As required by the UK Listing Authority's Disclosure and Transparency Rule 4.2, Albion Enterprise VCT PLC today makes public its information relating to the Half-yearly Financial Report (which is unaudited) for the six months to 30 September 2016. This announcement was approved by the Board of Directors on 25 November 2016.
The full Half-yearly Financial Report (which is unaudited) for the period to 30 September 2016, 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/funds/AAEV.
Investment objective and policy
The investment objective of Albion Enterprise VCT PLC ("the Company") is to provide investors with a regular and predictable source of income, combined with the prospect of longer term capital growth.
The Company achieves this by investing up to 50 per cent. of the net funds raised in an asset-based portfolio of more stable businesses (the "Asset-based Portfolio"). The balance of the net funds raised, other than funds retained for liquidity purposes, are invested in a portfolio of higher growth businesses across a variety of sectors of the UK economy. These range from more stable, income producing businesses to higher risk technology companies (the "Growth Portfolio"). In neither category do portfolio companies normally have any external borrowing with a charge ranking ahead of the Company. Up to two-thirds of qualifying investments by cost comprise loan stock secured with a first charge on the portfolio company's assets. Funds awaiting investment in Qualifying Investments or retained for liquidity purposes are held on deposit with banks or other financial institutions with high credit ratings assigned by international credit ratings agencies.
The Company's investment portfolio is structured to provide a balance between income and capital growth for the longer term. The Asset-based Portfolio is designed to provide stability and income whilst still maintaining the potential for capital growth. The Growth Portfolio is intended to provide diversified exposure through its portfolio of investments in unquoted UK companies. Stock specific risk will be reduced by the Company's policy of holding a diversified portfolio of Qualifying Investments.
Financial calendar
Record date for second dividend | 10 February 2017 |
Payment date for second dividend | 28 February 2017 |
Financial year end | 31 March |
Financial highlights
Unaudited six months ended 30 September 2016 | Unaudited six months ended 30 September 2015 | Audited year ended 31 March 2016 | |
(pence per share) | (pence per share) | (pence per share) | |
Dividends paid | 2.50 | 2.50 | 5.00 |
Revenue return | 0.53 | 0.94 | 1.85 |
Capital return | 2.90 | 3.16 | 3.48 |
Net asset value | 97.39 | 97.68 | 96.41 |
Total shareholder return to 30 September 2016: | (pence per share) |
Dividends paid during the year ended: | |
31 March 2008 | 0.70 |
31 March 2009 | 1.65 |
31 March 2010 | 2.00 |
31 March 2011 | 3.00 |
31 March 2012 | 3.00 |
31 March 2013 | 3.50 |
31 March 2014 | 5.00 |
31 March 2015 | 5.00 |
31 March 2016 | 5.00 |
Dividends paid in the six months to 30 September 2016 | 2.50 |
Total dividends paid to 30 September 2016 | 31.35 |
Net asset value as at 30 September 2016 | 97.39 |
Total shareholder return to 30 September 2016 | 128.74 |
In addition to the dividends summarised above, the Directors have declared a second dividend of 2.50 pence per share, payable on 28 February 2017 to shareholders on the register as at 10 February 2017.
Notes
Interim management report
Introduction
I am pleased to report a total return of 3.4 pence per share for the six months to 30 September 2016 (30 September 2015: 4.1 pence per share). These results illustrate a continuing number of positive developments within our portfolio companies.
Investment progress and prospects
During the period £1.5 million was invested in existing and new companies including £190,000 into Black Swan, a company which provides predictive analytics platforms to provide market research for consumer brands; £159,000 into Oviva AG, a Zurich based company which provides a dietetics platform and associated services; £280,000 into Secured by Design, a company focused on providing research and consulting for the global automotive sector; follow on investments were made into Proveca of £99,000, following the recent approval of its first pediatric drug; and £397,000 into DySIS.
Following the period end, a further new investment of £583,000 was made into Convertr, a company which provides digital sales lead generation software.
In general, the portfolio continues to perform well, and saw an uplift following the third party valuation for Radnor House Sevenoaks, the second school within the Radnor House group. In addition, Proveca was revalued sharply following the approval of its first drug and the Exco Intouch valuation increased as profitability rises. Our two medical analytics companies, Abcodia and DySIS valuations were reduced, as a result of slower than hoped for progress. Notwithstanding this, we are confident that the portfolio as a whole will continue to provide good returns for shareholders.
