from these estimates, with a
consequential impact on the results of future periods. Those estimates and
assumptions that have a significant risk of causing a material adjustment to the
carrying amounts of assets and liabilities within the next financial year are
those used to determine the fair value of investments at fair value through
profit or loss.
The valuation of investments held at fair value through the profit or loss or
measured in assessing any impairment of loan stocks is determined by using
valuation techniques. The Group and the Company use judgements to select a
variety of methods and makes assumptions that are mainly based on market
conditions at each balance sheet date.
Investment in subsidiaries
Investments in subsidiaries are revalued at the balance sheet date based on the
underlying net assets of the subsidiary undertakings. Revaluation movements are
recognised in the unrealised reserve.
Non-current asset investments
Quoted and unquoted equity investments, debt issued at a discount and
convertible bonds
In accordance with IAS 39 'Financial Instruments: Recognition and Measurement',
and FRS 26 'Financial Instruments: Recognition and Measurement', quoted and
unquoted equity, debt issued at a discount and convertible bonds are designated
as fair value through profit or loss ('FVTPL'). Investments listed on recognised
exchanges are valued at the closing bid prices at the end of the accounting
period. Unquoted investments' fair value is determined by the Directors in
accordance with the International Private Equity and Venture Capital Valuation
Guidelines (IPEVCV guidelines).
Fair value movements on equity investments and gains and losses arising on the
disposal of investments are reflected in the capital column of the Statement of
comprehensive income in accordance with the AIC SORP. Realised gains or losses
on the sale of investments will be reflected in the realised capital reserve,
and unrealised gains or losses arising from the revaluation of investments will
be reflected in the unrealised capital reserve.
Warrants and unquoted equity derived instruments
Warrants and unquoted equity derived instruments are only valued if there is
additional value to the Company in exercising or converting as at the balance
sheet date. Otherwise these instruments are held at nil value. The valuation
techniques used are those used for the underlying equity investment.
Unquoted loan stock
Unquoted loan stock (excluding debt issued at a discount and convertible bonds)
is classified as loans and receivables as permitted by IAS 39 and FRS 26 and
measured at amortised cost using the effective interest rate method less
impairment. Movements in the amortised cost relating to interest income are
reflected in the revenue column of the Statement of comprehensive income, and
hence are reflected in the revenue reserve, and movements in respect of capital
provisions are reflected in the capital column of the Statement of comprehensive
income and are reflected in the realised capital reserve following sale, or in
the unrealised capital reserve for impairments arising from revaluations of the
fair value of the security.
For all unquoted loan stock, fully performing, past due or impaired, the Board
considers that the fair value is equal to or greater than the security value of
these assets. For unquoted loan stock, the amount of the impairment is the
difference between the asset's cost and the present value of estimated future
cash flows, discounted at the effective interest rate. The future cash flows are
estimated based on the fair value of the security held less estimated selling
costs.
Investments are recognised as financial assets on legal completion of the
investment contract and are de-recognised on legal completion of the sale of an
investment.
Dividend income is not recognised as part of the fair value movement of an
investment, but is recognised separately as investment income through the
revenue reserve when a share becomes ex-dividend.
Loan stock accrued interest is recognised in the Balance sheet as part of the
carrying value of the loans and receivables at the end of each reporting period.
In accordance with the exemptions under IAS 28 "Investments in associates" and
FRS 9 "Associates and joint ventures", those undertakings in which the Group or
Company holds more than 20 per cent. of the equity as part of an investment
portfolio are not accounted for using the equity method.
Current asset investments
Contractual future contingent receipts on the disposal of fixed asset
investments are designated at fair value through profit and loss and are
subsequently measured at fair value.
Investment income
Quoted and unquoted equity income
Dividend income is included in revenue when the investment is quoted ex-
dividend.
Unquoted loan stock income
Fixed returns on non-equity shares and debt securities are recognised on a time
apportionment basis using an effective interest rate over the life of the
financial instrument. Income which is not capable of being received within a
reasonable period of time is reflected in the capital value of the investment.
Bank interest income
Interest income is recognised on an accruals basis using the rate of interest
agreed with the bank.
Investment management fees, performance incentive fees and other expenses
All expenses have been accounted for on an accruals basis. Expenses are charged
through the revenue column of the Statement of comprehensive income, except for
management fees and performance incentive fees which are allocated in part to
the capital column of the Statement of comprehensive income, to the extent that
these relate to the maintenance or enhancement in the value of the investments
and in line with the Board's expectation that over the long term 75 per cent. of
the Group's investment returns will be in the form of capital gains.
Issue costs
Issue costs associated with the allotment of share capital have been deducted
from the share premium account.
