Half-yearly report
ProVen VCT plc
Half-Yearly Report
for the six months ended 31 August 2009
Financial Summary
31 Aug 31 Aug 28 Feb
2009 2008 2009
Ordinary shares
Net asset value per share ("NAV") 53.10 77.60 57.70
Dividends paid per share since launch 93.45 77.95 92.45
Total return (NAV plus dividends paid since 146.55 155.55 150.15
launch)
C shares
Net asset value per share ("NAV") 72.30 81.00 75.60
Dividends paid per share since issue 4.75 2.75 3.75
Total return (NAV plus dividends paid since 77.05 83.75 79.35
issue)
D shares
Net asset value per share ("NAV") 93.45 n/a n/a
Dividends paid per share since issue - n/a n/a
Total return (NAV plus dividends paid since 93.45 n/a n/a
issue)
Chairman's Statement
Introduction
The six months ended 31 August 2009 has seen stock markets start to
show some signs of recovery from the financial crises of 2008 and
early 2009. However, with the UK economy still in recession, many
businesses continue to face difficult conditions, particularly
smaller companies which typically may not be as resilient as their
larger counterparts.
Whilst the Investment Manager continues to source and evaluate new
investment opportunities, the primary focus during the period has
been on protecting (and enhancing) value within the existing
portfolio. The Board has formal regular meetings with the Investment
Manager to discuss the performance of all investments and is in
regular contact with the Investment Manager outside of meetings.
During this very difficult period, the Investment Manager has worked
on and contributed to the resilience of many of the portfolio
companies. As a result, the Directors are satisfied with the overall
performance of the Company.
Net Asset Values
Ordinary shares
As at 31 August 2009, the Net Asset Value ("NAV") per ordinary share
stood at 53.1p, a decrease of 3.6p per share or 6.2% since the year
end (after adjusting for the dividends of 1.0p paid in the period).
C shares
As at 31 August 2009, the NAV per C share stood at 72.3p, a small
decrease of 2.3p per share or 2.3% since the year end (after
adjusting for the dividends of 1.0p paid in the period).
D shares
As at 31 August 2009, the NAV per D share stood at 93.5p, a small
decrease compared the initial NAV net of fundraising costs of 94.5p
per share. The decrease arises from running costs which exceed the
income on cash deposits.
Fundraising
Up to 31 August 2009, the "Linked D Share Offer" had raised gross
proceeds for the Company of £5.3 million, which equates to £5.0
million net of fundraising costs. The Board believes this is a
satisfactory outcome which helps to reduce the fixed running costs
per share of all the Company's share classes. The Linked D Share
Offer has been extended and will now close on 30 October 2009.
Venture capital investments
No new investments were made by any pool during the period. There
was one minor realisation within the ordinary share pool, £383,000 of
Espresso Group Limited loan stock being redeemed at par.
In valuing the investment portfolio at the period end, there have
been some significant movements compared to the start of the period.
Overall, the ordinary share portfolio showed an unrealised loss of
£599,000 and the C share portfolio a loss of £26,000.
Further details of the developments within the investment portfolios
are included in the Investment Manager's report.
Results and dividends
The Income Statement shows a loss on ordinary activities after
taxation for the Company during the period of £1,267,000 (£414,000
revenue loss and £853,000 capital loss).
No interim dividends will be paid in respect of any class of shares.
Share buybacks
The Company continues to have a policy of purchasing its own shares
that become available in the market in order to help provide
liquidity to those shareholders that need it. The Company currently
buys in shares at approximately a 10% discount to the last published
NAV.
During the period, the Company purchased 72,885 ordinary shares at an
average price of 51.0p per share. These shares were subsequently
cancelled. No C shares or D shares were purchased in the period.
Risk and uncertainties
Under the Disclosure and Transparency Directive, the Board is
required, in the Company's half-yearly results, to report on
principal risks and uncertainties facing the Company over the
remainder of the financial year.