Risks & uncertainties
The outlook for the UK and global economies continues to be the key risk affecting the Company, despite continued growth in the UK. Investment risk is mitigated in a number of ways, including our policy that the portfolio should be balanced across sectors and it should include a significant level of asset backing.
Other risks and uncertainties remain unchanged and are as detailed in note 12.
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 new and existing portfolio companies and the continued payment of dividends to shareholders. It is the Board's intention for such buy-backs to be in the region of a 5 per cent. discount to net asset value so far as market conditions and liquidity permit.
Transactions with the Manager
Details of the transactions that took place with the Manager during the period can be found in note 5.
There are no related party transactions or balances that require disclosure.
Albion VCTs Prospectus Top Up Offers 2016/17
Your Board, in conjunction with the boards of other VCTs managed by Albion Ventures LLP, is intending to launch shortly a top up offer of new Ordinary shares, aiming to raise circa £4 million out of a target of £24 million in aggregate that the Albion VCTs are seeking to raise. In addition, the Board may elect to allot up to a further £2 million if there is sufficient demand and the Board deems it prudent to do so. The proceeds will be used to provide further resources at a time when a number of attractive investment opportunities are being seen. A Securities Note, which will form part of the Prospectus, will be emailed or posted to shareholders shortly.
Results and dividends
On 30 September 2016, the net asset value was £44.9 million or 97.4 pence per share compared to £44.5 million or 96.4 pence per share on 31 March 2016. The revenue return before taxation was £305,000 compared to £451,000 for the six months to 30 September 2015. In line with the annual dividend target of 5 pence per share, the Directors declare a second dividend for the year of 2.5 pence per share payable on 28 February 2017 to shareholders on the register as at 10 February 2017.
M G Packe
Chairman
25 November 2016
Responsibility statement
The Directors, Maxwell Packe, Lady Balfour of Burleigh, Lord St John of Bletso and Patrick Reeve, are responsible for preparing the Half-yearly Financial Report. In preparing these condensed Financial Statements for the period to 30 September 2016 we, the Directors of the Company, confirm that to the best of our knowledge:
(a) | the condensed set of Financial Statements, which has been prepared in accordance with Financial Reporting Standard 104 "Interim Financial Reporting", give a true and fair view of the assets, liabilities, financial position and profit and loss of the Company as required by DTR 4.2.4R; |
(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); and |
(c) | 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). |
This Half-yearly Financial Report has not been audited or reviewed by the Auditor.
By order of the Board
M G Packe
Chairman
25 November 2016
Portfolio of investments
The following is a summary of investments as at 30 September 2016:
Portfolio company | % voting rights held by the Company | Cost £'000 | Cumulative movement in value £'000 | Value £'000 | Change in value for the period* £'000 | |
Asset-based investments | ||||||
Radnor House School (Holdings) Limited | 9.8 | 3,225 | 2,753 | 5,978 | 805 | |
Bravo Inns II Limited | 13.1 | 2,150 | 166 | 2,316 | 43 | |
Regenerco Renewable Energy Limited | 12.5 | 1,261 | 435 | 1,696 | 79 | |
Earnside Energy Limited | 8.7 | 1,394 | 283 | 1,677 | 130 | |
Greenenerco Limited | 28.6 | 985 | 554 | 1,539 | - | |
Alto Prodotto Wind Limited | 11.1 | 999 | 540 | 1,539 | 12 | |
The Street by Street Solar Programme Limited | 8.6 | 892 | 431 | 1,323 | 60 | |
Bravo Inns Limited | 8.4 | 755 | (270) | 485 | - | |
AVESI Limited | 5.5 | 179 | 52 | 231 | 13 | |
The Charnwood Pub Company Limited | 1.2 | 83 | (1) | 82 | (1) | |
Total asset-based investments | 11,923 | 4,943 | 16,866 | 1,141 | ||
Growth investments | ||||||
