Annual Financial Report

28 OCTOBER 2009 NORTHERN VENTURE TRUST PLC RESULTS FOR THE YEAR ENDED 30 SEPTEMBER 2009 Northern Venture Trust PLC is a Venture Capital Trust (VCT) managed by NVM Private Equity Limited. The trust was one of the first VCTs launched on the London Stock Exchange in 1995. It invests mainly in unquoted venture capital holdings and aims to provide high long-term tax-free returns to shareholders through a combination of dividend yield and capital growth. Financial highlights: (with comparative figures as at 30 September 2008) ORDINARY SHARES 2009 2008 Net assets £32.6m £31.1m Net asset value per share 80.3p 80.1p Return per share: Revenue 3.3p 2.3p Capital 9.4p (0.9)p Total 12.7p 1.4p Dividend per share declared in respect of the year: Revenue 2.5p 2.0p Capital 5.0p 5.5p Total 7.5p 7.5p Cumulative return to shareholders since launch: Net asset value per share 80.3p 80.1p Dividends paid per share 86.0p 74.0p Net asset value plus dividends paid per share 166.3p 154.1p Share price at end of year 56.25p 63.0p C SHARES 2009 2008 Net assets £15.3m £17.5m Net asset value per share 74.8p 84.7p Return per share: Revenue 1.6p 2.3p Capital (5.7)p (7.1)p Total (4.1)p (4.8)p Dividend per share declared in respect of the year: Revenue 2.0p 2.0p Capital 1.0p 2.0p Total 3.0p 4.0p Cumulative return to shareholders since launch: Net asset value per share 74.8p 84.7p Dividends paid per share 10.0p 4.0p Net asset value plus dividends paid per share 84.8p 88.7p Share price at end of year 57.5p 79.5p For further information, please contact: NVM Private Equity Limited Alastair Conn/Christopher Mellor 0191 244 6000 Website: www.nvm.co.uk NORTHERN VENTURE TRUST PLC CHAIRMAN'S STATEMENT I am pleased to present the company's annual report for the year ended 30 September 2009, a year in which tax-free dividends totalling almost £6 million have been distributed to shareholders. Despite the difficult economic background there have been a number of encouraging developments in the investment portfolio, culminating shortly before the year end in the exit from DxS where we have been able to recognise £8.5 million of sale proceeds initially with the possibility of further receipts in the future. DxS is one of the most successful investments made by any VCT and we congratulate our managers on an excellent outcome. Results and dividend - ordinary shares The net asset value (NAV) per ordinary share at 30 September 2009 was 80.3p, compared with 80.1p a year earlier. The NAV is stated after deducting dividends paid and charged to reserves during the year. The return per share for the year as shown in the income statement was 12.7p per share, equivalent to 15.9% of the opening net asset value. This is a very satisfactory result given the recent fragility of the economy and financial markets. The flow of income from the unquoted investment portfolio was particularly strong, although it is likely that income generation will become more difficult over the next year as the effects of a low interest rate environment are felt. This reinforces the importance of achieving a satisfactory capital return on our investments so as to ensure that profits continue to be available for distribution. Our stated objective is to maintain an annual dividend of at least 6.0p per ordinary share. Given the excellent results, we are delighted to have been able to exceed our target by declaring dividends totalling 7.5p per share in respect of the year ended 30 September 2009. This amount has already been paid in the form of interim dividends in June and September 2009 and accordingly no final dividend is proposed this year. The total ordinary dividends paid by the company in the 14 years since launch now amount to 86.0p per share, an average of over 6.0p per year. Results and dividend - C shares The net asset value per C share at 30 September 2009, after deducting dividends of 6.0p paid during the year, was 74.8p, down from 84.7p a year ago. The return per share for the year was minus 4.1p compared with minus 4.8p last year. This disappointing result again reflects the relative immaturity of the C share portfolio, whose investments have all been acquired over the period since 2006, and contrasts with the performance of the ordinary share pool which has been able to benefit from the successful fruition of investments made in earlier periods. The directors have declared two interim dividends totalling 3.0p per C share, compared with last year's total of 4.0p, and no final dividend is proposed. As mentioned below, the C shares will now be converted into new ordinary shares and will no longer be accounted for as a separate pool of funds. Investment portfolio The business review in the annual report gives details