The Board has concluded that the key risks facing the Company over
the remainder of the financial period are as follows:
i. investment risk associated with a large proportion of the
ordinary share assets being invested in a single investment;
ii. investment risk associated with investing in small and immature
businesses;
iii. investment risk arising from extremely volatile stock market
conditions and their potential effect on investment valuation; and
iv. failure to maintain approval as a VCT.
Although having a large proportion of the ordinary share assets
invested in a single investment involves additional risks, this
situation is not unusual within the venture capital industry and has
arisen as a result of strong growth in the value of one investment.
The Board regularly reviews the position to ensure that the potential
benefits of continuing to hold this investment outweigh the
additional risk.
In the case of (ii), the Board is also satisfied with the Company's
approach. The Investment Manager follows a rigorous process in
vetting and careful structuring of new investments and, after an
investment is made, close monitoring of the business. In respect of
(iii), the Company seeks to hold a diversified portfolio. However,
the Company's ability to manage this risk is quite limited, primarily
due to the restrictions arising from the VCT regulations.
The Company's compliance with the VCT regulations is continually
monitored by the Administrator, who reports regularly to the Board on
the current position. The Company also retains
PricewaterhouseCoopers to provide regular reviews and advice in this
area. The Board considers that this approach reduces the risk of a
breach of the VCT regulations to a minimal level.
Outlook
With the newly-raised D share pool and the funds also available for
investment within the Ordinary and C share pools, the Investment
Manager is looking to make new investments alongside its ongoing
monitoring/advisory role on existing investments. Despite some
optimism, the general economic outlook remains uncertain. While this
will continue to create challenges for the Company's investment
portfolio, it may also create opportunities for the Company to make
new investments at attractive valuations, which may ultimately
provide the Company with strong returns. I therefore expect a number
of new investments to be made over the remainder of the year.
Andrew Davison
Chairman
28 October 2009
Investment Manager's Report
Introduction
We are pleased to present our review of the investment portfolio for
the six month period ended 31 August 2009. Stock market indices
recovered during the period with the FTSE All Share Index increasing
by over 30% between 28 February 2009 and 31 August 2009. In spite of
this, the broader economic environment continues to present
considerable challenges for small and medium sized enterprises and
their investors with unemployment still increasing and lending
constrained. We have continued to invest considerable time working
with portfolio companies to reflect these conditions and to take
advantage of opportunities provided by less well positioned
competitors..
Portfolio activity and valuation
Ordinary share pool
At 31 August 2009, the Company's unquoted and quoted ordinary share
portfolio comprised 18 investments with a cost of £12.1 million and a
valuation of £7.9 million. In addition, the ordinary share pool held
cash and liquidity funds of £4.8 million..
A significant proportion, nearly 30%, of the value of the ordinary
shares continues to be reflected in the value of Espresso Group. We
spend considerable time with the company and have worked with key
management to develop strategy. We continue to very pleased with the
progress of the business including the development of the non-primary
school revenue streams to complement the market leading primary
school product.
C share pool
At 31 August 2009, the Company's unquoted and quoted C share
portfolio comprised 13 investments with a cost of £7.5 million and a
valuation of £4.7 million. In addition, the C share pool held cash
and liquidity funds of £5.9 million.
Value in the C share pool is more evenly spread when compared to the
ordinary share pool with no one investment accounting for more than
10% of the C share pool. The largest investments, by value, are Path
Group and Fjordnet. This reflects, in part, the relative immaturity
of the portfolio when compared to the ordinary share pool.
Both the ordinary and C share pools have seen movements in valuations
reflecting both individual portfolio company circumstances and wider
changes to market comparables. Notable movements include SPC
(ordinary share pool), Ashford Colour Press (ordinary share pool),
Donatantonio (ordinary and C share pool) and Optima (ordinary share
pool).
D share pool
Fundraising for the D share pool is, at the date of this report,
still ongoing having raised a total of over £5 million despite the
difficult market conditions. This very pleasing result provides a
firm base for further fundraising and building a diversified
portfolio.