Exco Intouch Limited | 6.0 | 1,015 | 1,738 | 2,753 | 835 | |
Mirada Medical Limited | 15.1 | 885 | 906 | 1,791 | (27) | |
Egress Software Technologies Limited | 8.8 | 880 | 674 | 1,554 | 173 | |
Proveca Limited | 10.5 | 660 | 607 | 1,267 | 593 | |
Process Systems Enterprise Limited | 4.1 | 407 | 746 | 1,153 | 57 | |
Relayware Limited | 3.5 | 1,065 | 1 | 1,066 | (5) | |
DySIS Medical Limited | 7.8 | 2,121 | (1,058) | 1,063 | (429) | |
Grapeshot Limited | 5.0 | 859 | 123 | 982 | - | |
Masters Pharmaceuticals Limited | 7.3 | 553 | 339 | 892 | (216) | |
Hilson Moran Holdings Limited | 6.9 | 201 | 682 | 883 | 116 | |
Aridhia Informatics Limited | 6.6 | 1,060 | (279) | 781 | 11 | |
OmPrompt Holdings Limited | 5.1 | 650 | 23 | 673 | 8 | |
Cisiv Limited | 8.6 | 663 | (3) | 660 | (133) | |
Mi-Pay Group plc | 6.3 | 1,504 | (873) | 631 | 26 | |
MyMeds&Me Limited | 5.4 | 418 | 165 | 583 | (68) | |
memmstar Limited | 8.8 | 383 | 129 | 512 | (13) | |
Abcodia Limited | 6.1 | 555 | (264) | 291 | (336) | |
Secured by Design Limited | 1.9 | 280 | 1 | 281 | 1 | |
Oxsensis Limited | 3.8 | 588 | (329) | 259 | - | |
Black Swan Data Limited | 0.6 | 190 | - | 190 | - | |
Sandcroft Avenue Limited (payasUgym.com) | 1.8 | 160 | - | 160 | (15) | |
Oviva AG | 2.1 | 159 | - | 159 | - | |
Dickson Financial Services Limited (Innovation Broking) | 8.4 | 84 | 39 | 123 | 39 | |
Panaseer Limited | 1.6 | 80 | - | 80 | - | |
InCrowd Sports Limited | 1.5 | 66 | - | 66 | - | |
Total growth investments | 15,486 | 3,367 | 18,853 | 617 | ||
Total fixed asset investments | 27,409 | 8,310 | 35,719 | 1,758 |
*As adjusted for additions and disposals during the period.
Total change in value of investments for the period | 1,758 | |||||
Movement in loan stock accrued interest | (56) | |||||
Unrealised gains sub-total | 1,702 | |||||
Realised losses in current period | (5) | |||||
Total gains on investments as per Income statement | 1,697 |
Fixed asset realisations | Cost £'000 | Opening carrying value £'000 | Disposal proceeds £'000 | Total realised gain/(loss) £'000 | Loss on opening value £'000 |
Relayware Limited (loan stock repayment & part equity disposal) | 304 | 304 | 304 | - | - |
Radnor House School (Holdings) Limited (loan stock repayment) | 98 | 98 | 98 | - | - |
Hilson Moran Holdings Limited (loan stock & redemption premium repayment) | 36 | 48 | 48 | 12 | - |
Greenenerco Limited (loan stock repayment) | 12 | 17 | 17 | 5 | - |
The Street by Street Programme Limited (loan stock repayment) | 3 | 4 | 4 | 1 | - |
Regenerco Limited (loan stock repayment) | 2 | 3 | 3 | 1 | - |
AVESI Limited (loan stock repayment) | 1 | 2 | 2 | 1 | - |
Alto Prodotto Wind Limited (loan stock repayment) | 1 | 2 | 2 | 1 | - |
Escrow adjustments | - | - | (5) | (5) | (5) |
Total realisations | 457 | 478 | 473 | 16 | (5) |
Condensed income statement
| Unaudited six months ended 30 September 2016 | Unaudited six months ended 30 September 2015 | Audited year ended 31 March 2016 | |||||||
Note | Revenue £'000 | Capital £'000 | Total £'000 | Revenue £'000 | Capital £'000 | Total £'000 | Revenue £'000 | Capital £'000 | Total £'000 | |
Gains on investments | 3 | - | 1,697 | 1,697 | - | 1,529 | 1,529 | - | 2,003 | 2,003 |
Investment income | 4 | 560 | - | 560 | 678 | - | 678 | 1,367 | - | 1,367 |
Investment management fees | 5 | (139) | (419) | (558) | (116) | (347) | (463) | (247) | (741) | (988) |
Other expenses | (116) | - | (116) | (111) | - | (111) | (209) | - | (209) | |
Return on ordinary activities before taxation | 305 | 1,278 | 1,583 | 451 | 1,182 | 1,633 | 911 | 1,262 | 2,173 | |
Tax (charge)/credit on ordinary activities | (59) | 59 | - | (80) | 69 | (11) | (159) | 148 | (11) | |
Return and total comprehensive income attributable to shareholders | 246 | 1,337 | 1,583 | 371 | 1,251 | 1,622 | 752 | 1,410 | 2,162 | |
Basic and diluted return per share (pence)* | 7 | 0.53 | 2.90 | 3.43 | 0.94 | 3.16 | 4.10 | 1.85 | 3.48 | 5.33 |
* excluding treasury shares
Comparative figures have been extracted from the unaudited Half-yearly Financial Report for the six months ended 30 September 2015 and the audited statutory accounts for the year ended 31 March 2016.
