Half-yearly Report
UNICORN AIM VCT plc ("the Company")
Half-Yearly Report for the six months ended 31 March 2011
Investment Objective
The objective of the Company is to provide Shareholders with an attractive
return from a diversified portfolio of investments, predominantly in the
shares of AIM quoted companies, by maximising the stream of dividend
distributions to Shareholders from the income and capital gains generated by
the portfolio.
It is also the objective that the Company should continue to qualify as a
Venture Capital Trust, so that Shareholders benefit from the taxation
advantages that this brings. To achieve this at least 70% of the Company's
total assets are to be invested in qualifying investments of which 30% by
value must be in ordinary shares carrying no preferential rights to dividends
or return of capital and no rights to redemption.
Investment Policy
In order to achieve the Company's Investment Objective, the Board has agreed
an Investment Policy which requires the Investment Manager to identify and
invest in a diversified portfolio, predominantly of VCT qualifying companies
quoted on AIM that display a majority of the following characteristics:
- experienced and well-motivated management;
- products and services supplying growing markets;
- sound operational and financial controls; and
- good cash generation to finance development allied with a progressive
dividend policy.
Asset allocation and risk diversification policies, including maximum
exposures, are to an extent governed by prevailing VCT legislation. Specific
conditions for HMRC approval of VCTs include the requirement that no single
holding may represent more than 15% (by value) of the Company's investments,
at the date of that investment.
The Investment Manager is responsible for managing sector and stock specific
risk and the Board does not impose formal limits in respect of such exposures.
However, in order to maintain compliance with HMRC rules and to ensure that an
appropriate spread of investment risk is achieved, the Board receives and
reviews comprehensive reports from the Investment Manager and the
Administrator on a regular basis. When the Investment Manager proposes to make
an investment in an unquoted company the prior approval of the Board is
required.
Where capital is available for investment while awaiting suitable VCT
qualifying opportunities, or in excess of the 70% VCT qualification threshold,
it may be invested in collective investment funds or in non-qualifying shares
and securities in smaller listed UK companies.
To date the Company has operated without recourse to borrowing. The Board may
however consider the possibility of introducing modest levels of gearing up to
a maximum of 10% of net assets, should circumstances suggest that such action
is in the interests of shareholders.
Key Data
As at 31 March 2011
As at 31 March Net assets Net asset Cumulative NAV total Share
2011 value per dividends return to price (p)
(£ million) share (NAV) paid per shareholders
(p) share (p) since launch
per share (p)
Ordinary Shares
31 March 2011 64.6 109.5 5.0 114.5 97.5
30th September 62.3 104.2 1.0 105.2 85
2010
31st March 2010 58.0 94.6 1.0 95.6 73
Most shareholders in the Company originally invested in one of the 5 former
share classes of either the Company and/or Unicorn AIM VCT II plc. As a result
of the merger of all 5 former share classes in March 2010, all shareholders
now only hold Ordinary shares, These were formerly called S3 shares. To enable
such shareholders in each former share class to monitor the performance of
their original investment, the table below shows the NAV total return at 31
March 2011 for a shareholder that invested £10,000 at £1 per share at the date
of launch of a particular fundraising, before initial income tax relief:
Unicorn AIM VCT plc Funds
Share class and year of No. of NAV at 31 Dividends Dividends NAV total
fundraising shares held March 2011 paid paid return
post merger pre-merger post-merger
(£) (£) (£) (£)
Ordinary Shares (raised in 2011, 8,620 9,438 n/a - 9,438*
issued at average price of 116p)
Ordinary Shares (formerly S3 10,000 10,950 100 400 11,450
Shares raised in 2006/07)
Original Ordinary Shares (raised 6,078 6,655 4,550 243 11,448
in 2001)
Original Ordinary Shares 2007/08 8,442 9,243 903 338 10,484
top-up (13,890 shares issued for
£10,000 investment at 72p per
share)
Series 2 Shares (raised in 2004) 7,750 8,486 2,125 310 10,921
Series 2 Shares 2007/08 top-up 8,424 9,224 489 337 10,050
(10,870 shares issued for
£10,000 investment at 92p per
share)
*This loss represents the impact of initial costs of the Offer of 5.5%
Former Unicorn AIM VCT II plc Funds
Share class and year of No. shares NAV at 31 Dividends Dividends NAV total
fundraising held post March 2011 paid paid return
merger pre-merger post-merger (£)
(£) (£) (£)
Ordinary Shares (raised in 2005) 8,283 9,070 1,300 331 10,701
Ordinary Shares 2007/08 top-up 8,452 9,254 1,225 338 10,817
(10,205 shares issued for
£10,000 investment at 98p per
share)
C Shares (raised in 2006) 7,267 7,957 245 291 8,493
C Shares 2007/08 top-up (11,235 8,165 8,940 169 326 9,435
shares issued for £10,000
investment at 89p per share)
Initial income tax relief of up to 20% was available for shareholders that
invested in tax years 2001/2002 or 2003/2004, 40% for shareholders that
invested in 2004/2005 and 2005/2006 and 30% for shareholders that invested in
tax years since 2006/2007. Additional capital gains tax deferral relief was
also available for shareholders that invested in 2001/2002 and 2003/2004.
Dividend History
Unicorn
Ordinary Original VCT II
(formerly S3) Ordinary Ordinary Unicorn VCT
Calendar year paid Shares Shares S2 Shares Shares II C Shares
2003 - 1.00 - - -
2004 - 10.45 - - -
2005 - 5.00 0.75 - -
2006 - 10.00 1.00 0.50 -
2007 - 12.55 10.00 0.50 1.00
2008 - - 5.00 5.00 1.00
2009 1.00 3.00 2.00 1.00 -
2010 - 3.50 2.50 6.00 0.45
2011* 4.00 2.43* 3.10* 3.31* 2.91*
5.00 47.93 24.35 16.31 5.36
* the dividends in 2011 on the Ordinary (formerly S3) shares for each year for
each of the former share classes have been calculated in proportion to the
merger conversion ratios.
Chairman's Statement
I am pleased to present the Half-Yearly Report of the Company for the six
months ended 31 March 2011.
Review of performance
The UK equity market continued to make progress during the first six months of
the Company's financial year, managing to deliver a positive return despite a
series of significant and disruptive events.