of movements in the investment portfolio during the year. Our managers have, with the agreement of the board, taken a cautious approach to new investment given the general uncertainties resulting from the financial crisis, and only two new holdings were acquired during the year at a total cost of £2.0 million. However we were able to take advantage of the fact that some corporate acquirers of businesses remained active in the market, and in addition to the sale of DxS, satisfactory exits were also achieved from the investments in Stainton Metal Company, Liquidlogic and Pivotal Laboratories Holdings. Inevitably some of our investee companies were affected by the recessionary climate and this has been reflected in a number of valuation reductions as well as a significant write-down on the reconstruction of Foreman Roberts Group. We believe that overall the portfolio is in reasonable shape and should prove capable of benefiting from any improvement in the economy. Shareholder issues After a period of instability in the provision of corporate broking and market-making services to the company, on which I have previously reported, the board appointed Singer Capital Markets as corporate brokers in May 2009. Although the financial markets generally are still subject to considerable fluctuation, there has been a steady re-rating of the company's ordinary shares over the past six months with the result that the share price has moved from 41.5p in early April to a recent level of 63p - a 21.5% discount to the underlying NAV. It is a matter of concern that the discount remains relatively wide despite the well-established history of high tax-free yield, in addition to which our balance sheet has solid asset backing in the form of cash and quoted fixed-interest securities which, following the imminent conversion of the C shares, will be equivalent to approximately 38p per ordinary share. With interest rates at a long-term low and the prospect of higher income tax rates in 2010, we believe that the market is beginning to appreciate the considerable attractions of those VCTs which are able to deliver a consistent tax-free yield. Northern Venture Trust is well placed within this select group, and the board and managers will continue their efforts to communicate the message with a view to enhancing both the value and the market liquidity of our shares. We will seek renewal at the annual general meeting of our authority from shareholders to re-purchase the company's shares in the market, and will keep the use of this power under regular review. Conversion of C shares The C shares issued by the company in the 2005/06 tax year will, in accordance with the articles of association, be converted into new ordinary shares on 29 October 2009 following the announcement of the results for the year ended 30 September 2009. C shareholders will receive a separate letter setting out further details. Based on the respective net asset values per share attributable to the ordinary shares and the C shares as at 30 September 2009, 19,009,157 new ordinary shares will be issued on conversion and C shareholders will receive 0.9313893 ordinary shares for every C share previously held. Dealings in the new ordinary shares are expected to commence on 30 October 2009. VAT on management fees Following the European Court decision in the JPMorgan Claverhouse case, management fees paid to NVM Private Equity have been exempt from VAT since July 2008. We have also been able to recover some VAT paid in earlier periods, in respect of which a total of £502,000 has been recognised in our financial statements to date. Negotiations are continuing with HM Revenue & Customs over possible further repayments. VCT qualifying status The company continues to comply with the qualifying conditions laid down by HM Revenue & Customs for VCT approval. The position is carefully monitored by the board with assistance from our managers and from our VCT taxation advisers, PricewaterhouseCoopers LLP. Board of directors Professor Sir Frederick Holliday retired from the board at the close of the annual general meeting in January 2009, having served as chairman since the formation of Northern Venture Trust in 1995. On behalf of shareholders and my board colleagues I thank Fred for his distinguished contribution to our company. During the year two new directors joined the board. Hugh Younger is the senior partner of Murray Beith Murray, a leading Scottish private client law firm, and has a wide knowledge and experience of investment matters. Nigel Beer was formerly head of KPMG's London corporate finance division and has over 20 years' experience of private equity and corporate transactions and investments. We are fortunate to have secured