Taxation
Taxation is applied on a current basis in accordance with IAS 12 "Income taxes"
and FRS 16 "Current tax". Taxation associated with capital expenses is applied
in accordance with the SORP. Deferred taxation is provided in full on temporary
differences and timing differences that result in an obligation at the balance
sheet date to pay more tax or a right to pay less tax, at a future date, at
rates expected to apply when they crystallise based on current tax rates and
law. Timing differences arise from the inclusion of items of income and
expenditure in taxation computations in periods different from those in which
they are included in the Financial Statements. Temporary differences arise from
differences between the carrying amounts of assets and liabilities for financial
reporting and the amounts used for taxation purposes. Deferred tax assets are
recognised to the extent that it is probable that future taxable profit will be
available against which unused tax losses and credits can be utilised. Deferred
tax assets and liabilities are not discounted.
Dividends
In accordance with IAS 10 and FRS 21 "Events after the balance sheet date",
dividends are accounted for in the period in which the dividend has been paid or
approved by shareholders.
Reserves
Share premium reserve
This reserve accounts for the difference between the prices paid for the
Company's shares and the nominal value of the shares, less issue costs and
transfers to the other distributable reserve.
Capital redemption reserve
This reserve accounts for amounts by which the issued share capital is
diminished through the repurchase and cancellation of the Company's own shares.
Unrealised capital reserve
Increases and decreases in the valuation of investments held at the year end,
against cost are included in this reserve.
Other distributable reserve
The special reserve, treasury share reserve and the revenue reserve have been
presented as a single reserve named other distributable reserve.
Realised capital reserve
The following are disclosed in this reserve:
* gains and losses compared to cost on the realisation of investments;
* expenses, together with the related taxation effect, charged in accordance
with the above policies; and
* dividends paid to equity holders.
2. Profits/(losses) on investments
Unaudited Unaudited Audited
six months ended six months ended year ended
31 December 31 December 30 June
2012 2011 2012
GBP'000 GBP'000 GBP'000
=------------------------------------------------------------------------------
Unrealised gains/(losses) on non-
current asset investments held at
fair value through profit and
loss account 176 (192) 948
Unrealised reversals/(increases)
of impairments on investments 110 (85) (333)
held at amortised cost
---------------------------------------------
Unrealised gains/(losses) on
fixed asset investments 286 (277) 615
Unrealised gains on current asset
investments held at fair value
through profit or loss account - 96 -
---------------------------------------------
Unrealised gains/(losses) sub-
total 286 (181) 615
---------------------------------------------
Realised gains/(losses) on
investments held at fair value
through profit and loss account 290 13 (174)
Realised gains on investments - 13 123
held at amortised cost
---------------------------------------------
290 26 (51)
---------------------------------------------
Realised (losses) on current
asset investments held at fair - (26) (26)
value through profit and loss
account
---------------------------------------------
Realised gains/(losses) sub-total 290 - (77)
---------------------------------------------
576 (181) 538
---------------------------------------------
Investments measured at amortised cost are unquoted loan stock investments.
3. Investment income and deposit interest
Unaudited Unaudited Audited
six months ended six months ended year ended
31 December 31 December 30 June
2012 2011 2012
GBP'000 GBP'000 GBP'000
=------------------------------------------------------------------------------
Income recognised on investments
held at fair value through profit
and loss
Interest on convertible bonds and
debt issued at a discount 53 13 60
Income recognised on investments
measured at amortised cost
Return on loan stock investments 403 439 804
Bank deposit interest 13 24 31
---------------------------------------------
416 463 835
---------------------------------------------
469 476 895
---------------------------------------------
4. Investment management fees
Unaudited Unaudited Audited
six months ended six months ended year ended
31 December 2012 31 December 2011 30 June 2012
Revenue Capital Total Revenue Capital Total Revenue Capital Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
=------------------------------------------------------------------------------
Investment
management
fee 57 171 228 55 167 222 110 332 442
------------------------------------------------------------------
Further details of the management agreement under which the investment
management fee is paid are given on page 21 of the Directors' report in the
Annual Report and Financial Statements for the year ended 30 June 2012.
The Manager, Albion Ventures LLP, is party to a management agreement from the
Company. During the period, services of a total value of GBP253,000 (six months
ended 31 December 2011: GBP247,000; year ended 30 June 2012: GBP492,000) were
purchased by the Company from Albion Ventures LLP; this includes GBP228,000
management fee and GBP25,000 administration fee. At the financial period end, the
amount due to Albion Ventures LLP disclosed as payables was GBP127,000
(administration fee accrual GBP13,000, management fee accrual GBP114,000) (31
December 2011: GBP123,000; 30 June 2012: GBP135,000).