The devastating earthquakes in New Zealand and Japan, the emergence of
widespread civil unrest in the Middle East and North Africa, the perceived
slowdown in Chinese economic growth, the continuing requirement to help fund
the financial bail-outs of EU member states and increasing concerns
surrounding the strength and sustainability of UK economic recovery could each
have caused a justifiable degree of investor concern. In the face of this
uncertainty, UK equity markets have shown considerable resilience. The FTSE
AllShare Index delivered a total return of 8.4% in the period, whilst the FTSE
AIM AllShare Index continued its strong recovery from the all-time lows
reached in March 2009, registering a gain of 15.4% (Source: Financial
Express).
Part of the explanation for the resilience of equity markets lies in the fact
that most other asset classes remain unattractive to investors. In addition,
with the FTSE AllShare Index currently trading on around 10.5x forward
earnings (Source:- MSCI, Bloomberg), the market is being valued at a level
considerably below its 20 year historic average of 14.8x (Source:- Standard &
Poors). The global nature of UK quoted companies is also a significant factor,
with the constituents of the FTSE AllShare Index on average generating almost
50% of their earnings from overseas.
The Company's investment portfolio also performed relatively well with net
asset value rising to 109.5 pence per share, representing an increase of 5.1%
for the period. After adding back the 4 pence per share in dividends paid in
the period, the underlying increase in net asset value amounts to 9%. This
performance has been achieved despite the portfolio having no direct exposure
to the mining and oil & gas sectors which continue to dominate the FTSE AIM
AllShare Index and which again significantly outperformed the wider market.
The price of the Company's shares rose from 85.5p at the start of the period
to 98p as at 31 March 2011, an increase of 14.6%. In addition, it should be
noted that the discount between the share price and underlying net asset value
had narrowed from 19.7% as at 30 September 2010 to 10.5% by the half-year end.
The net assets of the Company as at 31 March 2011 were £64.6 million. During
the six month period under review a total of £2.2m was spent on share buybacks
at an average discount to net assets of 10.4%, thereby enhancing net asset
value per share for continuing shareholders.
Over the six months there was a net gain on investments of £5.7 million and
the total capital gain on ordinary activities after taxation was £5.3 million,
the equivalent of 8.9 pence per share. The surplus on the revenue account was
£54,000.
A total of £2.8 million in new ordinary shares had been subscribed under the
current Offer for Subscription and subsequently allotted in the tax year to 5
April 2011. In the new tax year, a further £137,000 in subscriptions has been
received and allotted. I would like to take this opportunity to welcome all
new shareholders and to thank our existing shareholders for their continued
support. The Offer remains open to further subscription in the current tax
year until 30 June 2011.
Dividends
The Board remains committed to a policy of maximising the stream of dividend
distributions to Shareholders from the income and capital gains generated by
the portfolio. The policy in recent years has been to declare a dividend
annually linked to the release of the Company's full year results. The Board
is therefore not proposing an interim dividend, but will consider the payment
of dividends when reviewing the Annual Report and Accounts after the end of
the current financial year.
Qualifying Investments
A number of our existing qualifying investments delivered exceptional returns
in the period under review including:-
Animalcare (+72%) is a manufacturer and supplier of pharmaceutical and other
premium products to the veterinary and animal livestock sectors. In the six
months to 31 December 2010, the Company grew turnover by 14% which translated
into operating profit of £1.5m, representing growth of 33%. Animalcare has a
strong product pipeline of new licensed veterinary medicines with two new
products launched in the first half of its current financial year and at least
two launches planned in the second half.
Avingtrans (+60%) designs, manufactures and supplies critical
components and associated services to the medical, energy, industrial and
global aerospace sectors. Avingtrans struggled during the economic downturn,
but is now witnessing improving demand across the majority of their markets.
Productivity improvements have also been completed within the Company's three
main divisions. The interim results to 30 November 2010 reflect this recovery
with turnover up 25% and operating profit increasing almost fivefold from a
low base, highlighting the inherent operational gearing of the business. The
Board has also declared that it is to reinstate a progressive dividend policy.
Idox (+54%) is a leading independent supplier of software and services to the
UK public sector and other markets. In the financial year to 31 October 2010,
the Company was able to increase margins and grow normalised pre-tax profit by
21% to £8m despite recording a small decline in year on year revenues. The
Company also completed three earnings enhancing acquisitions during the year
costing £10.6m, whilst generating sufficient cash to ensure that net debt
remained below £1m at the year end. The dividend was increased by 125%,
reflecting the Board's confidence in the long term strength of the business.
Prologic (+100%) is a specialist provider of software and services to the fashion
& lifestyle sector. The business has remained profitable, cash generative and
debt free throughout the recession and although revenue growth remains elusive
the Company is now reporting increased interest from both existing and new clients.
Surgical Innovations (+81%) the designer and manufacturer of
innovative medical devices continued to trade well in the second half of its
financial year. The Company's final results for the financial year ended 31
December 2010 were released in April 2011 and highlight the considerable
progress being made by this fast growing business. Revenues for the year
increased by 55% to £7 million, whilst pre-tax profits rose by 487% to £1.5
million and operating margins increased to 22% from 6% in the prior year.
Tangent Communications (+84%) combines technical and creative
skills with marketing expertise to deliver personalised and bespoke digital
communications for leading brands. Despite suffering from very difficult
trading conditions during the economic downturn, the Company has emerged from
recession in good shape. In a recently released trading update for the
financial year ended 28 February 2011, management confirmed that Tangent's
revenues and margins had increased significantly over the prior year, and that
pre-tax profits are ahead of expectations.
One other holding in the portfolio is also worthy of comment:-
Abcam (+9%), a world leading manufacturer and distributor of
therapeutic antibodies is, by a considerable margin, the largest single
holding in the portfolio. During the period under review, Abcam released a
strong set of interim results which recorded turnover growth of 23.7% to £39.4
million, profit before tax up 35.4% to £15.2 million and a net cash position
of £47 million as at 31 December 2010. The interim dividend was also increased
by 33.8%. Whilst trading in the second half of the year was reported to have
started well, there is still pressure on Western governments to reduce budget
deficits, which may result in reduced research funding in certain of Abcam's
markets. To date, over £3 million in capital gains have been realised through
a series of partial disposals and the Investment Manager will continue to
monitor the exposure to Abcam and make further realisations if deemed
appropriate.
Five new VCT qualifying companies were added to the portfolio in the period as
detailed below. It is pleasing to report that, in aggregate, they have also
made a meaningful initial contribution to performance.