their services and we look forward to working with them. Annual general meeting The annual general meeting on 13 January 2010 will be held in London and your board looks forward to meeting shareholders on that occasion. The agenda includes the five-yearly resolution for the continuation of the company; I hope that you will take the opportunity to vote and that you will share the board's view that the company has performed satisfactorily and has good prospects for the future. Hence we recommend that you vote in favour of the resolution for continuation. Outlook The excellent outcome of our investment in DxS has shown that, whilst investment in private equity is not immune from the effects of a severe financial downturn, the guiding principles of our investment strategy - proper due diligence, close monitoring and patience - can produce exceptional results. Our company has strong reserves of liquidity for future investment and our managers are currently seeing an increasing flow of potential new investments - not least because the clearing banks no longer have the appetite to compete in our market. It is clear that the after-effects of the recent financial crisis will have an impact on smaller companies in the UK for a long time to come, but we are cautiously positive about future prospects. John Hustler Chairman The audited financial statements for the year ended 30 September 2009 are set out below. INCOME STATEMENT for the year ended 30 September 2009 Ordinary shares C shares --------------------------- --------------------------- Revenue Capital Total Revenue Capital Total £000 £000 £000 £000 £000 £000 Gain/(loss) on disposal of - 6,776 6,776 - (170) (170) investments Movements in fair value of - (2,744) (2,744) - (829) (829) investments ------ ------ ------ ------ ------ ------ - 4,032 4,032 - (999) (999) Income 2,021 - 2,021 715 - 715 Investment (155) (466) (621) (83) (248) (331) management fee Recoverable - - - 8 23 31 VAT Other (211) - (211) (196) - (196) expenses ------ ------ ------- ------ ------ ------ Return on ordinary activities 1,655 3,566 5,221 444 (1,224) (780) before tax Tax on return (335) 131 (204) (120) 63 (57) on ordinary activities ------ ------ ------ ------ ------ ------ Return on ordinary activities 1,320 3,697 5,017 324 (1,161) (837) after tax ------ ------ ------ ------ ------ ------ Return per 3.3p 9.4p 12.7p 1.6p (5.7)p (4.1)p share Company --------------------------- Revenue Capital Total £000 £000 £000 Gain/(loss) on disposal of investments - 6,606 6,606 Movements in fair value of investments - (3,573) (3,573) ------ ------ ------ - 3,033 3,033 Income 2,736 - 2,736 Investment management fee (238) (714) (952) Recoverable VAT 8 23 31 Other expenses (407) - (407) ------ ------ ------ Return on ordinary activities before tax 2,099 2,342 4,441 Tax on return on ordinary (455) 194 (261) activities ------ ------ ------ Return on ordinary activities after tax 1,644 2,536 4,180 ------ ------ ------ INCOME STATEMENT for the year ended 30 September 2008 Ordinary shares C shares --------------------------- --------------------------- Revenue Capital Total Revenue Capital Total £000 £000 £000 £000 £000 £000 Gain/(loss) on disposal of - (110) (110) - 566 566 investments Movements in fair value of - (56) (56) - (1,870) (1,870) investments ------ ------ ------ ------ ------ ------ - (166) (166) - (1,304) (1,304) Income 1,477 - 1,477 912 - 912 Investment (186) (556) (742) (107) (322) (429) management fee Recoverable 93 278 371 25 75 100 VAT Other (199) - (199) (177) - (177) expenses ------ ------ ------ ------ ------ ------ Return on ordinary activities 1,185 (444) 741 653 (1,551) (898) before tax Tax on return (270) 82 (188) (169) 73 (96) on ordinary activities ------ ------ ------ ------ ------ ------ Return on ordinary activities 915 (362) 553 484 (1,478) (994) after tax ------ ------ ------ ------ ------ ------ Return per 2.3p (0.9)p 1.4p 2.3p (7.1)p (4.8)p share Company --------------------------- Revenue Capital Total £000 £000 £000 Gain/(loss) on disposal of investments - 456 456 Movements in fair value of investments - (1,926) (1,926) ------ ------ ------ - (1,470) (1,470) Income 2,389 - 2,389 Investment management fee (293) (878) (1,171) Recoverable VAT 118 353 471 Other expenses (376) - (376) ------ ------ ------ Return on ordinary activities before tax 1,838 (1,995) (157) Tax on return on ordinary (439) 155 (284) activities ------ ------ ------ Return on ordinary activities after tax 1,399 (1,840) (441) ------ ------ ------ RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS for the year ended 30 September 2009 Ordinary shares C shares Company £000 £000 £000 Equity shareholders' funds at 1 October 2008 31,118 17,461 48,579 Return