Outlook
The turmoil of the economic environment over the last twelve months
has created difficult trading conditions for small and medium size
enterprises. With our assistance a number of our portfolio companies
have adjusted their strategies to reflect a more defensive approach
and this has resulted in reduction in their cost bases. This has
provided a level of value protection and a more prudent approach in
investing for the future. As our experience of previous cycles has
shown, adversity can create areas of opportunity and it is good to
see that a number of portfolio companies continue to see strong
growth, with a several following market opportunities to expand
overseas.
Since 28 February 2009, the increase in stock market indices,
together with improving economic sentiment in some areas, has been
seen by some to be an indicator of economic recovery. Our view is
that the climb to sustained positive economic growth will be slow and
as such we remain wary of unproven and over optimistic business
opportunities.
We are now seeing a number of investment opportunities which reflect
a more mature approach to business development. Entrepreneurs are
balancing reasonable investment entry prices with a preference for
knowledgeable and long term partners. We expect a number of new
investments to complete in the short term.
Beringea LLP
28 October 2009
Unaudited Balance Sheet
as at 31 August 2009
31 Aug 31 Aug 28 Feb
2009 2008 2009
£'000 £'000 £'000
Fixed assets
Investments 12,625 14,731 13,632
Current assets
Debtors 124 888 923
Current investments 10,200 11,250 10,200
Cash at bank and in hand 10,671 3,876 2,830
Creditors: amounts falling due within one (5,427) (174) (2,708)
year
Net current assets 15,568 15,840 11,245
Net assets 28,193 30,571 24,877
Capital and reserves
Called up share capital 4,900 4,862 4,850
Capital redemption reserve 172 157 169
Share premium account 4,955 14,995 14,995
Special distributable reserve 21,900 6,308 7,081
Capital reserve - realised 3,558 8,101 3,649
Investment holding losses (6,923) (4,303) (6,298)
Revenue reserve (369) 451 431
Equity shareholder's funds 28,193 30,571 24,877
Net asset value per ordinary share: 53.1p 77.6p 57.7p
Net asset value per C share: 72.3p 81.0p 75.6p
Net asset value per D share: 93.4p n/a n/a
Unaudited Balance Sheet
as at 31 August 2009
Analysed by share pool
Ordinary share 31 Aug 31 Aug 28 Feb
2009 2008 2009
£'000 £'000 £'000
Fixed assets
Investments 7,932 10,275 8,913
Current assets
Debtors 76 707 615
Current investments 4,190 4,040 4,190
Cash at bank and in hand 595 3,817 2,711
Creditors: amounts falling due within one (110) (101) (2,605)
year
Net current assets 4,751 8,463 4,911
Net assets 12,683 18,738 13,824
Capital and reserves
Called up share capital 1,194 1,208 1,197
Capital redemption reserve 170 156 167
Share premium account - 4,836 4,836
Special distributable reserve 11,741 6,308 7,081
Capital reserve - realised 3,793 8,198 3,793
Investment holding losses (4,140) (2,244) (3,542)
Revenue reserve (75) 276 292
Equity shareholder's funds 12,683 18,738 13,824
Unaudited Balance Sheet
as at 31 August 2009
Analysed by share pool
C Shares 31 Aug 31 Aug 28 Feb
2009 2008 2009
£'000 £'000 £'000
Fixed assets
Investments 4,693 4,456 4,719
Current assets
Debtors 47 181 308
Current investments 6,010 7,210 6,010
Cash at bank and in hand (127) 59 119
Creditors: amounts falling due within one (65) (73) (103)
year
Net current assets 5,685 7,377 6,334
Net assets 10,558 11,833 11,053