Accumuli (+31%) is a `buy and build' company focused on acquiring businesses
operating in the managed security services sector of the IT market. Following
a period of restructuring and management change, the Company successfully
completed a fundraising in November 2010 and has since announced that it is
to acquire three businesses, all operating in the fast growing IT security sector.
Brady (+29%) provides a range of transaction and risk management
software, which help producers, consumers, financial institutions and trading
companies manage their commodity transactions in a single integrated solution.
In the financial year ended 31 December 2010, sales grew by 36% to £11m whilst
operating profits increased 33% to £1.5m. Net cash at the year-end was £11.6m.
Although economic conditions have been difficult and it remains challenging to
forecast accurately the timing of new deals, the Group's trading in the new
financial year is reported to be in line with the Board's expectations.
Hangar 8 (-8%) is one of Europe's largest operators of privately
owned passenger jet aircraft. The Company manages twenty-one jets on behalf of
their owners and charters them out to third party customers. The size of
Hangar 8's fleet today enables it to offer cost effective management fees and
attractive levels of charter income for owners, whilst providing charter
customers with a competitively priced service. The Company listed on AIM in
November 2010. Interim results for the period ended 31 October 2010 showed
strong growth in turnover, profitability and net cash.
Instem Life Science Systems (+25%), a leading provider of IT applications to
the healthcare market, listed on AIM in October 2010 following a successful
placing of shares which raised £9m. Instem's software products help to accelerate
drug development by automating processes and increasing productivity, thereby
ultimately leading to safer and more effective drugs. The Company has over 80
customers including seven of the world's top ten pharmaceutical and biotech companies.
Maiden financial results for the year ended 31 December 2010 were in line with
expectations and the outlook statement highlighted management's confidence in
delivering further growth in the current financial year.
Omega Diagnostics (+21%) an AIM-listed medical diagnostics company raised
£7.8m from institutional investors, including Unicorn AIM VCT, in November
2010. The proceeds of the placing have been used to fund the acquisition of a
profitable European allergy testing business. The combined businesses now
establish Omega as one of the UK's leading companies in the fast growing areas
of food intolerance and allergy testing. The Company is also a specialist in
testing for infectious diseases such as Syphilis, TB, Dengue Fever and
Malaria.
Although the operating environment remains tough, especially for smaller
companies, the majority of holdings in the portfolio performed well.
Reassuringly, of the companies which struggled in share price terms, most
remain in fundamentally good shape with their fall in value relating more to
technical issues such as poor liquidity and a lack of buying interest rather
than because they are suffering from deteriorating trading conditions or
significant operational issues.
The single largest negative contribution to performance in the period came
from Green Compliance (-50%), which provides water, fire and pest control
services to UK companies. The business has grown rapidly through acquisition
since raising £10m from institutional investors in December 2009 at a
significant discount to the share price prevailing at the time. Interim
results for the six months to 30 September 2010 were released in December 2010
and were in line with expectations. Recent share price weakness appears to
have been caused by a large overhang of stock and should recover once this
issue is resolved.
Other investee companies which struggled in share price terms included Access
Intelligence (-21%), Brulines (-23%), Crawshaw Group (-29%), Mears Group
(-18%) and SnackTime (-17%). All of these businesses remain fundamentally
sound with strong management teams, good long term prospects, high levels of
recurring revenues and sound balance sheets. The Investment Manager is
confident that their market valuations can recover in due course.
Since the period end Maxima Holdings, an IT managed services firm,
has warned that revenues and profits will decline in its fiscal second half
following the delay or cancellation of a number of orders. Maxima's board of
directors has also announced that it will undertake a strategic review to
include a possible sale of all or part of the business.
As previously reported, Shieldtech, a company specialising in the manufacture
and supply of body armour systems appointed administrators in October 2010. The
remaining value of this investment had already been written down to zero in last
year's Report & Accounts.
The disposal of Amber Taverns, an unquoted operator of public houses in the North
West of England, completed in the period. Amber Taverns was acquired for cash by a
private equity firm following a competitive sales process. The total proceeds from
this disposal were received in full in the period under review and amounted to more
than £5.3m, generating a realised capital profit of £3.3m, the majority of which had
been recognised in previous accounts.
In aggregate, the Fund remains well above the VCT qualifying threshold
required by HM Revenue & Customs, with approximately 85% of the Company's
total assets being invested in VCT qualifying companies, when measured by tax
values (shareholders should note that the tax values used to calculate the
percentage held in VCT qualifying companies differs from the values shown in
the Investment Portfolio Summary).
All other HM Revenue & Customs tests have been complied with and your Board
has been advised by PWC that the Company has maintained its venture capital
trust status.
A list of the qualifying investments held at the period end (which does not
include AIM stocks that each represent less than 0.3% of net assets, and
Unlisted investments that each represent less than 0.2% of net assets) is
included below.
Non-Qualifying Investments
The non-qualifying portfolio continued to perform well with a large number of
holdings producing returns considerably ahead of the overall market. Included
among the more notable share price gains recorded in the period are:-
Hargreaves Services (+36%) is a major force in the supply, movement
and management of coal and in the provision of support services to the energy
and waste industries. Group activities are managed through four divisions:
Production, Energy & Commodities, Transport and Industrial Services. The Group
recently announced solid interim results, with revenue in the period
increasing by £42.3m from £211.6m to £253.9m. Underlying operating profit
increased by £2.4m to £20.9m. The Board expressed confidence in meeting
expectations for the full year.
Macfarlane Group (+35%) is a manufacturer and distributor of packaging
products. Macfarlane employs 700 people at 22 sites across the UK and Ireland.
In the financial year ended 31 December 2010 the Group attained growth in both
turnover and profits whilst also reducing its pension deficit and total debt.
This result was achieved despite testing trading conditions and challenging
cost pressures. Despite continuing economic uncertainty, the Board have
expressed cautious optimism about trading prospects in 2011.
Microgen (+31%) is a specialist software business focused on the
financial services sector. In the year to 31 December 2010, Microgen reported
further strong operating performance. Revenue growth was 16%, operating
margins increased to 24%, all research and development costs were expensed as
incurred and cash generated from operations was £11.3 million. The Group's
year end net cash position grew to £25.4m after returning £8.2m to
shareholders during the year through dividends and the tender offer which
completed in September.
