Interim Results
UNICORN AIM VCT PLC
PRELIMINARY RESULTS FOR THE SIX MONTHS ENDED 31 MARCH 2007
Chairman's Statement
I am pleased to present to Shareholders the Interim Results of the Company for
the six months ended 31 March 2007 and to report that the Funds continue to
make solid progress.
Net Asset Value
As at 31 March 2007 the net asset value (NAV) at bid prices for the Ordinary
Share Fund was 103.4 pence per share. Since the launch of the Ordinary Share
Fund in November 2001, the total return to shareholders from initial NAV
(including dividends but excluding tax reliefs) has been 45.4%.
As at 31 March 2007 the net asset value (NAV) at bid prices for the S2 Share
Fund was 127.5 pence per share. Since the launch of the S2 Share Fund in
February 2004, the total return to shareholders from initial NAV (including
dividends but excluding tax reliefs) has been 42.1%.
Ordinary Share Fund
Over the six months there was a net gain on investments of £3.98 million (£1.97
million for the six months ended 31 March 2006) the total return on ordinary
activities after taxation was £3.62 million, the equivalent of 11.48 pence per
share. During the period 865,000 Ordinary Shares were bought back for
cancellation at an average price of 93.23 pence per share and at an average
discount of 10% to the NAV per share.
The deficit on the revenue account for the Ordinary Share Fund was £95,000 (£
141,000 deficit for the six months ended 31 March 2006).
S2 Share Fund
Over the six months there was a net gain on investments of £2.07 (£2.38 million
for the period ended 31 March 2006) the total return on ordinary activities
after taxation was £1.91 million, the equivalent of 12.22 pence per share.
During the period 30,000 S2 Shares were bought back for cancellation at a price
of 116 pence per share representing a discount of 10% to the NAV per share.
The deficit on the revenue account for the S2 Share Fund was £36,000 (£43,000
deficit for the six months ended 31 March 2006).
Dividends
The Board's policy remains to maximise the stream of dividend distributions to
Shareholders from the income and capital gains generated by the portfolio.
An interim dividend of 7.5 pence per share was paid to Ordinary Fund
Shareholders on 28 February 2007, bringing total dividends paid since the
launch of the Fund to 33.95 pence per share.
As proposed in the latest Report and Accounts, a final dividend of 5 pence per
share for the year ended 30 September 2006 was paid to S2 Fund Shareholders on
31 January 2007. Total dividends paid since the launch of the S2 Fund now
amount to 6.75 pence per share.
Both the above dividends distributed during the period under review were paid
out of capital profits realised on the sale of investments.
Qualifying Investments
In the period under review, the Ordinary Share Fund co-invested with the Series
2 ("S2") Fund in three new qualifying investments. The Ordinary Share Fund
portfolio now comprises thirty-two qualifying investments, whilst the S2 Share
Fund portfolio holds twenty-eight qualifying stocks. Each Fund completed the
disposal of two holdings during the six months to 31 March 2007. As normal, the
Funds continue to hold cash reserves in order to finance an active share
buyback programme and to enable the purchase of further qualifying investments
as and when appropriate.
Following the third anniversary of the S2 Fund on 30 September 2006, the two
Funds are now combined for the purpose of measuring the 70% qualifying target
set by HM Revenue & Customs. As a consequence, at the end of March 2007, the
value of the portfolios which was invested in VCT qualifying investments
represented 83% of the total value of both Funds combined. All other HM Revenue
& Customs tests have been complied with and your Board has been advised that
the Company has maintained its venture capital trust status.
Offer of S3 Shares
The Company launched an Offer for Subscription for Series 3 Ordinary Shares of
1p ("S3 Shares") on 19 February 2007 ("the Offer"). As at the date of this
Report a total of £ 4.7 million has been raised under the Offer and the Offer
is expected to remain open for subscription until 31 May 2007, although the
Directors do reserve the right to close the Offer before this date. For further
information and a copy of the Securities Note please contact Unicorn Asset
Management, tel. 020 7253 0889 or visit www.unicornam.com.