Albion Ventures LLP, the Manager, holds 1,256 Ordinary shares as a result of the
fractional entitlement arising on the merger of Crown Place VCT PLC, CP1 VCT PLC
and CP2 VCT PLC on 13 January 2006.
During the period the Company raised new funds through the Albion VCTs Top Up
Offers as detailed in note 8. The total cost of the issue of these shares was
5.5 per cent. of the sums described. Of these costs, an amount of GBP663 was paid
to the Manager, Albion Ventures LLP in respect of receiving agent services.
There were no sums outstanding in respect of receiving agent services at the
period end.
5. Dividends
Unaudited Unaudited Audited
six months ended six months ended year ended
31 December 2012 31 December 2011 30 June 2012
GBP'000 GBP'000 GBP'000
=------------------------------------------------------------------------------
First dividend paid on 30
November 2011 (1.25 pence per
share) - 953 953
Second dividend paid on 31
March 2012 (1.25 pence per
share) - - 957
Unclaimed dividends - - (7)
First dividend paid on 30
November 2012 (1.25 pence per
share) 993 - -
------------------------------------------------
993 953 1,903
------------------------------------------------
In addition, the Board has declared a second dividend of 1.25 pence per share.
This will be paid on 29 March 2013 to shareholders on the register as at 1 March
2013. This is expected to amount to approximately GBP999,000.
6. Basic and diluted return/(loss) per share
Unaudited Unaudited Audited
six months ended six months ended year ended
31 December 2012 31 December 2011 30 June 2012
Revenue Capital Total Revenue Capital Total Revenue Capital Total
=-------------------------------------------------------------------------------
Return/(loss)
attributable
to equity
shares 281 405 686 398 (87) 311 616 467 1,083
( GBP'000)
------------------------------------------------------------------
Weighted
average
shares in
issue
(excluding
treasury
shares) 79,534,593 76,050,536 77,081,979
------------------------------------------------------------------
Return/(loss)
attributable
per Ordinary
share (pence)
(basic and
diluted) 0.35 0.51 0.86 0.52 (0.11) 0.41 0.80 0.61 1.41
------------------------------------------------------------------
The return per share has been calculated excluding treasury shares of 8,833,910
(31 December 2011: 8,151,410; 30 June 2012: 8,835,910).
There are no convertible instruments, derivatives or contingent share agreements
in issue, and therefore no dilution affecting the return per share. The basic
return per share is therefore the same as the diluted return per share.
7. Non-current asset investments
Unaudited Audited
31 December 2012 30 June 2012
GBP'000 GBP'000
=------------------------------------------------------------------------------
Investments held at fair value through profit or 9,100 11,555
loss
Investments measured at amortised cost 14,417 12,778
------------------------------
23,517 24,333
------------------------------
8. Ordinary share capital
Unaudited Audited
31 December 2012 30 June 2012
GBP'000 GBP'000
=------------------------------------------------------------------------------
Allotted, called up and fully paid
88,747,372 Ordinary shares of 10p each (30 June 8,875 8,844
2012: 88,435,076)
------------------------------
Voting rights
79,913,462 Ordinary shares of 10p each (30 June
2012: 79,599,166)
The Company purchased 728,000 shares for treasury at a cost of GBP206,000 (year
ended 30 June 2012: 1,646,500 shares at a cost of GBP468,000) during the period.
The total number of shares held in treasury as at 31 December 2012 was
8,833,910 (30 June 2012: 8,835,910).
During the period, the Company cancelled 730,000 shares from treasury at a cost
of GBP267,000 (year ended 30 June 2012: 71,000 shares at a cost of GBP27,000).
Under the terms of the Dividend Reinvestment Scheme, the following Ordinary
shares of nominal value 10 pence were allotted during the period:
Issue
price Opening
Aggregate per market price
nominal share Net per share on
Number of value of pence consideration allotment
Allotment shares shares per received pence per
date allotted GBP'000 share GBP'000 share
=------------------------------------------------------------------------------
30 November 187,936 19 31.87 51 29.00
2012
Albion VCTs Top Up Offers 2012/2013
On 19 October 2012 the Company announced the launch of the Albion VCTs Top Up
Offers 2012/2013. An Investor Guide and Offer document has been sent to
shareholders.