Optos (+87%) is a medical devices business supplying machines that capture
digital images of the retina. Retinal examinations are a routine part of eye
exams and an important tool in screening and verifying the health of the eye.
In a recent trading update covering the first three months of its current
financial year, Optos confirmed continued growth with revenues up 10.3%,
driven by an increase in the customer base and an improvement in the
utilisation of the installed machine base.
Renold (+35%) is a manufacturer of industrial chains and related power
transmission products. Its products are sold worldwide and are installed across a
wide variety of industrial applications. A trading update issued in February 2011
highlighted that market conditions had improved across all areas of operation and
that the Company continues to gain market share.
Scapa Group (+32%) is a leading manufacturer of technical adhesive tapes. The
business was severely impacted by a steep decline in demand during the recession,
in particular from the automotive market, resulting in significant losses and a
growing level of net debt. Following a change in management eighteen months ago,
the business has stabilised and there has been continuing improvement in
financial performance as a result. The positive momentum achieved in the first
half of the year has been maintained and the Board remains confident of reporting
on further profit progress for the financial year ended 31 March 2011.
Three new stocks were added to the non-qualifying portfolio in the period,
each of which has delivered positive initial returns:-
Specialist Energy Group (+54%), a worldwide market leader in the
design, engineering and manufacturing of boiler circulating pumps for the
global energy market.
Stadium Group (+7%), a manufacturer of electronics and power products.
VP Group (+46%), a specialist equipment rental group.
There were four investments in the non-qualifying portfolio which did not fare
as well as expected:-
ATH Resources (-25%), an established, profitable and cash generative producer of
surface coal in the UK.
Caretech (-58%), a provider of high quality accommodation and support to the
severely disabled.
Charles Taylor Consulting (-22%), a leading provider of management
and consultancy services to the global insurance market.
London Capital Group (-43%), the provider of spread betting
products on financial markets to retail customers and professional traders.
The investment case for each of these companies remains intact and
the holdings are being retained in the expectation that their share prices
will recover in due course.
Four holdings were sold having met the Investment Manager's strategic
investment objectives: Elementis, Renew Holdings, Robert Walters and Xaar. The
total realised capital gain on original cost amounted to just under £900,000.
The performance of the Unicorn Investment Funds OEIC, held in the
non-qualifying portfolio, has been particularly strong. Total returns in the
period from the five sub-funds ranged between 9.5% and 19.3% and, in
aggregate, generated a positive, unrealised contribution of £1.5m.
It is noteworthy to report that these consistently strong performing funds
have now been recognised by the wider investment community, with Unicorn Asset
Management recently receiving two prestigious awards from Lipper. The awards,
for Unicorn UK Income Fund and for Unicorn Outstanding British Companies Fund,
which are both holdings in the non-qualifying portfolio, were presented to
Unicorn's investment management team in March 2011. The criteria for winning
was based on these Funds having achieved the best, most consistent,
risk-adjusted performance in the three year period ended 31 December 2010.
These awards reinforce the Board's view that the Investment Manager's clear
and consistently successful approach to small company stock selection can
continue to deliver superior returns for shareholders in future and justifies
our long-term commitment to investing in these funds.
Outlook
The Alternative Investment Market has experienced a strong recovery over the
past two years, albeit from all-time lows reached in March 2009. The Index has
more than doubled in value during this time. The dominant Oil & Gas and Mining
sectors have been responsible for a disproportionate amount of these recent
gains. History would indicate that booms in such sectors are cyclical in
nature and there is some evidence emerging that the appetite for speculative
investment in commodities boom may be approaching a peak.
In the meantime, businesses operating in more mainstream sectors have also
started to recover from the recession. In general terms, demand for products
and services across a range of sectors has picked up and this is starting to
be reflected in the re-rating of many smaller capitalised companies as growth
in earnings continues.
Economic recovery in the UK has been weak so far, but the Investment Manager's
focus on well managed, profitable and cash generative businesses with strong
leadership positions in niche, growing markets has served the Company well.
These businesses often have significant international exposure and are
therefore not so dependent on either domestic consumer or public sector
spending. The positive effects of reduced competition, continued weakness of
sterling and significant cost-cutting during the downturn are translating into
improved margins and profits for many of our investee companies. The
Investment Manager is cautiously optimistic that this more favourable trading
environment can be maintained.
The relatively modest price/earnings ratio of the portfolios as a whole also
indicates that the Company retains the potential to deliver further gains
during the second half of the financial year.
Finally, the government's proposals, announced in the Chancellor's budget
speech, are designed to relax the investment criteria surrounding VCT
qualifying companies. These changes, if passed into law, will be very helpful
and are to be welcomed. In time they may also act as a significant catalyst
for further interest in the VCT market as a whole. The case for investing in
successful and established AIM-based VCTs looks increasingly compelling and
the long term outlook is bright.
Conclusion
The Board is pleased with the progress of the Company. Unicorn AIM VCT is now
the largest AIM-based VCT in the market with net assets of almost £65m at the
period end. Performance relative to other AIM-based VCTs over both the short
and long term has been creditable, material cost savings resulting from the
merger twelve months ago are being realised and reserves available for
distribution are growing steadily. The portfolio consists of a diverse range
of companies that have emerged from the downturn largely intact; many of these
businesses are now delivering considerable growth. Given the established
nature of the portfolio and the government's recently announced proposals to
relax VCT qualifying criteria, the Investment Manager is now in a position to
exercise considerable flexibility when considering new investment
opportunities. For these reasons, we remain cautiously optimistic that net
asset value per share can continue to grow in the second half of the Company's
financial year.
Peter Dicks
Chairman
20 May 2011
Principal risks and uncertainties
In accordance with DTR 4.2.7, the Board confirms that the principal risks and
uncertainties facing the Company have not materially changed since the
publication of the Annual Report and Accounts for the year ended 30 September
2010.
The principal risks faced by the Company are:
- investment and strategic risk
- regulatory and tax risk
- operational risk
- financial instruments risk
- economic risk
A more detailed explanation of these can be found in the Directors' Report on
page 30 of the 2010 Annual Report and Accounts - copies can be found via the
Company's website, www.unicornaimvct.com.
Related Party Transactions
There were no related party transactions during the period under review.