The accompanying notes form an integral part of this Half-yearly Financial Report.
The total column of this Condensed income statement represents the profit and loss account of the Company. The supplementary revenue and capital columns have been prepared in accordance with The Association of Investment Companies' Statement of Recommended Practice.
There is no other comprehensive income other than the results for the periods disclosed above. Accordingly a Statement of comprehensive income is not required.
The difference between the reported return on ordinary activities before tax and the historical profit is due to the fair value movements on investments.
Condensed balance sheet
Note | Unaudited 30 September 2016 £'000 | Unaudited 30 September 2015 £'000 | Audited 31 March 2016 £'000 | |
Fixed asset investments | 35,719 | 31,697 | 32,971 | |
Current assets | ||||
Trade and other receivables less than one year | 855 | 670 | 2,880 | |
Cash and cash equivalents | 8,629 | 7,481 | 8,980 | |
9,484 | 8,151 | 11,860 | ||
Total assets | 45,203 | 39,848 | 44,831 | |
Creditors: amounts falling due within one year | ||||
Trade and other payables less than one year | (341) | (372) | (361) | |
Total assets less current liabilities | 44,862 | 39,476 | 44,470 | |
Equity attributable to equityholders | ||||
Called up share capital | 8 | 521 | 457 | 518 |
Share premium | 17,564 | 11,455 | 17,285 | |
Capital redemption reserve | 104 | 104 | 104 | |
Unrealised capital reserve | 8,070 | 5,588 | 6,389 | |
Realised capital reserve | (320) | 666 | 24 | |
Other distributable reserve | 18,923 | 21,206 | 20,150 | |
Total equity shareholders' funds | 44,862 | 39,476 | 44,470 | |
Basic and diluted net asset value per share (pence)* | 97.39 | 97.68 | 96.41 |
* excluding treasury shares
Comparative figures have been extracted from the unaudited Half-yearly Financial Report for the six months ended 30 September 2015 and the audited statutory accounts for the year ended 31 March 2016.
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 25 November 2016 and were signed on its behalf by
M G Packe
Chairman
Company number: 05990732
Condensed statement of changes in equity
Called up share capital £'000 | Share premium £'000 | Capital redemption reserve £'000 | Unrealised capital reserve £'000 | Realised capital reserve* £'000 | Other distributable reserve* £'000 | Total £'000 | |
As at 1 April 2016 | 518 | 17,285 | 104 | 6,389 | 24 | 20,150 | 44,470 |
Return/(loss) and total comprehensive income for the period | - | - | - | 1,702 | (365) | 246 | 1,583 |
Transfer of previously unrealised gains on disposals of investments | - | - | - | (21) | 21 | - | - |
Purchase of shares for treasury | - | - | - | - | - | (317) | (317) |
Issue of equity | 3 | 283 | - | - | - | - | 286 |
Cost of issue of equity | - | (4) | - | - | - | - | (4) |
Equity dividends paid | - | - | - | - | - | (1,156) | (1,156) |
As at 30 September 2016 | 521 | 17,564 | 104 | 8,070 | (320) | 18,923 | 44,862 |
As at 1 April 2015 | 409 | 6,969 | 104 | 4,189 | 814 | 22,177 | 34,662 |
Return/(loss) and total comprehensive income for the period | - | - | - | 1,522 | (271) | 371 | 1,622 |
Transfer of previously unrealised gains on disposal of investments | - | - | - | (123) | 123 | - | - |
Purchase of shares for treasury | - | - | - | - | - | (343) | (343) |
Issue of equity | 48 | 4,624 | - | - | - | - | 4,672 |
Cost of issue of equity | - | (138) | - | - | - | - | (138) |
Equity dividends paid | - | - | - | - | - | (999) | (999) |
As at 30 September 2015 | 457 | 11,455 | 104 | 5,588 | 666 | 21,206 | 39,476 |
As at 1 April 2015 | 409 | 6,969 | 104 | 4,189 | 814 | 22,177 | 34,662 |
Return/(loss) and total comprehensive income for the year | - | - | - | 2,047 | (637) | 752 | 2,162 |
Transfer of previously unrealised losses on disposal of investments | - | - | - | 153 | (153) | - | - |
Purchase of shares for treasury | - | - | - | - | - | (692) | (692) |
Issue of equity | 109 | 10,610 | - | - | - | - | 10,719 |
Cost of issue of equity | - | (294) | - | - | - | - | (294) |
Equity dividends paid | - | - | - | - | - | (2,087) | (2,087) |
As at 31 March 2016 | 518 | 17,285 | 104 | 6,389 | 24 | 20,150 | 44,470 |
* Included within the aggregate of these reserves is an amount of £18,603,000 (30 September 2015: £21,872,000; 31 March 2016: £20,174,000) which is considered distributable.