The following Ordinary shares of nominal value 10 pence per share were allotted
under the Offers during the period:
Opening
Aggregate Issue market price
nominal price Net per share on
Number of value of (pence consideration allotment
Date of shares shares per received date (pence
allotment allotted ( GBP'000) share) ( GBP'000) per share)
=------------------------------------------------------------------------------
19 December 854,360 85 33.8 273 30.00
2012
=------------------------------------------------------------------------------
9. Reconciliation of revenue return on ordinary activities before taxation
to net cashflow from operating activities
Unaudited Unaudited Audited
six months ended six months ended year ended
31 December 2012 31 December 2011 30 June 2012
GBP'000 GBP'000 GBP'000
=------------------------------------------------------------------------------
Revenue return before tax 281 398 616
Capitalised (expenses)/receipts (171) 94 (332)
Recovery of VAT charged to - - 261
capital
(Increase) in accrued amortised (11) (40) (33)
loan stock interest
Decrease in receivables 9 14 3
(Decrease) in payables (39) (50) (9)
-----------------------------------------------
Net cash flow from operating 69 416 506
activities
-----------------------------------------------
10. Contingencies and guarantees
There are no external contingencies for or guarantees by the Group or Company as
at 31 December 2012 (30 June 2012: nil).
As at 31 December 2012 Crown Place VCT PLC had the following financial
commitments:
· Dysis Medical Limited, GBP16,000; and
· Proveca Limited, GBP223,000.
Under the terms of the Transfer Agreement dated 16 January 2006, Crown Place VCT
PLC has indemnified its subsidiaries, CP1 VCT PLC and CP2 VCT PLC in respect of
all costs, claims and liabilities in exchange for the transfer of assets.
11. Post Balance Sheet Events
There have been no material events since 31 December 2012.
12. Going concern
The Board's assessment of liquidity risk remains unchanged since the last Annual
Report and Financial Statements for the year ended 30 June 2012, and is detailed
on page 27 of those accounts. The Company has adequate cash and liquid
resources. The portfolio of investments is diversified in terms of sector, and
the major cash outflows of the Company (namely investments, dividends and share
buy-backs) are within the Company's control. Accordingly, after making diligent
enquiries, the Directors have a reasonable expectation that the Company has
adequate resources to continue in operational existence for the foreseeable
future. For this reason, the Directors have adopted the going concern basis in
preparing this Half-yearly Financial Report and this is in accordance with
'Going Concern and Liquidity Risk: Guidance for Directors of UK Companies 2009'
published by the Financial Reporting Council.
13. Risks and uncertainties
The Board considers that the Company faces the following major risks and
uncertainties:
1. Economic risk
Changes in economic conditions, including, for example, interest rates, rates of
inflation, industry conditions, competition, political and diplomatic events and
other factors could substantially and adversely affect the Company's prospects
in a number of ways.
To reduce this risk, in addition to investing equity in portfolio companies, the
Company often invests in secured loan stock and has a policy of not permitting
any external bank borrowings within portfolio companies. Additionally, the
Manager has been rebalancing the sector exposure of the portfolio with a view to
reducing reliance on consumer led sectors.
2. Investment risk
This is the risk of investment in poor quality assets which reduces the capital
and income returns to shareholders, and negatively impacts on the Company's
reputation. By nature, smaller unquoted businesses, such as those that qualify
for venture capital trust purposes, are more fragile than larger, long
established businesses.
The success of investments in certain sectors is also subject to regulatory
risk, such as those affecting companies involved in UK renewable energy.
To reduce this risk, the Board places reliance upon the skills and expertise of
the Manager and their strong track record for investing in this segment of the
market. In addition, the Manager operates a formal and structured investment
process, which includes an Investment Committee, comprising investment
professionals from the Manager and at least one external investment
professional. The Manager also invites, and takes account of, comments from non-
executive Directors of the Company on investments discussed at the Investment
Committee meetings. Investments are actively and regularly monitored by the
Manager (investment managers normally sit on portfolio company boards) and the
Board receives detailed reports on each investment as part of the Manager's
report at quarterly board meetings. It is the policy of the Company for
portfolio companies to not normally have external borrowings.
The Board and the Manager closely monitor regulatory changes within the sectors
invested in.
3. Valuation risk
The Company's investment valuation method is reliant on the accuracy and
completeness of information that is issued by portfolio companies. In
particular, the Directors may not be aware of or take into account certain
events or circumstances which occur after the information issued by such
companies is reported.
As described in note 1, the unquoted equity investments, convertible loan stock
and debt issued at a discount held by the Company are designated at fair value
through profit or loss and valued in accordance with the International Private
Equity and Venture Capital Valuation Guidelines. These guidelines set out
recommendations, intended to represent current best practice on the valuation of
venture capital investments. These investments are valued on the basis of
forward looking estimates and judgments about the business itself, its market
and the environment in which it operates, together with the state of the mergers
and acquisitions market, stock market conditions and other factors. In making
these judgments the valuation takes into account all known material facts up to
the date of approval of the Financial Statements by the Board. All other
unquoted loan stock is measured at amortised cost.