Responsibility Statement
The Directors confirm that to the best of their knowledge:
(a) the condensed set of financial statements, which have been
prepared in accordance with the statement "Half-Yearly Reports" issued by the
Accounting Standards Board, give a true and fair view of the assets,
liabilities, financial position and profit of the Company as at 31 March 2011,
as required by DTR 4.2.4;
(b) the interim management report included within the Chairman's
Statement, and Investment Portfolio Summary includes a fair review of the
information required by DTR 4.2.7 being an indication of important events that
have occurred during the first six months of the financial year and their
impact on the condensed set of financial statements;
(c) a description of the principal risks and uncertainties facing
the Company for the remaining six months is set out above, in accordance with
DTR 4.2.7; and
(d) the financial statements include a description of the related
party transactions in the first six months of the current financial year that
have materially affected the financial position or performance of the Company
during the period, and any material changes to the related party transactions
since the last Annual Report, in accordance with DTR 4.2.8.
For and on behalf of the Board:
Peter Dicks
Chairman
20 May 2011
Investment Portfolio Summary
As at 31 March 2011
Book cost Valuation % of net assets by
value
£'000 £'000
Qualifying investments
AIM/PLUS quoted investments:
Abcam plc 2,483 9,419 14.6%
Animalcare Group plc 1,702 2,536 3.9%
Mattioli Woods plc 1,680 2,466 3.8%
Kiotech International plc 1,766 2,008 3.1%
Maxima Holdings plc 2,251 1,636 2.5%
SnackTime plc 2,102 1,448 2.2%
Green Compliance plc 2,100 1,413 2.2%
Surgical Innovations plc 331 1,333 2.1%
Instem Life Science Systems plc 985 1,227 1.9%
Avingtrans plc 996 1,061 1.6%
Pressure Technologies plc 980 1,049 1.6%
Idox plc 530 941 1.5%
Tristel plc 878 899 1.4%
Tracsis plc 838 862 1.3%
Cohort plc 1,414 852 1.3%
Access Intelligence plc 1,467 803 1.2%
IS Pharma plc 704 788 1.2%
Zetar plc 772 772 1.2%
Omega Diagnostics Group plc 500 604 0.9%
Hasgrove plc 975 588 0.9%
Prologic plc 806 538 0.8%
Accumuli plc 400 523 0.8%
Vindon Healthcare plc 475 523 0.8%
EG solutions plc 406 447 0.7%
Brulines Group plc 584 437 0.7%
Datong Electronics plc 784 430 0.7%
Specialist Energy Group plc 270 416 0.6%
Sanderson Group plc 770 416 0.6%
Crawshaw Group plc 538 392 0.6%
Dods (Group) plc (formerly Huveaux Plc) 1,000 360 0.6%
HML Holdings plc 347 306 0.5%
Printing.com plc 231 269 0.4%
Keycom plc 340 255 0.4%
Pilat Media Global plc 275 235 0.4%
Hangar 8 plc 250 230 0.4%
Lees Foods plc 260 221 0.4%
Tangent Communications plc 163 212 0.3%
Praesepe plc 521 196 0.3%
Driver Group plc 552 175 0.3%
Twelve investments, each valued at less than 0.3% of net assets 1,590 910 1.4%
------ ------ ------
36,016 40,196 62.1%
Fully listed investments:
Mears Group plc 2,216 1,866 2.9%
Chime Communications plc 347 477 0.7%
Microgen plc 181 375 0.6%
------ ------ ------
2,744 2,718 4.2%
Unlisted investments:
Access Intelligence plc - loan stock 750 750 1.2%
SnackTime plc - loan stock 550 550 0.9%
Invu plc - loan stock 200 100 0.2%
Seven investments, each valued at less than 0.2% of net assets 4,467 29 0.0%
------ ------ ------
5,967 1,429 2.3%
------ ------ ------
Total qualifying investments 44,727 44,343 68.6%
Non-qualifying investments
Unicorn UK Smaller Companies Fund (OEIC) 3,430 5,097 7.9%
AIM quoted investments 4,434 4,891 7.6%
Listed UK equities 2,937 3,333 5.2%
Unicorn Mastertrust Fund (OEIC) 1,228 1,889 2.9%
Unicorn Free Spirit Fund (OEIC) 828 1,260 1.9%
Unicorn UK Income Fund (OEIC) 769 1,053 1.6%
Unicorn Outstanding British Companies Fund (OEIC) 508 712 1.1%
Money market funds 1 448 448 0.7%
Unlisted investments 5 - 0.0%
------ ------ ------
Total non-qualifying investments 14,587 18,683 28.9%
------ ------ ------
Total investments 59,314 63,026 97.5%
Other assets 1,882 2.9%
Current liabilities (290) (0.4%)
------ ------ ------
Net assets 64,618 100.0%
====== ====== ======
1 Disclosed within 'current investments' under current assets in the Balance
Sheet
Unaudited Income Statement
For the six months ended 31 March 2011
Six months ended 31 March Six months ended 31 March
2011 (unaudited) 2010 (unaudited)
Notes Revenue Capital Total Revenue Capital Total
£'000 £'000 £'000 £'000 £'000 £'000
Net unrealised gains on investments 7 - 5,116 5,116 - 2,664 2,664
Net realised gains on investments 7 - 584 584 - 473 473
Income 465 - 465 326 - 326
Investment management fees 2 (137) (410) (547) (75) (226) (301)
Other expenses (274) - (274) (360) - (360)
Merger costs - - - - - -
------ ------ ------ ------ ------ ------
Profit/(loss) on ordinary activities before taxation 54 5,290 5,344 (109) 2,911 2,802
Tax on profit/(loss) on ordinary activities 3 - - - - - -
------ ------ ------ ------ ------ ------
(Loss)/profit on ordinary activities after taxation 54 5,290 5,344 (109) 2,911 2,802
====== ====== ====== ====== ====== ======
Basic and diluted earnings per share:
Ordinary shares 1a, 4 0.09p 8.92p 9.01p (0.26)p 6.89p 6.63p
Year ended 30 September 2010 (audited)
Notes Revenue Capital Total
£'000 £'000 £'000
Net unrealised gains on investments 7 - 7,184 7,184
Net realised gains on investments 7 - 1,557 1,557
Income 930 - 930
Investment management fees 2 (195) (585) (780)
Other expenses (539) - (539)
Merger costs (98) - (98)
------ ------ ------
Profit/(loss) on ordinary activities before taxation 98 8,156 8,254
Tax on profit/(loss) on ordinary activities 3 - - -
------ ------ ------
(Loss)/profit on ordinary activities after taxation 98 8,156 8,254
====== ====== ======
Basic and diluted earnings per share:
Ordinary shares 1a, 4 0.20p 16.57p 16.77p
Unaudited Balance Sheet
As at 31 March 2011
As at 31 March 2011 As at 31 March 2010 As at 30 September 2010
(unaudited) (unaudited) (audited)
Notes £'000 £'000 £'000
Non current assets
Investments at fair value 1c, 7 62,578 53,733 61,432
Current assets
Debtors and prepayments 718 278 452
Current investments 8 448 3,006 375
Cash at bank 1,164 1,447 349
------ ------ ------
2,330 4,731 1,176
Creditors: amounts falling due within one year (290) (416) (329)
------ ------ ------
Net current assets 2,040 4,315 847
------ ------ ------
Net assets 64,618 58,048 62,279
====== ====== ======
Share capital and reserves
Share capital 9 590 614 598
Capital redemption reserve 9 263 224 240
Share premium account 9 26,748 25,143 25,143
Revaluation reserve 9 7,184 618 5,955
Special distributable reserve 9 21,605 26,988 24,263
Profit and Loss account 9 8,228 4,461 6,080
------ ------ ------
Equity shareholders' funds 64,618 58,048 62,279
====== ====== ======
Net asset value per share of 1p each
Ordinary shares 6 109.50p 94.60p 104.15p
The financial information for the six months ended 31 March 2011 and the six
months ended 31 March 2010 has not been audited.