Condensed statement of cash flows
Unaudited six months ended 30 September 2016 £'000 | Unaudited six months ended 30 September 2015 £'000 | Audited year ended 31 March 2016 £'000 | |
Cash flow from operating activities | |||
Loan stock income received | 442 | 572 | 1,098 |
Dividend income received | 10 | 50 | 117 |
Deposit interest received | 50 | 42 | 84 |
Investment management fees paid | (556) | (433) | (927) |
Other cash payments | (128) | (122) | (208) |
Corporation tax refund | - | 35 | 8 |
Net cash flow from operating activities | (182) | 144 | 172 |
Cash flow from investing activities | |||
Purchase of fixed asset investments | (2,135) | (1,594) | (2,941) |
Disposal of fixed asset investments | 526 | 739 | 1,114 |
Net cash flow from investing activities | (1,609) | (855) | (1,827) |
Cash flow from financing activities | |||
Issue of ordinary share capital | 2,743 | 3,748 | 7,499 |
Cost of issue of equity | (5) | (2) | (7) |
Dividends paid | (981) | (861) | (1,786) |
Purchase of own shares (including costs) | (317) | (314) | (692) |
Net cash flow from financing activities | 1,440 | 2,571 | 5,014 |
(Decrease)/increase in cash and cash equivalents | (351) | 1,860 | 3,359 |
Cash and cash equivalents at start of period | 8,980 | 5,621 | 5,621 |
Cash and cash equivalents at end of period | 8,629 | 7,481 | 8,980 |
Cash and cash equivalents comprise | |||
Cash at bank and in hand | 8,629 | 7,481 | 8,980 |
Cash equivalents | - | - | - |
Total cash and cash equivalents | 8,629 | 7,481 | 8,980 |
Notes to the condensed Financial Statements
1. Basis of preparation
The condensed Financial Statements have been prepared in accordance with the historical cost convention, modified to include the revaluation of investments, in accordance with applicable United Kingdom law and accounting standards, including Financial Reporting Standard 102 ("FRS 102"), Financial Reporting Standard 104 - Interim Financial Reporting ("FRS 104"), and with the 2014 Statement of Recommended Practice "Financial Statements of Investment Trust Companies and Venture Capital Trusts" ("SORP") issued by The Association of Investment Companies ("AIC").
The preparation of the Financial Statements requires management to make judgements and estimates that affect the application of policies and reported amounts of assets, liabilities, income and expenses. The most critical estimates and judgements relate to the determination of carrying value of investments at fair value through profit and loss ("FVTPL"). The Company values investments by following the IPEVCV Guidelines and further detail on the valuation techniques used are outlined below.
The half-yearly report has not been audited, nor has it been reviewed by the auditor pursuant to the FRC's guidance on Review of interim financial information.
2. Accounting policies
Fixed asset investments
The Company's business is investing in financial assets with a view to profiting from their total return in the form of income and capital growth. This portfolio of financial assets is managed and its performance evaluated on a fair value basis, in accordance with a documented investment policy, and information about the portfolio is provided internally on that basis to the Board.
In accordance with the requirements of FRS 102, those undertakings in which the Company holds more than 20 per cent. of the equity as part of an investment portfolio are not accounted for using the equity method. In these circumstances the investment is measured at FVTPL.