on ordinary activities after tax 5,017 (837) 4,180 Dividends recognised in the year (4,758) (1,233) (5,991) Net proceeds of share issues 1,258 - 1,258 Shares purchased for cancellation (32) (119) (151) ------ ------ ------ Equity shareholders' funds at 30 September 2009 32,603 15,272 47,875 ------ ------ ------ RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS for the year ended 30 September 2008 Ordinary shares C shares Company £000 £000 £000 Equity shareholders' funds at 1 October 2007 33,632 18,883 52,515 Return on ordinary activities after tax 553 (994) (441) Dividends recognised in the year (3,465) (413) (3,878) Net proceeds of share issues 463 - 463 Shares purchased for cancellation (65) (15) (80) ------ ------ ------ Equity shareholders' funds at 30 September 2008 31,118 17,461 48,579 ------ ------ ------ BALANCE SHEET as at 30 September 2009 Ordinary shares C shares Company £000 £000 £000 Fixed asset investments: Venture capital investments Unquoted 13,573 6,667 20,240 Quoted 1,341 1,525 2,866 ------ ------ ------ Total venture capital investments 14,914 8,192 23,106 Listed fixed-interest investments 2,932 5,882 8,814 ------ ------ ------ Total fixed asset investments 17,846 14,074 31,920 ------ ------ ------ Current assets: Debtors 1,781 904 2,685 Cash and deposits 13,266 407 13,673 ------ ------ ------ 15,047 1,311 16,358 Creditors (amounts falling due within one year) (290) (113) (403) ------ ------ ------ Net current assets 14,757 1,198 15,955 ------ ------ ------ Net assets 32,603 15,272 47,875 ------ ------ ------ Capital and reserves: Called-up equity share capital 10,145 15,307 25,452 Share premium 10,227 2,030 12,257 Capital redemption reserve 2,015 193 2,208 Capital reserve 10,404 (432) 9,972 Revaluation reserve (1,282) (1,913) (3,195) Revenue reserve 1,094 87 1,181 ------ ------ ------ Total equity shareholders' funds 32,603 15,272 47,875 ------ ------ ------ Net asset value per share 80.3p 74.8p BALANCE SHEET as at 30 September 2008 Ordinary shares C shares Company £000 £000 £000 Fixed asset investments: Venture capital investments Unquoted 19,956 6,643 26,599 Quoted 1,567 1,158 2,725 ------ ------ ------ Total venture capital investments 21,523 7,801 29,324 Listed fixed-interest investments - 8,535 8,535 ------ ------ ------ Total fixed asset investments 21,523 16,336 37,859 ------ ------ ------ Current assets: Debtors 787 166 953 Cash and deposits 9,098 1,100 10,198 ------ ------ ------ 9,885 1,266 11,151 Creditors (amounts falling due within one year) (290) (141) (431) ------ ------ ------ Net current assets 9,595 1,125 10,720 ------ ------ ------ Net assets 31,118 17,461 48,579 ------ ------ ------ Capital and reserves: Called-up equity share capital 9,715 15,459 25,174 Share premium 9,418 2,030 11,448 Capital redemption reserve 1,996 41 2,037 Capital reserve 7,152 860 8,012 Revaluation reserve 1,673 (1,309) 364 Revenue reserve 1,164 380 1,544 ------ ------ ------ Total equity shareholders' funds 31,118 17,461 48,579 ------ ------ ------ Net asset value per share 80.1p 84.7p CASH FLOW STATEMENT for the year ended 30 September 2009 Ordinary C shares Company shares £000 £000 £000 Net cash inflow/(outflow) from operating activities 1,559 (491) 1,068 Taxation: Corporation tax paid (188) (113) (301) Financial investment: Purchase of investments (3,617) (1,469) (5,086) Sale/repayment of investments 9,946 2,732 12,678 Net cash inflow from financial investment 6,329 1,263 7,592 Equity dividends paid (4,758) (1,233) (5,991) ------ ------ ------ Net cash inflow/(outflow) before financing 2,942 (574) 2,368 Financing: Issue of shares 1,320 - 1,320 Share issue expenses (62) - (62) Purchase of shares for cancellation (32) (119) (151) Net cash inflow/(outflow) from 1,226 (119) 1,107 financing ------ ------ ------ Increase/(decrease) in cash at bank 4,168 (693) 3,475 ------ ------ ------ Reconciliation of return before tax to net cash flow from operating activities Return on ordinary activities before 5,221 (780) 4,441 tax (Gain)/loss on disposal of (6,776) 170 (6,606) investments Movements in fair value of 2,744 829 3,573 investments (Increase)/decrease in debtors 386 (738) (352) Increase/(decrease) in creditors (16) 28 12 ------ ------ ------ Net cash inflow/(outflow) from operating activities 1,559 (491) 1,068 ------ ------ ------ Analysis of movement in net funds 1 October 30 Sept 2008 Cash flows 2009 £000 £000 £000 Cash and deposits 10,198 3,475 13,673 ------ ------ ------ CASH FLOW STATEMENT for the year ended 30 September 2008 Ordinary C shares Company shares £000 £000 £000 Net cash inflow from operating 471 613 1,084 activities Taxation: Corporation tax paid (73) (97) (170) Financial investment: Purchase of investments (6,036) (3,937) (9,973) Sale/repayment