Unaudited Reconciliation of Movements in Shareholders' Funds
For the six months ended 31 March 2011
Six months ended Six months ended Year ended
31 March 2011 (unaudited) 31 March 2010 (unaudited) 30 September 2010 (audited)
Notes £'000 £'000 £'000
Opening shareholders' funds 62,279 32,138 32,138
Net share capital bought back in the period (2,233) (45) (1,267)
Net share capital subscribed in the period 1,620 - -
Shares issued upon merger - 24,669 24,670
Transaction costs in relation to the
acquisition of assets and liabilities from
Unicorn AIM VCT II plc - (98) (98)
Profit for the period 5,344 2,802 8,254
Dividends paid in period 5 (2,392) (1,418) (1,418)
------ ------ ------
Closing Shareholders' funds 64,618 58,048 62,279
====== ====== ======
The financial information for the six months ended 31 March 2011 and the six
months ended 31 March 2010 has not been audited.
Unaudited Statement of Cash Flows
For the six months ended 31 March 2011
Six months ended Six months ended Year ended
31 March 2011 31 March 2010 30 September 2010
(unaudited) (unaudited) (audited)
(as restated)
£'000 £'000 £'000
Operating activities
Investment income received 722 307 708
Other income received - - 50
Investment management fees paid (546) (272) (743)
Other cash payments (545) (316) (655)
Payments of merger costs of the
company - (193) (120)
Net cash outflow from operating
activities (369) (474) (760)
Investing activities
Purchase of investments (4,904) (2,504) (8,128)
Sale of investments 9,599 2,429 6,002
Net cash inflow/(outflow) from
investing activities 4,695 (75) (2,126)
Dividends
Equity dividends paid to Unicorn
AIM VCT plc shareholders (2,392) (1,418) (1,418)
Equity dividends paid in respect
of dividends declared to Unicorn
AIM VCT II plc shareholders but
not paid before assets and
liabilities were transferred to
Unicorn AIM VCT plc - (1,353) (1,353)
Cash inflow/(outflow) before
financing and liquid resource
management 1,934 (3,320) (5,657)
Management of liquid resources
(Increase)/decrease in monies
held pending investment (73) 906 3,537
Financing
Cash received on acquisition of
assets and liabilities from
Unicorn AIM VCT II plc - 3,736 3,736
Stamp duty on shares issued to
acquire net assets of Unicorn
AIM VCT II plc - (98) (98)
Payments to meet merger costs of
Unicorn AIM VCT II plc (170)
Share capital raised 1,080 - -
Share capital re-purchased (2,126) (143) (1,365)
(1,046) 3,495 2,103
Increase/(decrease) in cash 815 1,081 (17)
Reconciliation of net cash flow
to movement in net funds
Increase/(decrease) in cash for
the period 815 1,081 (17)
Net funds at start of period 349 366 366
Net funds at end of period 1,164 1,447 349
Reconciliation of operating
profit/(loss) to net cash
outflow from operating
activities
Profit on ordinary activities
before taxation 5,344 2,802 8,254
Net gains on realisations of
investments (584) (473) (1,557)
Net unrealised gains on
investments (5,116) (2,664) (7,184)
Transaction costs (141) (11) (49)
Decrease in debtors 309 165 7
Decrease in creditors (181) (293) (231)
Net cash outflow from operating
activities (369) (474) (760)
Notes to the unaudited financial statements
1. Principal accounting policies
The following accounting policies have been applied consistently
throughout the period. Full details of principal accounting policies will be
disclosed in the Annual Report.
a) Basis of accounting
The unaudited results cover the six months to 31 March 2011 and
have been prepared under UK Generally Accepted Accounting Practice (UK GAAP),
consistent with the accounting policies set out in the statutory accounts for
the year ended 30 September 2010 and the Statement of Recommended Practice,
'Financial Statements of Investment Trust Companies and Venture Capital
Trusts' ('the SORP') issued by the Association of Investment Trust Companies
in January 2009.
The results for the six months ended 31 March 2010 and the year
ended 30 September 2010 reflected the activities of what were previously the
Ordinary Share Fund, the S2 Share Fund and the S3 Share Fund of the Company,
which were consolidated on 9 March 2010, for the whole period. In addition,
these results included the transfer of the assets and liabilities of Unicorn
AIM VCT II PLC to the Company, with effect from 9 March 2010. Results for the
current period are reported for the one share class of the enlarged VCT now in
issue, namely Ordinary shares. These were formerly the S3 shares of the
Company, redesignated Ordinary shares on 9 March 2010.
As a result of the Directors' decision to distribute capital
profits by way of a dividend, the Company revoked its investment company
status as defined under section 266 (3) of the Companies Act 1985, on 17
August 2004.