Upon initial recognition (using trade date accounting) investments are classified by the Company as FVTPL and are included at their initial fair value, which is cost (excluding expenses incidental to the acquisition which are written off to the income statement).
Subsequently, the investments are valued at 'fair value', which is measured as follows:
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 other distributable reserve when a share becomes ex-dividend.
Debtors and creditors and cash are carried at amortised cost, in accordance with FRS 102. There are no financial liabilities other than creditors.
Investment income
Equity income
Dividend income from investments is included in revenue in the period in which the dividend is paid or approved by the portfolio company.
Unquoted loan stock and other preferred income
Fixed returns on non-equity shares and debt securities are recognised when the Company's right to receive payment and expected settlement is established. Where interest is rolled up and/or payable at redemption then it is recognised as income unless there is reasonable doubt as to its receipt.
Bank interest income
Interest income is recognised on an accruals basis using the rate of interest agreed with the bank.
Investment management fees and other expenses
All expenses have been accounted for on an accruals basis. Expenses are charged through the other distributable reserve except the following which are charged through the realised capital reserve:
Performance incentive fee
Any performance incentive fee will be allocated between Other distributable and Realised capital reserves based upon the proportion to which the calculation of the fee is attributable to revenue and capital returns.
Taxation
Taxation is applied on a current basis in accordance with FRS 102. Current tax is tax payable (refundable) in respect of the taxable profit (tax loss) for the current period or past reporting periods using the tax rates and laws that have been enacted or substantively enacted at the financial reporting date. Taxation associated with capital expenses is applied in accordance with the SORP.
Deferred tax is provided in full on all timing differences at the reporting date. Timing differences are differences between taxable profits and total comprehensive income as stated in the financial statements that arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in the financial statements. As a VCT the Company has an exemption from tax on capital gains. The Company intends to continue meeting the conditions required to obtain approval as a VCT in the foreseeable future. The Company therefore, should have no material deferred tax timing differences arising in respect of the revaluation or disposal of investments and the Company has not provided for any deferred tax.
Reserves
Share premium account
This reserve accounts for the difference between the price paid for shares and the nominal value of the share, 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.
Realised capital reserve
The following are disclosed in this reserve:
Other distributable reserve
The Special reserve, Treasury share reserve and the Revenue reserve were combined in 2013 to form a single reserve named Other distributable reserve.
This reserve accounts for movements from the revenue column of the Income statement, the payment of dividends, the buyback of shares and other non-capital realised movements.
Dividends
Dividends by the Company are accounted for in the period in which the dividend is paid or approved at the Annual General Meeting.
3. Gains on investments
Unaudited six months ended 30 September 2016 £'000 | Unaudited six months ended 30 September 2015 £'000 | Audited year ended 31 March 2016 £'000 | |
Unrealised gains on fixed asset investments | 1,702 | 1,522 | 2,047 |
Realised (losses)/gains on fixed asset investments | (5) | 7 | (44) |
1,697 | 1,529 | 2,003 |
4. Investment income
Unaudited six months ended 30 September 2016 £'000 | Unaudited six months ended 30 September 2015 £'000 | Audited year ended 31 March 2016 £'000 | |
Income recognised on investments | |||
Loan stock interest and other fixed returns | 499 | 587 | 1,166 |
UK dividend income | 10 | 50 | 117 |
Bank deposit interest | 51 | 41 | 84 |
560 | 678 | 1,367 |
All of the Company's income is derived from operations based in the United Kingdom.
5. Investment management fees
Unaudited six months ended 30 September 2016 £'000 | Unaudited six months ended 30 September 2015 £'000 | Audited year ended 31 March 2016 £'000 | |
Investment management fee charged to revenue | 139 | 116 | 247 |
Investment management fee charged to capital | 419 | 347 | 741 |
558 | 463 | 988 |
Further details of the Management agreement under which the investment management fee is paid are given in the Strategic report on page 11 of the Annual Report and Financial Statements for the year ended 31 March 2016.
During the period, services of a total value of £558,000 (30 September 2015: £463,000; 31 March 2016: £988,000) were purchased by the Company from Albion Ventures LLP. At the financial period end, the amount due to Albion Ventures LLP in respect of these services disclosed within creditors was £280,000 (30 September 2015: £247,000; 31 March 2016: £278,000).