Summary
In the past six months the AIM Index has continued to recover from a period of
sustained underperformance relative to the main market. The AIM is a dynamic
and often volatile market. When compared to the main market, investor appetite
for AIM quoted companies can change rapidly, often resulting in magnified
fluctuations in the overall value of the AIM Index. However, with over 1,600
companies currently listed giving a combined market value in excess of £90
billion as at the end of 2006, there can be no argument with the phenomenally
successful growth of the AIM over the past decade. This success has enabled the
AIM to become the market of choice for young, growing companies. It is
therefore unsurprising that during the course of 2006 alone almost 350
entrepreneurial management teams chose the AIM as the natural market on which
to list their companies for the first time.
Your Investment Manager has always adopted a highly selective approach to new
VCT qualifying investments on average rejecting nine out of every ten potential
investment opportunities. The Board believes that by maintaining this
disciplined approach the Investment Manager can continue to deliver
consistently superior absolute returns to shareholders over the long er term.
Peter Dicks
Chairman
For further information please contact:
Unicorn Asset Management Limited, Tel: 020 7253 0889
UNAUDITED NON-STATUTORY ANALYSIS BETWEEN THE ORDINARY SHARE AND THE S2 SHARE
FUNDS
Profit and Loss Accounts for the six months ended 31 March 2007
Ordinary Share Fund S2 Share Fund
Revenue Capital Total Revenue Capital Total
£ £ £ £ £ £
Unrealised gains on - 3,528,153 3,528,153 - 1,414,679 1,414,679
investments
Gains on realisation of - 451,023 451,023 - 659,767 659,767
investments
Income 161,387 - 161,387 92,492 - 92,492
Investment management (86,651) (259,955) (346,606) (41,407) (124,221) (165,628)
fees
Other expenses (170,015) - (170,015) (87,527) - (87,527)
------------- ------------- ------------- ------------- ------------- -------------
(Loss)/profit on ord (95,279) 3,719,221 3,623,942 (36,442) 1,950,225 1,913,783
inary activities before
income tax
Tax on ordinary - - - - - -
activities
------------- ------------- ------------- ------------- ------------- -------------
(Loss)/profit (95,279) 3,719,221 3,623,942 (36,442) 1,950,225 1,913,783
attributable to equity
shareholders
======= ======= ======= ======= ======= =======
(Loss)/earnings per 1p (0.30)p 11.78 p 11.48 p (0.23)p 12.45 p 12.22 p
share
------------- ------------- ------------- ------------- ------------- -------------
Total of both funds
(per Statutory Profit and Loss account)
Revenue Capital Total
£ £ £
- 4,942,832 4,942,832
- 1,110,790 1,110,790
253,879 - 253,879
(128,058) (384,176) (512,234)
(257,542) - (257,542)
----------------- ----------------- -----------------
(131,721) 5,669,446 5,537,725
- - -
----------------- ----------------- -----------------
(131,721) 5,669,446 5,537,725
========== ========== ==========
Balance sheets as at 31 March 2007
Ordinary Share Fund S2 Share Fund
£ £ £ £
Non current assets
Investments 31,647,768 17,845,903
Current assets
Debtors and prepayments 94,329 13,893
Current investments 569,940 2,161,672
Cash at bank 66,366 55,614
---------------- ---------------- ---------------- ----------------
730,635 2,231,179
Creditors: amounts (345,179) (140,678)
falling due within one
year
---------------- ---------------- ----------------
Net current assets/ 385,456 2,090,501
(liabilities)
---------------- ----------------
Net assets 32,033,224 19,936,404
---------------- ----------------
Share capital and
reserves
Called up share capital 309,771 156,355
Share premium account - 10,148
Revaluation reserve 9,566,943 4,351,802
Capital redemption 40,226 1,380
reserve
Special distributable 19,716,744 13,941,754
reserve
Profit and loss account 2,399,540 1,474,965
---------------- ----------------
Equity shareholders' 32,033,224 19,936,404
funds
---------------- ----------------
Number of Shares in 30,977,172 15,635,524
Issue:
Net asset value per 1p 103.4p 127.5p
share:
Adjustments Total of both Funds
(see note below) (per Statutory Balance Sheet)
£ £ £
Non current assets
Investments 49,493,671
Current assets
Debtors and prepayments (30,330) 77,892
Current investments 2,731,612
Cash at bank 121,980
---------------- ----------------
(30,330) 2,931,484
Creditors: amounts 30,330 (455,527)
falling due within one
year
----------------
Net current assets/ 2,475,957
(liabilities)
---------------- -----------------
Net assets - 51,969,628
---------------- ----------------
Share capital and
reserves
Called up share capital 466,126
Share premium account 10,148
Revaluation reserve 13,918,745
Capital redemption 41,606
reserve
Special distributable 33,658,498
reserve
Profit and loss account 3,874,505
----------------
Equity shareholders' 51,969,628
funds
----------------
Note: The adjustment above nets off the inter-fund debtor and creditor
balances, so that the "Total of both Funds" balance sheet agrees to the
Statutory Balance Sheet below.