Capital and reserves
Called up share capital 3,653 3,654 3,653
Capital redemption reserve 2 1 2
Share premium account - 10,159 10,159
Special distributable reserve 10,159 - -
Capital reserve - realised (212) (97) (144)
Investment holding losses (2,783) (2,059) (2,756)
Revenue reserve (261) 175 139
Equity shareholder's funds 10,558 11,833 11,053
Unaudited Balance Sheet
as at 31 August 2009
Analysed by share pool
D Shares 31 Aug 31 Aug 28 Feb
2009 2008 2009
£'000 £'000 £'000
Fixed assets
Investments - n/a n/a
Current assets
Debtors 1 n/a n/a
Current investments - n/a n/a
Cash at bank and in hand 10,203 n/a n/a
Creditors: amounts falling due within one (5,252) n/a n/a
year
Net current assets 4,952 n/a n/a
Net assets 4,952 n/a n/a
Capital and reserves
Called up share capital 53 n/a n/a
Capital redemption reserve - n/a n/a
Share premium account 4,955 n/a n/a
Special distributable reserve - n/a n/a
Capital reserve - realised (23) n/a n/a
Investment holding losses - n/a n/a
Revenue reserve (33) n/a n/a
Equity shareholder's funds 4,952 n/a n/a
Unaudited Income Statement
for the six months ended 31 August 2009
Company Total Six months ended
31 August 2009
Revenue Capital Total
£'000 £'000 £'000
Income 184 - 184
Gains/(losses) on investments - (625) (625)
184 (625) (441)
Investment management fee (71) (214) (285)
Performance incentive fees - (45) (45)
Recoverable VAT 10 31 41
Other expenses (537) - (537)
Return/(loss) on ordinary activities (414) (853) (1,267)
before taxation
Tax on ordinary activities - - -
Return/(loss) attributable to equity (414) (853) (1,267)
Shareholders
Basic and diluted return/(loss) per (0.5p) (3.1p) (3.6p)
Ordinary Share
Basic and diluted return/(loss) per C (1.7p) (0.6p) (2.3p)
Share
Basic and diluted return/(loss) per D (0.7p) (0.5p)
Share
Company Total Six months ended Year ended
31 August 2008 28 Feb 2009
Revenue Capital Total Total
£'000 £'000 £'000 £'000
Income 801 - 801 1,442
Gains/(losses) on - (2,917) (2,917) (4,865)
investments
801 (2,917) (2,116) (3,423)
Investment management fee (73) (218) (291) (572)
Performance incentive (56) (121) (177) (826)
fees
Recoverable VAT - - - 427
Other expenses (142) (14) (156) (271)
Return/(loss) on ordinary 530 (3,270) (2,740) (4,665)
activities before
taxation
Tax on ordinary (145) 145 - -
activities
Return/(loss) 385 (3,125) (2,740) (4,665)
attributable to equity
Shareholders
Basic and diluted 0.9p (8.1p) (7.2p) (12.5p)
return/(loss) per
Ordinary Share
Basic and diluted 1.1p (8.1p) (7.0p) (11.3p)
return/(loss) per C Share
Basic and diluted n/a n/a n/a n/a
return/(loss) per D Share
Ordinary shares Six months ended
31 August 2009
Revenue Capital Total
£'000 £'000 £'000
Income 118 - 118
Gains/(losses) on investments - (599) (599)
118 (599) (481)
Investment management fee (41) (123) (164)
Performance incentive fees - (45) (45)
Recoverable VAT 10 31 41
Other expenses (213) - (213)
Return/(loss) on ordinary activities (126) (736) (862)
before taxation
Tax on ordinary activities - - -
Return/(loss) attributable to equity (126) (736) (862)
Shareholders
Ordinary shares Six months ended Year ended
31 August 2008 28 Feb 2009
Revenue Capital Total Total
£'000 £'000 £'000 £'000
Income 451 - 451 847
Gains/(losses) on - (1,763) (1,763) (3,014)
investments
451 (1,763) (1,312) (2,167)
Investment management fee (42) (127) (169) (283)
Performance incentive (56) (121) (177) (826)
fees
Recoverable VAT - - - 380
Other expenses (62) (9) (71) (128)
Return/(loss) on ordinary 291 (2,020) (1,729) (3,024)