Patrick Reeve is the Managing Partner of the Manager, Albion Ventures LLP. During the period, the Company was charged £12,000 including VAT (30 September 2015: £10,800; 31 March 2016: £21,600) by Albion Ventures LLP in respect of Patrick Reeve's services as a Director. At the financial period end, the amount due to Albion Ventures LLP in respect of these services disclosed as creditors was £6,000 (30 September 2015: £5,400; 31 March 2016: £5,400).
Albion Ventures LLP is, from time to time, eligible to receive transaction fees and Directors' fees from portfolio companies. During the period to 30 September 2016, fees of £84,000 attributable to the investments of the Company were received pursuant to these arrangements (30 September 2015: £82,000; 31 March 2016: £162,000).
6. Dividends
Unaudited six months ended 30 September 2016 £'000 | Unaudited six months ended 30 September 2015 £'000 | Audited year ended 31 March 2016 £'000 | ||||
Dividend of 2.50p per share paid on 28 August 2015 | - | 999 | 999 | |||
Dividend of 2.50p per share paid on 29 February 2016 | - | - | 1,088 | |||
Dividend of 2.50p per share paid on 31 August 2016 | 1,156 | - | - | |||
1,156 | 999 | 2,087 |
In addition to the dividends summarised above, the Board has declared a second dividend for the year ending 31 March 2017 of 2.50 pence per share which will be paid on 28 February 2017 to shareholders on the register as at 10 February 2017. This is expected to amount to approximately £1,152,000.
7. Basic and diluted return per share
Unaudited six months ended 30 September 2016 | Unaudited six months ended 30 September 2015 | Audited year ended 31 March 2016 | ||||||||
Revenue | Capital | Total | Revenue | Capital | Total | Revenue | Capital | Total | ||
Return attributable to equity shares (£'000) | 246 | 1,337 | 1,583 | 371 | 1,251 | 1,622 | 911 | 1,262 | 2,173 | |
Weighted average shares in issue (excluding treasury shares) | 46,172,950 | 39,600,517 | 40,534,139 | |||||||
Return attributable per Ordinary share (pence) (basic and diluted) | 0.53 | 2.90 | 3.43 | 0.94 | 3.16 | 4.10 | 1.85 | 3.48 | 5.33 |
The weighted average number of shares is calculated excluding treasury shares of 6,029,443 (30 September 2015: 5,288,000; 31 March 2016: 5,670,000).
There are no convertible instruments, derivatives or contingent share agreements in issue for the Company, hence there are no dilution effects to the return per share. The basic return per share is therefore the same as the diluted return per share.
8. Called up share capital
Unaudited 30 September 2016 £'000 | Unaudited 30 September 2015 £'000 | Audited 31 March 2016 £'000 | |
Allotted, called up and fully paid 52,094,810 Ordinary shares of 1 penny each (30 September 2015: 45,702,613; 31 March 2016: 51,796,503) | 521 | 457 | 518 |
Voting rights
46,065,367 shares of 1 penny each (net of treasury shares) (30 September 2015: 40,414,613; 31 March 2016: 46,126,503).
In the six months to 30 September 2016, the Company purchased 359,443 shares (30 September 2015: 381,000; 31 March 2016: 763,000) to be held in treasury at a cost of £317,000 (30 September 2015: £343,000; 31 March 2016: £692,000), representing 0.7 per cent. of the shares in issue (excluding treasury shares) as at 30 September 2016.
The Company holds a total of 6,029,443 shares (30 September 2015: 5,288,000; 31 March 2016: 5,670,000) in treasury representing 11.6 per cent. of the shares in issue as at 30 September 2016.
Under the terms of the Dividend Reinvestment Scheme Circular dated 26 November 2009, the following Ordinary shares of nominal value 1 penny each were allotted during the period to 30 September 2016:
Date of allotment | Number of shares allotted | Aggregate nominal value of shares (£'000) | Issue price (pence per share) | Net consideration received (£'000) | Opening market price on allotment date (pence per share) |
31 August 2016 | 184,698 | 2 | 94.66 | 173 | 88.50 |
Under the terms of the Albion VCTs Prospectus Top Up Offers 2015/2016, the following Ordinary shares of nominal value 1 penny each were allotted during the period to 30 September 2016:
Date of allotment | Number of shares allotted | Aggregate nominal value of shares (£'000) | Issue price (pence per share) | Net consideration received (£'000) | Opening market price on allotment date (pence per share) |
6 April 2016 | 53,319 | 0.5 | 97.70 | 51 | 91.50 |
6 April 2016 | 7,296 | - | 98.20 | 7 | 91.50 |
6 April 2016 | 52,994 | 0.5 | 98.70 | 51 | 91.50 |
113,609 | 1 | 109 |
9. Commitments and contingencies
As at 30 September 2016, the Company had the following financial commitments totalling £245,000 (30 September 2015: £285,000; 31 March 2016: £319,000), which are expected to be invested during the next 12 months:
There are no contingencies or guarantees of the Company as at 30 September 2016 (30 September 2015: £nil, 31 March 2016: £nil).