UNAUDITED PROFIT AND LOSS ACCOUNT
for the six months ended 31 March 2007
Six months ended 31 March 2007 Six months ended 31 March 2006
Revenue Capital Total Revenue Capital Total
£ £ £ £ £ £
Unrealised gains on - 4,942,832 4,942,832 - 3,841,051 3,841,051
investments
Gains on realisations of - 1,110,790 1,110,790 - 500,890 500,890
investments
Income 253,879 - 253,879 179,884 - 179,884
Investment management (128,058) (384,176) (512,234) (124,857) (374,573) (499,430)
fees
Other expenses (257,542) - (257,542) (239,468) - (239,468)
------------- ------------- ------------- ------------- ------------- -------------
(Loss)/profit on (131,721) 5,669,446 5,537,725 (184,441) 3,967,368 3,782,927
ordinary activities
before income tax
Tax on ordinary - - - - - -
activities
------------- ------------- ------------- ------------- ------------- -------------
(Loss)/profit on (131,721) 5,669,446 5,537,725 (184,441) 3,967,368 3,782,927
ordinary activities
after taxation for the
financial period
------------- ------------- ------------- ------------- ------------- -------------
Earnings per share:
Ordinary Shares 11.48p 4.62p
S2 Shares 12.22p 14.29p
Year ended 30 September 2006
Revenue Capital Total
£ £ £
Unrealised gains - 1,829,372 1,829,372
on investments
Gains on - 2,330,712 2,330,712
realisations of
investments
Income 502,211 - 502,211
Investment (244,997) (747,006) (992,003)
management fees
Other expenses (478,714) - (478,714)
------------- ------------- -------------
(Loss)/profit on (221,500) 3,413,078 3,191,578
ordinary
activities before
income tax
Tax on ordinary - - -
activities
------------- ------------- -------------
(Loss)/profit on (221,500) 3,413,078 3,191,578
ordinary
activities after
taxation for the
financial period
------------- ------------- -------------
Earnings per
share:
Ordinary Shares 3.91p
S2 Shares 12.20p
All the items in the above statement derive from continuing operations
UNAUDITED STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES
for the six months ended 31 March 2007
Six months ended Six months ended Year ended
31 March 2007 31 March 2006 30 September 2006
Total Total Total
£ £ £
Profit on ordinary 5,537,725 3,782,927 3,191,578
activities after taxation
Effect of changes in - (1,385,827) (1,385,827)
accounting policies from
the introduction of FRS 25
and FRS 26
--------------- --------------- ---------------
Total recognised gains 5,537,725 2,397,100 1,805,751
during the period
--------------- --------------- ---------------
UNAUDITED NOTE OF HISTORICAL COST PROFITS AND LOSSES
for the six months ended 31 March 2007
Six months ended Six months ended Year ended
31 March 2007 31 March 2006 30 September 2006
Total Total Total
£ £ £
Profit on ordinary 5,537,725 3,782,927 3,191,578
activities before taxation
Less: unrealised gains on (4,942,832) (3,841,051) (1,829,372)
investments
Realisation of revaluation 1,278,004 200,656 985,122
gains/(losses) of previous
years
--------------- --------------- ---------------
Historical cost profit on 1,872,897 142,532 2,347,328
ordinary activities before
taxation
--------------- --------------- ---------------
Historical cost (loss)/ (1,272,292) (3,349,325) (1,123,278)
profit for the year after
taxation and dividends
--------------- --------------- ---------------
UNAUDITED BALANCE SHEET
as at 31 March 2007
As at As at As at
31 March 2007 31 March 2006 30 September
2006 (audited)
£ £ £
Non current assets
Investments 49,493,671 49,311,852 46,025,340
Current assets
Debtors and prepayments 77,892 26,267 101,481
Current investments 2,731,612 3,126,556 2,937,946
Cash at bank 121,980 99,634 1,649,942
---------------- ---------------- ----------------
2,931,484 3,252,457 4,689,369
Creditors: amounts falling
due within one year
Other creditors (175,976) (556,497) (50,170)
Accruals (279,551) (304,457) (242,666)
---------------- ---------------- ----------------
(455,527) (860,954) (292,836)
---------------- ---------------- ----------------