4. Venture Capital Trust approval risk
The Company's current approval as a venture capital trust allows investors to
take advantage of tax reliefs on initial investment and ongoing tax free capital
gains and dividend income. Failure to meet the qualifying requirements could
result in investors losing the tax relief on initial investment and loss of tax
relief on any tax-free income or capital gains received. In addition, failure to
meet the qualifying requirements could result in a loss of listing of the
shares.
To reduce this risk, the Board has appointed the Manager, who has a team with
significant experience in venture capital trust management, and is used to
operating within the requirements of the venture capital trust legislation. In
addition, to provide further formal reassurance, the Board has appointed
PricewaterhouseCoopers LLP as its taxation advisor. PricewaterhouseCoopers LLP
report quarterly to the Board to independently confirm compliance with the
venture capital trust legislation, to highlight areas of risk and to inform on
changes in legislation.
5. Compliance risk
The Company is listed on The London Stock Exchange and is required to comply
with the rules of the UK Listing Authority, as well as with the Companies Act,
Accounting Standards and other legislation. Failure to comply with these
regulations could result in a delisting of the Company's shares, or other
penalties under the Companies Act or from financial reporting oversight bodies.
Board members and the Manager have experience of operating at senior levels
within quoted businesses. In addition, the Board and the Manager receive regular
updates on new regulation from its auditor, lawyers and other professional
bodies.
6. Internal control risk
Failures in key controls, within the Board or within the Manager's business,
could put assets of the Company at risk or result in reduced or inaccurate
information being passed to the Board or to shareholders.
The Audit and Risk Committee meets with the Manager's internal auditors,
Littlejohn LLP when required, receiving a report regarding the last formal
internal audit performed on the Manager, and providing the opportunity for the
Audit and Risk Committee to ask specific and detailed questions. The Manager has
a comprehensive business continuity plan in place in the event that operational
continuity is threatened. Further details regarding the Board's management and
review of the Group's internal controls through the implementation of the
Turnbull guidance are detailed on page 26 of the Annual Report and Financial
Statements for the year ended 30 June 2012.
Measures are in place to mitigate information risk in order to ensure the
integrity, availability and confidentiality of information used within the
business.
7. Reliance upon third parties risk
The Group and the Company are reliant upon the services of Albion Ventures LLP
for the provision of investment management and administrative functions. There
are provisions within the management agreement for the change of Manager under
certain circumstances (for further detail, see the management agreement
paragraph on page 21 of the Annual Report and Financial Statements for the year
ended 30 June 2012). In addition, the Manager has demonstrated to the Board that
there is no undue reliance placed upon any one individual within Albion Ventures
LLP.
8. Financial risks
By its nature, as a venture capital trust, the Company is exposed to investment
risk (which comprises investment price risk and cash flow interest rate risk),
credit risk and liquidity risk. The Company's policies for managing these risks
and its financial instruments are outlined in full in note 19 to the Annual
Report and Financial Statements for the year ended 30 June 2012.
All of the Group's income and expenditure is denominated in sterling and hence
the Company has no foreign currency risk. The Group is financed through equity
and does not have any borrowings. The Group does not use derivative financial
instruments for speculative purposes.
14. Other information
The information set out in the Half-yearly Financial Report does not constitute
the Group's statutory accounts within the terms of section 434 of the Companies
Act 2006 for the periods ended 31 December 2012 and 31 December 2011 and is
unaudited. The financial information for the year ended 30 June 2012 does not
constitute statutory accounts within the terms of section 434 of the Companies
Act 2006 and is derived from the statutory accounts for the financial year,
which have been delivered to the Registrar of Companies. The auditor's report on
those accounts was not qualified and did not contain statements under s498 (2)
or (3) of the Companies Act 2006.
15. Publication
This Half-yearly Financial Report is being sent to shareholders and copies will
be made available to the public at the registered office of the Company,
Companies House, the National Storage Mechanism and also electronically at
www.albion-ventures.co.uk/Ourfunds/Crown_Place.html.
Split of investment portfolio by sector:
http://hugin.info/141806/R/1681681/549847.pdf
This announcement is distributed by Thomson Reuters on behalf of
Thomson Reuters clients. The owner of this announcement warrants that:
(i) the releases contained herein are protected by copyright and
other applicable laws; and
(ii) they are solely responsible for the content, accuracy and
originality of the information contained therein.
Source: Crown Place VCT PLC via Thomson Reuters ONE
[HUG#1681681]
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