10. Post balance sheet events
Since 30 September 2016, the Company has had the following post balance sheet events:
On 4 November 2016 the Company announced its intention to launch a prospectus in relation to an offer for subscription for new Ordinary shares subject to obtaining regulatory approval. The Company is aiming to raise circa £4 million out of a target of £24 million in aggregate that the Albion VCTs are seeking to raise. A Securities Note, which forms part of the Prospectus, will be sent to shareholders shortly.
11. Related party transactions
Other than transactions with the Manager as described in Note 5, there are no other related party transactions.
12. Risks and uncertainties
The Board considers that the Company faces the following principal 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 normally 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. VCT 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, which has a team with significant experience in venture capital trust management, used to operating within the requirements of the venture capital trust legislation. In addition, to provide further formal reassurance, the Board has appointed Philip Hare & Associates LLP as its taxation adviser. Philip Hare & Associates LLP reports 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. Each investment in a new portfolio company is also pre-cleared with H.M. Revenue & Customs.
3. 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.
To reduce this risk, the Board places reliance upon the skills and expertise of the Manager and its 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.
4. Valuation risk
The Company's investment valuation methodology 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 2 of the Financial Statements, the investments held by the Company are classified 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 judgements 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 judgements the valuation takes into account all known material facts up to the date of approval of the Financial Statements by the Board. The values of a number of investments are also supported by independent third party professional valuations and the Board critically reviews key valuations on a quarterly basis.
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 or advising quoted businesses. In addition, the Board and the Manager receive regular updates on new regulation from its auditor, lawyers and other professional bodies. The Company is subject to compliance checks via the Manager's Compliance Officer. The Manager reports monthly to its Board on any issues arising from compliance or regulation. These controls are also reviewed as part of the quarterly Manager Board meetings, and also as part of the review work undertaken by the Manager's Compliance Officer. The report on controls is also evaluated by the internal auditors.
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 Committee meets with the Manager's Internal Auditor, PKF Littlejohn LLP, when required, receiving a report regarding the last formal internal audit performed on the Manager, and providing the opportunity for the Audit Committee to ask specific and detailed questions. Patrick Reeve on behalf of the Board, met with the internal audit Partner of PKF Littlejohn LLP in January 2016 to discuss the most recent Internal Audit Report on the Manager. 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 Company's internal controls through the implementation of the Guidance on Risk Management, Internal Control and Related Financial and Business Reporting are detailed on page 29 of the Annual Report and Financial Statements for the year ended 31 March 2016.
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 Company is 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 11 of the Annual Report and Financial Statements for the year ended 31 March 2016). 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 Risk
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 18 of the Annual Report and Financial Statements for the year ended 31 March 2016.
All of the Company's income and expenditure is denominated in sterling and hence the Company has no foreign currency risk. The Company is financed through equity and does not have any borrowings. The Company does not use derivative financial instruments for speculative purposes.
13. Going concern
The Board's assessment of liquidity risk remains unchanged since the last Annual Report and Financial Statements for the year ended 31 March 2016, and is detailed on page 53 of those accounts. The Company has adequate cash and liquid resources and has no borrowing. 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 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 the Guidance on Risk Management, Internal Control and Related Financial and Business Reporting issued by the Financial Reporting Council in September 2014.
14. Other information
The information set out in this Half-yearly Financial Report does not constitute the Company's statutory accounts within the terms of section 435 of the Companies Act 2006 for the periods ended 30 September 2016 and 30 September 2015, and is unaudited. The information for the year ended 31 March 2016 does not constitute statutory accounts within the terms of section 435 of the Companies Act 2006 but is derived from the statutory accounts for the financial year, which were unqualified and have been delivered to the Registrar of Companies. The Auditor reported on those accounts; their report was unqualified 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/funds/AAEV.