Net current assets 2,475,957 2,391,503 4,396,533
---------------- ---------------- ----------------
Net assets 51,969,628 51,703,355 50,421,873
---------------- ---------------- ----------------
Share capital and reserves
Share capital 466,126 482,875 475,076
Share premium account 10,148 10,148 10,148
Revaluation reserve 13,918,745 13,050,062 10,253,917
Capital redemption reserve 41,606 24,857 32,656
Special distributable 33,658,498 36,448,294 35,139,500
reserve
Profit and loss account 3,874,505 1,687,119 4,510,576
---------------- ---------------- ----------------
Equity shareholders' funds 51,969,628 51,703,355 50,421,873
---------------- ---------------- ----------------
Net asset value per share
of 1p each
Ordinary Shares 103.4p 99.7p 99.2p
S2 Shares 127.5p 122.3p 120.3p
UNAUDITED STATEMENT OF CASH FLOWS
for the six months to 31 March 2007
Six months ended Six months Year ended
ended
31 March 2007 30 September
31 March 2006 2006 (audited)
£ £ £
Operating activities
Investment income received 280,603 451,300 703,646
Investment management fees (512,234) (499,430) (979,989)
paid
Other cash payments (182,685) (171,454) (512,656)
--------------- --------------- ---------------
Net cash outflow from (414,316) (219,584) (788,999)
operating activities
Investing activities
Purchase of investments (1,830,064) (5,085,850) (6,915,409)
Sale of investments 4,417,129 6,804,676 11,410,257
--------------- --------------- ---------------
Net cash inflow from 2,587,065 1,718,826 4,494,848
investing activities
Dividends
Dividends paid (3,145,189) (3,491,857) (3,491,856)
--------------- --------------- ---------------
Cash outflow before (972,440) (1,992,615) 213,993
financing and liquid
resource management
Financing
Share capital re-purchased (761,856) (624,807) (1,469,717)
--------------- --------------- ---------------
(761,856) (624,807) (1,469,717)
Management of liquid
resources
Decrease in monies held 206,334 2,638,028 2,826,638
pending investment
--------------- --------------- ---------------
(Decrease)/increase in cash (1,527,962) 20,606 1,570,914
========= ========= =========
UNAUDITED RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS
for the six months ended 31 March 2007
Six months ended Six months ended Year ended
31 March 2007 31 March 2006 30 September
2006 (audited)
£ £ £
Opening shareholders' 50,421,873 53,521,519 51,696,874
funds
Restated for application - (1,385,827) 438,818
of new accounting policies
---------------- ---------------- ----------------
At 1 October 2006 50,421,873 52,135,692 52,135,692
Net share capital bought (844,781) (723,407) (1,434,791)
back in the period
Profit for the period 5,537,725 3,782,927 3,191,578
Dividends paid in period (3,145,189) (3,491,857) (3,470,606)
---------------- ---------------- ----------------
Closing Shareholders' 51,969,628 51,703,355 50,421,873
funds
========= ========= =========
Notes
1. The accounts have been prepared under the historical cost convention,
modified to include the revaluation of investments, and in accordance with
applicable accounting standards and, to the extent that it does not
conflict with the Companies Act 1985, the 2003 Statement of Recommended
Practice, `Financial Statements of Investment Trust Companies', revised
2005.
2. All investments held by the Company are classified as "fair value through
profit and loss". For investments actively traded in organised financial
markets, fair value is generally determined by reference to Stock Exchange
market quoted bid prices at the close of business on the balance sheet
date.
Unquoted investments are valued by the Directors in accordance with the
following rules, which are consistent with the International Private Equity
Venture Capital Valuation (IPEVCV) guidelines:
(i) Investments which have been made in the last 12 months are at fair value
which, unless another methodology gives a better indication of fair value, will
be at cost, in the absence of overriding factors.