of investments 11,795 4,585 16,380 Net cash inflow from financial investment 5,759 648 6,407 Equity dividends paid (3,465) (413) (3,878) ------ ------ ------ Net cash inflow before financing 2,692 751 3,443 Financing: Issue of shares 464 - 464 Share issue expenses (1) - (1) Purchase of shares for cancellation (65) (15) (80) Net cash inflow/(outflow) from 398 (15) 383 financing ------ ------ ------ Increase in cash at bank 3,090 736 3,826 ------ ------ ------ Reconciliation of return before tax to net cash flow from operating activities Return on ordinary activities before 741 (898) (157) tax (Gain)/loss on disposal of 110 (566) (456) investments Movements in fair value of 56 1,870 1,926 investments (Increase)/decrease in debtors (437) 205 (232) Increase in creditors 1 2 3 ------ ------ ------ Net cash inflow from operating 471 613 1,084 activities ------ ------ ------ Analysis of movement in net funds 1 October 30 Sept 2007 Cash flows 2008 £000 £000 £000 Cash and deposits 6,372 3,826 10,198 ------ ------ ------ INVESTMENT PORTFOLIO SUMMARY as at 30 September 2009 Cost Valuation % of net £000 £000 assets by valuation ORDINARY SHARES Weldex (International) Offshore 205 4,662 14.3 Envirotec 813 1,465 4.5 CGI Group Holdings 3,449 862 2.6 Abermed 600 835 2.6 Arleigh International 375 783 2.4 S&P Coil Products 371 730 2.2 Alaric Systems 2,174 471 1.5 e-know.net 360 467 1.4 Tikit Group* 752 451 1.4 Advanced Computer Software* 200 442 1.4 Direct Valeting 573 429 1.3 Paladin Group 291 399 1.2 IG Doors 500 375 1.2 Vectura Group** 211 371 1.1 Axial Systems Holdings 301 370 1.1 ------ ------ ----- Fifteen largest venture capital investments 11,175 13,112 40.2 Other venture capital investments 5,054 1,802 5.5 ------ ------ ----- Total venture capital investments 16,229 14,914 45.7 Listed fixed-interest investments 2,899 2,932 9.0 ------ ------ ----- Total fixed asset investments 19,128 17,846 54.7 ------ Net current assets 14,757 45.3 ------ ----- Net assets 32,603 100.0 ------ ----- C SHARES Paladin Group 1,161 1,596 10.5 Axial Systems Holdings 703 858 5.6 CloserStill Holdings 700 700 4.6 Phusion Healthcare 696 696 4.6 KPJ Software Services 696 696 4.6 Promanex Group Holdings 801 601 3.9 Optilan Group 700 574 3.7 Promatic Group 797 554 3.6 Advanced Computer Software* 229 505 3.3 IDOX* 298 387 2.5 IS Pharma* 276 323 2.1 Wear Inns 343 290 1.9 Brulines Group* 184 171 1.1 Shieldtech* 248 109 0.7 Gentronix 406 102 0.7 ------ ------ ----- Fifteen largest venture capital investments 8,238 8,162 53.4 Other venture capital investments 1,549 30 0.2 ------ ------ ----- Total venture capital investments 9,787 8,192 53.6 Listed fixed-interest investments 6,200 5,882 38.5 ------ ------ ------ Total fixed asset investments 15,987 14,074 92.1 ------ Net current assets 1,198 7.9 ------ ----- Net assets 15,272 100.0 ------ ----- *Quoted on AIM **Listed on London Stock Exchange BUSINESS RISKS The board carries out a regular review of the risk environment in which the company operates. The main areas of risk identified by the board are as follows: Investment risk: The majority of the company's investments are in small and medium-sized unquoted and AIM-quoted companies which are VCT qualifying holdings, and which by their nature entail a higher level of risk and lower liquidity than investments in large quoted companies. The directors aim to limit the risk attaching to the portfolio as a whole by careful selection and timely realisation of investments, by carrying out rigorous due diligence procedures and by maintaining a wide spread of holdings in terms of financing stage, industry sector and geographical location. The board reviews the investment portfolio with the investment managers on a regular basis. Financial risk: As most of the company's investments involve a medium to long-term commitment and many are relatively illiquid, the directors consider that it is inappropriate to finance the company's activities through borrowing except on an occasional short-term basis. Accordingly they seek to maintain a proportion of the company's assets in cash or cash equivalents in order to be in a position to take advantage of new unquoted investment opportunities. The company has very little exposure to foreign currency risk and does not enter into derivative transactions. Economic risk: events such as economic recession or general fluctuations in stock markets and interest rates may affect the valuation of investee companies and their ability to access adequate financial resources, as well as affecting the company's own share price and discount to net asset value. Liquidity risk: The company's investments may be difficult to realise. The fact that a stock is quoted on a recognised