activities before
taxation
Tax on ordinary (73) 73 - -
activities
Return/(loss) 218 (1,947) (1,729) (3,024)
attributable to equity
Shareholders
C shares Six months ended
31 August 2009
Revenue Capital Total
£'000 £'000 £'000
Income 56 - 56
Gains/(losses) on investments - (26) (26)
56 (26) 30
Investment management fee (23) (68) (91)
Performance incentive fees - - -
Recoverable VAT - - -
Other expenses (288) - (288)
Return/(loss) on ordinary activities (255) (94) (349)
before taxation
Tax on ordinary activities - - -
Return/(loss) attributable to equity (255) (94) (349)
Shareholders
C shares Six months ended Year ended
31 August 2008 28 Feb 2009
Revenue Capital Total Total
£'000 £'000 £'000 £'000
Income 350 - 350 595
Gains/(losses) on - (1,154) (1,154) (1,851)
investments
350 (1,154) (804) (1,256)
Investment management fee (31) (91) (122) (289)
Performance incentive - - - -
fees
Recoverable VAT - - - 47
Other expenses (80) (5) (85) (143)
239 (1,250) (1,011) (1,641)
Return/(loss) on ordinary
activities before
taxation
Tax on ordinary (72) 72 - -
activities
Return/(loss) 167 (1,178) (1,011) (1,641)
attributable to equity
Shareholders
D shares Six months ended
31 August 2009
Revenue Capital Total
£'000 £'000 £'000
Income 10 - 10
Gains/(losses) on investments - - -
10 - 10
Investment management fee (7) (23) (30)
Performance incentive fees - - -
Recoverable VAT - - -
Other expenses (36) - (36)
Return/(loss) on ordinary activities (33) (23) (56)
before taxation
Tax on ordinary activities - - -
Return/(loss) attributable to equity (33) (23) (56)
Shareholders
D shares Six months ended Year ended
31 August 2008 28 Feb 2009
Revenue Capital Total Total
£'000 £'000 £'000 £'000
Income n/a n/a n/a n/a
Gains/(losses) on n/a n/a n/a n/a
investments
n/a n/a n/a n/a
Investment management fee n/a n/a n/a n/a
Performance incentive fees n/a n/a n/a n/a
Recoverable VAT n/a n/a n/a n/a
Other expenses
n/a n/a n/a n/a
Return/(loss) on ordinary
activities before taxation
Tax on ordinary activities n/a n/a n/a n/a
Return/(loss) attributable n/a n/a n/a n/a
to equity Shareholders
Reconciliation of Movements in Shareholders' Funds
for the six months ended 31 August 2009
31 Aug 2009 31 Aug 28 Feb
2008 2009
Ordinary C D
Shares Shares Shares Total Total Total
£'000 £'000 £'000 £'000 £'000 £'000
Opening 13,824 11,053 - 24,877 33,569 33,569
Shareholders'
funds
Proceeds from - - 5,154 5,154 1,210 1,211
share issues
Share issue - - (146) (146) (66) (67)
costs
Purchase of (38) - - (38) (260) (384)
own shares
Total
recognised (862) (349) (56) (1,267) (2,740) (4,665)
gain/(loss)
for the year
Distributions (241) (146) - (387) (1,142) (4,787)
Closing 12,683 10,558 4,952 28,193 30,571 24,877
Shareholders'
funds
Unaudited Cash Flow Statement
for the six months ended 31 August 2009
Six Six months
months ended
ended 31 August Year ended
31 August 2008 28 Feb 2009
2009
Note £'000 £'000 £'000
Net cash outflow from A
operating activities 433 (174) (19)
Capital expenditure
Purchase of investments - (3,274) (4,708)
Disposal of investments 383 4,366 5,465
Net cash inflow/(outflow) 383 1,092 757
from capital expenditure
Equity distributions paid (386) (1,142) (4,787)
Management of liquid
resources
Purchase of current - - (10,200)
investments held as
liquidity funds
Withdrawal from liquidity - 1,100 12,350
funds
Net cash inflow/(outflow) - 1,100 2,150
from liquid resources
Net cash inflow before 430 876 (1,899)
financing
Financing
Proceeds from share issue 7,741 1,004 2,857