The half-yearly report has not been audited nor has it been
reviewed by the auditors pursuant to the Auditing Practices Board (APB)
guidance on Review of Interim Financial Information.
b) Presentation of the Income Statement
In order to better reflect the activities of a VCT and in
accordance with the SORP, supplementary information which analyses the Income
Statement between items of a revenue and capital nature has been presented
alongside the Income Statement. The revenue column of profit attributable to
equity shareholders is the measure the Directors believe appropriate in
assessing the Company's compliance with certain requirements set out in
Section 274 Income Tax Act 2007.
c) Investments
All investments held by the Company are classified as "fair value
through profit and loss", in accordance with International Private Equity
Venture Capital Valuation (IPEVCV) guidelines as updated in September 2009.
This classification is followed as the Company's business is to invest in
financial assets with a view to profiting from their total return in the form
of capital growth and income.
For investments actively traded in organised financial markets,
fair value is determined by reference to Stock Exchange market quoted bid
prices at the close of business on the balance sheet date. Purchases and sales
of quoted investments are recognised on the trade date where a contract of
sale exists whose terms require delivery within a time frame determined by the
relevant market. Purchases and sales of unlisted investments are recognised
when the contract for acquisition or sale becomes unconditional.
Unquoted investments are valued by the Directors at fair value by
the Directors in accordance with the following rules, which are consistent
with the IPEVCV guidelines:
All unquoted investments are held at the price of a recent
investment for an appropriate period where there is considered to have been no
change in fair value. Where such a basis is no longer considered appropriate,
the following factors will be considered:
(i) Where a value is indicated by a material arms-length
transaction by an independent third party in the shares of a company, this
value will be used.
(ii) In the absence of i), and depending upon both the subsequent
trading performance and investment structure of an investee company, the
valuation basis will usually move to either:-
a) an earnings multiple basis. The shares may be valued by applying
a suitable price-earnings ratio to that company's historic, current or
forecast post-tax earnings before interest and amortisation (the ratio used
being based on a comparable sector but the resulting value being adjusted to
reflect points of difference identified by the Investment Manager compared to
the sector including, inter alia, a lack of marketability).
or:-
b) where a company's underperformance against plan indicates a
diminution in the value of the investment, provision against cost is made, as
appropriate. Where the value of an investment has fallen permanently below
cost, the loss is treated as a permanent impairment and as a realised loss,
even though the investment is still held. The Board assesses the portfolio for
such investments and, after agreement with the Investment Manager, will agree
the values that represent the extent to which an investment loss has become
realised. This is based upon an assessment of objective evidence of that
investment's future prospects, to determine whether there is potential for the
investment to recover in value.
(iii) Premiums on loan stock investments are accrued at fair value
when the Company receives the right to the premium and when considered
receoverable.
(iv) Where an earnings multiple or cost less impairment basis is
not appropriate and overriding factors apply, discounted cash flow or net
asset valuation bases may be applied.
d) Cash Flow Statement
The comparatives for the year ended 31 March 2010 have been
restated to be consistent with the figures shown for the other two periods
disclosed in this half-yearly report.
2. Investment Manager's Fees
The Directors have charged 75% of the investment management fee to
the capital reserve, being their estimate of the split of long-term returns
from capital to shareholders.
3. Taxation
There is no tax charge for the period, as the Company has incurred
taxable losses in the period.
Basic and diluted earnings and
4. return per share
Six months ended 31 Six months ended 31 Year ended 30
March 2011 March 2010 September 2010
(unaudited) (unaudited) (audited)
£'000 £'000 £'000
Total earnings after
taxation: 5,344 2,802 8,254
Basic and diluted
earnings per share 9.01p 6.63p 16.77p
Net revenue/(loss)
from ordinary
activities after
taxation 54 (109) 98
Revenue return per
share 0.09p (0.26)p 0.20p
Net unrealised capital
gains/(losses) 5,116 2,664 7,184
Net realised capital
gains 584 473 1,557
Capital expenses (net
of taxation) (410) (226) (585)
Total capital return 5,290 2,911 8,156
Capital return per
share 8.92p 6.89p 16.57p
Weighted average
number of shares in
issue in the period 59,317,309 42,279,070 49,209,889
5. Dividends
Six months ended 31 Six months ended 31 Year ended 30 September
March 2011 March 2010 2010
(unaudited) (unaudited) (audited)
£'000 £'000 £'000
Interim paid - 1,058 1,058
Final paid on 14
January 2011 - year
ended 30 September
2010 2,392 - -
S2 Share Fund
Interim paid on 29th
January 2010 - 360 360
2,392 1,418 1,418
6. Net asset value
At 31 March 2011 At 31 March 2010 At 30 September 2010
(unaudited) (unaudited) (audited)
£'000 £'000 £'000
Net assets 64,618 58,048 62,279
Number of shares in issue 59,014,330 61,373,010 59,795,232
Net asset value per share 109.50p 94.60p 104.15p
7. Investments
Traded
on Unlisted Unlisted Unicorn
AIM/PLUS ordinary preference Unlisted Loan OEIC
Fully Listed Market shares shares stock funds Total
£'000 £'000 £'000 £'000 £'000 £'000 £'000s
Book cost at
30 September
2010 6,626 37,589 5,838 1,050 1,950 7,735 60,788
Unrealised
gains at 30
September 2010 623 1,636 1,142 549 157 1,848 5,955
Permanent
impairment in
value of
investments - (1,240) (4,071) - - - (5,311)
Valuation at
30 September
2010 7,249 37,985 2,909 1,599 2,107 9,583 61,432
Purchases at
cost 354 4,548 - - - 2 4,904
Sale proceeds ((2,288) (826) (3,001) (1,603) (707) (1,174) (9,599)
Realised gains 398 60 122 4 - 141 725
Increase in
unrealised
appreciation 336 3,321 - - - 1,459 5,116
Closing
valuation at
31 March 2011 6,049 45,088 30 - 1,400 10,011 62,578
Book cost at
31 March 2011 5,680 40,451 5,712 - 1,500 6,763 60,106
Unrealised
gains/(losses)
at 31 March
2011 369 5,877 (2,210) - (100) 3,248 7,184
Permanent
impairment in
value of
investments - (1,240) (3,472) - - - (4,712)
Valuation at
31 March 2011 6,049 45,088 30 - 1,400 10,011 62,578
Realised gains above of £725,000 differs from net realised gains per the Income Statement of £584,000 due
to transaction costs of £141,000.