stock exchange does not guarantee its liquidity and there may be a large spread between bid and offer prices. Unquoted investments are not traded on a recognised stock exchange and are inherently illiquid. Internal control risk: The board regularly reviews the system of internal controls, both financial and non-financial, operated by the company and the manager. These include controls designed to ensure that the company's assets are safeguarded and that proper accounting records are maintained. VCT qualifying status risk: the company is required at all times to observe the conditions laid down in the Income Tax Act 2007 for the maintenance of approved VCT status. The loss of such approval could lead to the company losing its exemption from corporation tax on capital gains, to investors being liable to pay income tax on dividends received from the company and, in certain circumstances, to investors being required to repay the initial income tax relief on their investment. The manager keeps the company's VCT qualifying status under continual review and reports to the board on a quarterly basis. The board has also retained PricewaterhouseCoopers LLP to undertake an independent VCT status monitoring role. STATEMENT OF DIRECTORS' RESPONSIBILITIES The directors are responsible for preparing the annual financial report in accordance with applicable law and regulations. Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with UK Accounting Standards. The financial statements are required by law to give a true and fair view of the state of affairs of the company at the end of the financial period and of the return of the company for that period. In preparing these financial statements, the directors are required to (i) select suitable accounting policies and then apply them consistently; (ii) make judgements and estimates that are reasonable and prudent; (iii) state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and (iv) prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. In relation to the financial statements for the year ended 30 September 2009, each of the directors has confirmed that to the best of his or her knowledge (i) the financial statements, which have been prepared in accordance with the applicable set of accounting standards, give a true and fair view of the assets, liabilities, financial position and profit or loss of the company; and (ii) the directors' report includes a fair review of the development and performance of the business and the position of the company together with a description of the principal risks and uncertainties which it faces. The directors are also responsible for keeping proper accounting records that disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that its financial statements comply with the Companies Act 1985. They have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the company and to prevent and detect fraud and other irregularities. Under applicable law and regulations, the directors are also responsible for preparing a directors' report, directors' remuneration report and corporate governance statement that comply with that law and those regulations. The company's financial statements are published on the NVM Private Equity Limited website. The maintenance and integrity of this website is the responsibility of NVM and not of the company. Visitors to the website should be aware that legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions. The directors of the company at the date of this announcement were Mr J R Hustler (Chairman), Mr N J Beer, Mr E M P Denny, Mr R S Peters, Miss P S Scott and Mr H P Younger. OTHER MATTERS The above summary of results for the year ended 30 September 2009 does not constitute statutory financial statements within the meaning of Section 240 of the Companies Act 1985 and has not been delivered to the Registrar of Companies. Statutory financial statements will be filed with the Registrar of Companies in due course; the independent auditors' report on those financial statements under Section 235 of the Companies Act 1985 is unqualified and does not contain a statement under Section 237(2) or (3) of the Companies Act 1985. The full annual report including financial statements for the year ended 30 September 2009 is expected to be posted to shareholders by 27 November 2009 and will be available to the public at the registered office of the company at Northumberland House, Princess Square, Newcastle upon Tyne NE1 8ER and on the NVM Private Equity Limited website, www.nvm.co.uk. ---END OF MESSAGE--- This announcement was originally distributed by Hugin. The issuer is solely responsible for the content of this announcement.

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