Share issue costs (292) (66) (67)
Purchase of own shares (38) (309) (432)
Net cash inflow from 7,411 629 2,538
financing
Increase/(decrease) in cash B 7,841 1,505 459
Notes to the cash flow
statement:
A Net cash flow from
operating activities
Return/(loss) on Ordinary (414) 530 1,041
activities before taxation
Expenses charged to capital (228) (353) (841)
(Increase)/decrease in 799 1 (548)
debtors
Increase/(decrease)/ in 276 (352) 329
creditors
Net cash outflow from 433 (174) (19)
operating activities
B Analysis of net funds
Beginning of period 2,830 2,371 2,371
Net cash inflow/(outflow) 7,841 1,505 459
End of period 10,671 3,876 2,830
Summary of Investment Portfolio
as at 31 August 2009
Valuation % of
movement in the portfolio
Ordinary share pool Cost Valuation period by value
£'000 £'000 £'000
Top ten venture capital
investments
Espresso Group Limited 1,257 3,740 (40) 29.4%
Ashford Colour Press 750 617 331 4.8%
Limited
Eagle Rock Entertainment 4.5%
Group Limited 420 576 34
Saffron Media Group 480 484 4 3.8%
Limited
SPC International 1,618 466 (800) 3.7%
Limited
Overtis Group Limited 500 438 (62) 3.4%
Campden Media Limited 975 414 - 3.3%
Donatantonio Limited 582 400 123 3.1%
Fjordnet Limited 200 200 - 1.6%
Pilat Media Global plc* 172 207 121 1.6%
6,954 7,542 (289) 59.2%
Other venture capital 5,118 390 (310) 3.2%
investments
12,072 7,932 (599) 62.4%
Liquidity fund 4,190 32.9%
investments
Cash at bank and in hand 595 4.7%
Ordinary share pool 100.0%
total 12,717
Valuation % of
movement in the portfolio
C share pool Cost Valuation period by value
£'000 £'000 £'000
Top ten venture capital
investments
Path Group Limited 1,000 842 (157) 8.0%
Fjord Limited 800 800 - 7.5%
Donatantonio Limited 885 609 187 5.7%
Chess Technology Limited 600 588 (12) 5.6%
Charterhouse Leisure 700 542 (19) 5.1%
Limited
SPC International Limited 403 397 (2) 3.8%
Overtis Group Limited 400 351 (49) 3.3%
Heritage Partners Limited 900 247 - 2.3%
Dianomi Limited 126 157 - 1.5%
Steak Media Limited 275 144 10 1.4%
6,089 4,677 (42) 44.2%
Other venture capital 1,387 16 16 0.2%
investments
7,476 4,693 (26) 44.4%
Liquidity fund 6,010 57.0%
investments
Cash at bank and in hand (127) (1.4%)
C share pool total 10,576 100.0%
No investments were held by the D Share pool in the period.
All venture capital investments are unquoted unless otherwise stated.
* Quoted on AIM
Summary of Investment Movements
for the six months ended 31 August 2009
Additions
No additions were made by the ordinary, C or D share pool in the
period.
Disposals
Ordinary share Market
portfolio
value at Realised
1 March Disposal Gain/(loss) gain/(loss)
Cost 2009 Proceeds against cost in period
£'000 £'000 £'000 £'000 £'000
Espresso Group 383
Limited 383 383 - -
No disposals were made by the C or D share pool in the period.
Notes to the unaudited Financial Statements
1.The unaudited half yearly results cover the six months to 31 August
2009 and have been prepared in accordance with the Statement of
Recommended Practice "Financial Statements of Investment Trust
Companies" revised December 2005 ("SORP") and in accordance with the
accounting policies set out in the statutory accounts for the year
ended 28 February 2009 which were prepared under UK Generally
Accepted Accounting Practice ("UK GAAP").
2. All revenue and capital items in the Income Statement derive from
continuing operations.
3. There are no recognised gains or losses other than those disclosed
in the Income Statement.