(ii) Investments in companies at an early stage of their development are also
valued at fair value which, unless another methodology gives a better
indication of fair value, will be at cost, in the absence of overriding
factors.
iii. Where investments have gone beyond the stage of their development in (ii)
above, the shares may be valued by applying a suitable price-earnings ratio
to that company's post-tax earnings (the ratio used being based on a
comparable listed company or sector but discounted to reflect lack of
marketability); Where overriding factors apply, alternative methods of
valuation will be used. These will include, cost less provision for
impairment, discounted cash flow, or a net asset basis.
iv. Where a value is indicated by a material arms-length transaction by a third
party in the shares of a company, this value will be used.
v. Unquoted investments will not normally be re-valued upwards for a period of
at least twelve months from the date of acquisition. For early stage
investments where a company's underperformance against plan indicates a
diminution in the value of the investment, provision against cost is made,
as appropriate.
3. In line with the expected long-term split of returns from the investment
portfolios of the Company, the Directors have charged 75% of the investment
management fee to the capital reserve.
4. Earnings and return per share
Six months ended 31 March 2007 Six months ended 31 March 2006
Ordinary Share S2 Share Fund Total Ordinary Share S2 Share Fund Total
Fun d Fund
£ £ £ £ £ £
Total earnings after 3,623,942 1,913,783 5,537,725 1,532,435 2,250,492 3,782,927
taxation:
Basic earnings per 11.48p 12.22p 4.62p 14.29p
share
-------------- -------------- ------------- -------------- -------------- -------------
Net revenue from (95,279) (36,442) (140,955) (43,486)
ordinary activities
after taxation
Revenue return per (0.30)p (0.23)p (0.43)p (0.28)p
share
-------------- -------------- ------------- -------------- -------------- -------------
Net realised capital 451,023 659,767 419,981 84,692
gains
Net unrealised 3,528,153 1,414,679 1,546,436 2,294,615
capital gains
Capital expenses (259,955) (124,221) (293,027) (85,329)
-------------- -------------- ------------- -------------- -------------- -------------
Total capital return 3,719,221 1,950,225 1,673,390 2,293,978
Capital return per 11.78p 12.45p 5.05p 14.57p
share
-------------- -------------- ------------- -------------- -------------- -------------
Weighted average 31,568,187 15,661,238 33,121,844 15,743,314
number of shares in
issue in the year
Year ended 30 September 2006
Ordinary Share S2 Share Fund Total
Fund
(audited) (audited) (audited)
£ £ £
Total earnings 1,273,523 1,918,055 3,191,578
after taxation:
Basic earnings 3.91p 12.20p
per share
-------------- -------------- -------------
Net revenue from (112,214) (109,286)
ordinary
activities after
taxation
Revenue return (0.34)p (0.70)p
per share
-------------- -------------- -------------
Net realised 1,980,710 350,002
capital gains
Net unrealised (38,713) 1,868,085
capital gains
Capital expenses (556,260) (190,746)
-------------- -------------- -------------
Total capital 1,385,737 2,027,341
return
Capital return 4.25p 12.90p
per share
-------------- -------------- -------------
Weighted average 32,643,425 15,715,395
number of shares
in issue in the
year
5. Net asset value per Ordinary Fund Share is based on net assets at 31 March
2007 and on 30,977,172 (at 31 March 2006: 32,544,234; at 30 September 2006:
31,842,172) Ordinary Fund Shares, being the number of Ordinary Fund Shares
in issue on that date.
Net asset value per S2 Fund Share is based on net assets at 31 March 2007, and
on 15,635,524 (at 31 March 2006: 15,743,314; at 30 September 2006: 15,655,524)
S2 Fund Shares, being the number of S2 Fund Shares in issue on that date.
6. The financial information for the six months ended 31 March 2007 and the
six months ended 31 March 2006 has not been audited. The accounting
policies used by Unicorn AIM VCT plc in preparing the Interim Report are
consistent with those used in preparing the statutory accounts for the year
ended 30 September 2006.
The information for the year ended 30 September 2006 does not comprise full
financial statements within the meaning of Section 240 of the Companies Act
1985. The financial statements for the year ended 30 September 2006 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 Section 237(2) of the Companies Act 1985.
7. Copies of this statement are being sent to all Shareholders. Further copies
are available free of charge from the Company's registered office, One
Jermyn Street, London SW1Y 4UH.