8. Current Investments
These comprise investments in two Dublin based OEIC money market funds, managed by Royal Bank of
Scotland and Blackrock Investment Management UK Ltd and one UK based money market fund managed by Prime
Rate Capital Management. £448,000 (31 March 2010: £3,005,000; 30 September 2010: £375,000) of this sum
is subject to same day access, while £nil (31 March 2010: £1,000; 30 September 2010: £nil) is subject to
two day access. These sums are regarded as monies held pending investment.
9. Reserves
Called up Capital Share Special
share redemption account Revaluation distributable Profit and
capital reserve premium reserve reserve loss account Total
£000 £'000 £'000 £'000 £'000 £'000 £'000
At 1 October 2010 598 240 25,143 5,955 24,263 6,080 62,279
Shares issued 15 - 1,697 - - - 1,712
Shares bought back (23) 23 - - 2,233) - (2,233)
Expenses of share
issue - - (92) - - - (92)
Transfer to special
distributable reserve - - - - (425) 425 -
Gains on disposal of
investments (net of
transaction costs) - - - - - 584 584
Realisation of
previously unrealised
appreciation - - - (3,887) - 3,887 -
Net increase in
unrealised valuations
for the period - - - 5,116 - - 5,116
Loss for the period - - - - - (356) (356)
Dividends paid - - - - - (2,392) (2,392)
At 31 March 2011 590 263 26,748 7,184 21,605 8,228 64,618
10. Related party transactions
David Royds resigned as a director of the Company on 9 March 2010.
He is a director and shareholder of Matrix Group Limited, which owns
Matrix-Securities Limited and has significant interests in Prime Rate Capital
Management LLP ("PRCM") and Matrix Corporate Capital ("MCC"). David Royds is
also a director of Matrix-Securities Limited, which acted as Promoter to the
Company for a fee of £nil (31 March 2010: £nil, 30 September 2010: £nil) and
provides administration services to the Company for a fee of £86,000 (31 March
2010: £97,000; 30 September 2010: £182,000). £nil (31 March 2010: £52,000; 30
September 2010: £42,000) was due to Matrix-Securities Limited at the end of
the period.
The Company has £42,000 invested in a liquidity fund managed by
PRCM, and has earned income of £1,000 from this fund in the period to 31 March
2011 (31 March 2010: £5,000; 30 September 2010: £7,000). MCC are the Company's
brokers and fees of £7,000 have been charged for the period (31 March 2010:
£8,000; 30 September 2010: £15,000). Seven (31 March 2010: Two; 30 September
2010: nine) share buybacks were undertaken by MCC on the Company's instruction
totalling £2,233,000 (31 March 2010: £45,000; 30 September 2010: £1,270,000).
£107,000 (31 March 2010: £nil; 30 September 2010: £nil) was owed to MCC at the
period-end.
11. Post balance sheet events
On 5th April 2011, the Company allotted and issued 1,071,328 new
Ordinary Shares of 1p each at a price of 115.9p per share under the Offer for
Subscription launched on 14 December 2010, raising further net funds of £1.17
million.On 5th May, a further 124,368 shares were allotted at 116.3p per
share, raising further net funds of £0.14 million.
12. The financial information for the six months ended 31 March
2011 and the six months ended 31 March 2010 has not been audited.
The financial information contained in this half-yearly report
does not constitute statutory accounts as defined in Section 434 of the
Companies Act 2006. The financial statements for the year ended 30 September
2010 have been filed with the Registrar of Companies. The auditors have
reported on these financial statements and that report was unqualified and did
not contain a statement under either section 498(2) or 498(3) of the Companies
Act 2006.
Copies of this statement are being sent to all shareholders.
Further copies are available free of charge from the Company's registered
office, One Vine Street, London W1J 0AH, or from www.unicornam.com or
www.matrixgroup.co.uk/asset_management/vct_services/unicorn_vcts
Shareholder Information
The Company's Ordinary Shares (Code: UAV) are listed on the London Stock
Exchange. Shareholders can visit the London Stock Exchange website,
www.londonstockexchange.com, for the latest news and share price of the
Company. The share price is also quoted in the Financial Times.
Shareholder enquiries:
For general Shareholder enquiries, please contact Robert Brittain of
Matrix-Securities Limited (the Company Secretary) on 020 3206 7000 or by
e-mail on unicorn@matrixgroup.co.uk.
For enquiries concerning the performance of the Company, please contact the
Investment Manager, Unicorn Asset Management Limited, on 020 7253 0889 or by
e-mail on info@unicornam.com.
Electronic copies of this report and other published information can be found
via the Company's website, www.unicornaimvct.com.
To notify the Company of a change of address or to request a dividend mandate
form (should you wish to have future dividends paid directly into your bank
account) please contact the Company's Registrars, Capita Registrars on 0871
664 0300, (calls cost 10p per minute plus network extras - if calling from
overseas please dial +44 208 639 3399) or by writing to them at Capita
Registrars, Northern House, Woodsome Park, Fennay Bridge, Huddersfield, West
Yorkshire HD8 0LA. Should you prefer you may visit their website,
www.capitaregistrars.com.
Information rights for beneficial owners of shares
Please note that beneficial owners of shares who have been nominated by the
registered holder of those shares to receive information rights under section
146 of the Companies Act 2006 are required to direct all communications to the
registered holder of their shares, rather than to the Company's registrar,
Capita Registrars, or to the Company directly.
Corporate Information
Directors
Peter Dicks (Chairman)
Malcolm Diamond
James H Grossman
Jeremy Hamer
Jocelin Harris
All of whom are non-executive and of:
One Vine Street
London W1J 0AH
Secretary & Administrator
Matrix-Securities Limited
One Vine Street
London
W1J 0AH
Company Registration Number : 04266437
Investment Manager Auditor Registrar
Unicorn Asset Management PKF (UK) LLP Capita Registrars
Limited
First Floor Office Farringdon Place The Registry
Preacher's Court 20 Farringdon Road 34 Beckenham Road
The Charterhouse London Beckenham
Charterhouse Square EC1M 3AP Kent
London BR3 4TU
EC1M 6AU
VCT Tax Adviser Custodian Solicitors
PricewaterhouseCoopers LLP The Bank of New York Martineau
1 Embankment Place One Canada Square No 1 Colmore Square
London London Birmingham
WC2N 6RH E14 5AL B4 6AA
Stockbroker Bankers
Matrix Corporate Capital LLP National Westminster Bank
plc
One Vine Street City of London Office
London PO Box 12264
W1J 0AH 1 Princes Street
London
EC2R 8PB
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