4. The Company has only one class of business and derives its income
from investments made in shares, securities and bank deposits.
5. The comparative figures were in respect of the period ended 31
August 2008 and the year ended 28 February 2009.
6. Return per share for the period has been calculated on the
following:
Ordinary shares C shares D shares
Revenue return per Share
based on:
Net revenue profit after
taxation (£'000) (126) (255) (33)
Weighted average number of
shares in issue 24,048,320 14,617,622 4,638,322
Capital return per Share
based on:
Net revenue profit after
taxation (£'000) (736) (94) (23)
Weighted average number of
shares in issue 24,048,320 14,617,622 4,638,322
7. NAV per share for the period has been calculated on the following:
Ordinary shares C shares D shares
Net Assets (£'000) 12,683 10,558 4,952
Number of shares in issue
at period end 23,874,616 14,612,777 5,299,288
8. Dividends
6 months to 31 Aug 2009 6 months to 31 Aug 28
2008 Feb
2009
Pence Revenue Capital Total Revenue Capital Total Total
£'000 £'000 £'000 £'000 £'000 £'000 £'000
Ordinary share
dividends
Paid in
period
2009 1.0 240 - 240 - - - -
Final
2009 14.5 - - - - - - 3,504
Interim
2008 1.25 - - - 306 - 306 302
Final
2008 2.5 - - - - 580 580 579
Interim
240 - 240 306 580 886 4,385
C share
dividends
Paid in
period
2009 1.0 146 - 146 - - - -
Final
2009 1.0 - - - - - - 256
Interim
2008 1.75 - - - 256 - 256 256
Final
146 - 146 256 - 256 402
9. Reserves
Capital Share Capital Unrealised
redemption premium Special reserve holding Revenue
reserve account reserve - losses reserve
realised
£'000 £'000 £'000 £'000 £'000 £'000
At 1 March 2009 169 14,955 7,081 3,649 (6,298) 431
Expenses (228)
capitalised
Tax relief on -
expenses
capitalised
Share Issue 4,955
Purchase of own 3 (39)
shares
Gains/(losses) (625)
on investments
Retained revenue (414)
Distributions (386)
paid
Transfer between (14,995) 14,858 137
reserves
At 31 August 172 4955 21,900 3,558 (6923) (369)
2009
10. Contingent liabilities, guarantees and financial commitments
The Company has guaranteed bank borrowings of one of its investments,
Donatantonio Limited, amounting to £225,000. A third party has
provided a guarantee to the Company amounting to £112,500 in respect
of the above guarantee such that the Company's net exposure is
£112,500.
Apart from the above, the Company has no Contingent liabilities,
guarantees and financial commitments.
11. The unaudited financial statements set out herein do not
constitute statutory accounts within the meaning of Section 240 of
the Companies Act 1985 and have not been delivered to the Registrar
of Companies. The figures for the year ended 28 February 2009 have
been extracted from the financial statements for that year, which
have been delivered to the Registrar of Companies; the auditors'
report on those financial statements was unqualified.
12. The Directors confirm that, to the best of their knowledge, the
half-yearly financial statements have been prepared in accordance
with the "Statement: Half-Yearly Financial Reports" issued by the UK
Accounting Standards Board and the half-yearly financial report
includes a fair review of the information required by:
a. DTR 4.2.7R of the Disclosure and Transparency Rules, being an
indication of important events that have occurred during the first
six months of the financial year and their impact on the condensed
set of financial statements, and a description of the principal risks
and uncertainties for the remaining six months of the year; and
b. DTR 4.2.8R of the Disclosure and Transparency Rules, being related
party transactions that have taken place in the first six months of
the current financial year and that have materially affected the
financial position or performance of the entity during that period,
and any changes in the related party transactions described in the
last annual report that could do so.
13. Copies of the unaudited half-yearly results will be sent to
Shareholders. Further copies can be obtained from the Company's
Registered Office and will be available for download from
www.provenvcts.com and www.downing.co.uk.
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