Final Results
Unicorn AIM VCT PLC
29 November 2004
UNICORN AIM VCT PLC
29 NOVEMBER 2004
Preliminary Results for the year ended 30 September 2004
CHAIRMAN'S STATEMENT
The Company continued to make encouraging progress during the year. The net
asset value (NAV) for the Ordinary Share Fund at 30 September 2004 was 103.5
pence per share after providing for the interim dividend of 10 pence per share.
The NAV for the Series 2 ('S2') Share Fund at the 30 September 2004 was 94.4
pence per share. The Board is pleased to recommend a final dividend of 0.75
pence per share payable to the S2 Shareholders.
The Board's policy is to pay out as high a level of dividend as is possible and
in order to make a capital distribution from realised profits investment company
status was revoked on 17 August 2004. This enabled the payment of an interim
dividend of 10 pence per share to Ordinary Fund Shareholders on 20 September
2004. The Board hopes to make further capital distributions dependent upon
capital profits generated from investment realisations. The Company is now
legally obliged to include a Profit and Loss Account and Statement of Total
Recognised Gains and Losses and these are set out below. In order to provide
some continuity of financial reporting the Statement of Total Return has been
retained. For further information on the revocation of investment company
status, including the technical details surrounding the implications that this
has for the way in which the Company presents its accounts, please see Note 2 to
the Accounts below.
The Company continues to conduct its affairs as a venture capital trust for
taxation purposes under section 842AA of the Income and Corporation Taxes Act
1988.
During the year your Investment Manager made 14 new qualifying investments for
the Ordinary Share Fund. Seven of the qualifying investments were in existing
AIM listed companies and seven were new admissions to AIM. The S2 Share Fund
participated alongside the Ordinary Share Fund investing in five of the
qualifying investments. All the qualifying investments are outlined in the
Investment Manager's Review.
The Ordinary Share Fund is now three years old and has exceeded the minimum
required level of 70% of its funds invested in qualifying investments. Other
Inland Revenue tests have been complied with and your Board has been advised
that the Ordinary Share Fund has maintained its venture capital trust status.
The 70% qualifying target for the S2 Share Fund has to be met by 30 September
2006.
Many original subscribers to the Ordinary Share Fund will have now held their
investment for the minimum three-year term under the VCT regulations and are now
able to sell their holding without losing the Income Tax relief received at the
time they invested. Any Shareholder considering selling shares, should be aware
that a disposal will crystallise any capital gains that they may have deferred
in making this investment. Shareholders are therefore advised to consult their
financial adviser before making any decision.
During the period under review 190,000 Ordinary Shares were bought back for
cancellation at an average price of 98.5 pence per share and 10,225 S2 Shares at
an average price of 90 pence per share (net of expenses). The Company will
closely monitor the market in the Company's shares and make market purchases as
appropriate.
The S2 Share issue was launched in January 2004 to provide existing and new
Shareholders with an opportunity to invest in a new portfolio of assets. In the
period to 2 April 2004 £7.6 million was raised under the Offer. Following the
Chancellor's decision to increase the initial income tax relief from 20% to 40%
the Offer was extended until 14 May 2004 and in total £15.8 million was raised
with 24% subscribed by existing Shareholders. This is an excellent outcome and I
would like to thank both existing and new Shareholders for their support.
Peter Dicks
Chairman
For further information please contact:
Sean O'Flanagan, Unicorn Asset Management Limited, Tel: 020 7253 0889
INVESTMENT MANAGER'S REVIEW
Investment policy
It is the aim of the Investment Manager to identify and invest in a diversified
portfolio of companies that display a majority of the following characteristics:
- experienced and well-motivated management;
- products and services supplying growing markets;
- sound operational and financial controls;
- good cash generation to finance ongoing development allied with a progressive
dividend policy.
Introduction
The net asset value of the Ordinary Share Fund at 30 September 2004 was 113.5
pence per share before providing for the interim dividend of 10 pence per share,
representing an increase of 5.7% over the previous year. In contrast the FTSE
AIM and FTSE All-Share indices have increased by 21.2% and 12.0% respectively on
a total return basis over the equivalent period. Since the first allotment on
the 5 November 2001 the initial net asset value of the Ordinary Share Fund has
increased by 21.7% after adding back dividends paid. This compares favourably
with the performance of the FTSE AIM Index which has increased by 8.2% and the
FTSE All-Share Index which has increased by 0.4% on a total return basis.
Since the first allotment on 5 February 2004 the net asset value of the S2 Share
Fund has increased to 95.15 pence per share at 30 September 2004 before
providing for a final dividend of 0.75 pence per share, representing an increase
of 0.7% from the initial value of 94.5 pence. In contrast the FTSE AIM Index has
increased by 2.4% and the FTSE All-Share Index has increased by 5.6% over the
equivalent period.
Investment strategy
The adopted investment policy has avoided over-ambitious start-ups in new
markets, which require a leap of faith and have often been priced as though they
had already succeeded. The Investment Manager has focused on the strength of
companies' balance sheets and the inherent ability to pay progressive dividends,
thereby safeguarding capital and maximising the tax-free income stream available
to Shareholders.
AIM market review
The year was marked by a return to the market of speculative pre-revenue
businesses (formerly called blue-sky concepts) as investors lost their aversion
for early stage enterprises. Investors seem to have ignored the painful lessons
of the dot com era with many Initial Public Offerings (IPOs) long on promise but
short on delivery. Such irrationality and infectious greed can only continue
until the investment community runs out of fools prepared to part with their
money. Entrepreneurs, advisors and investors seem to have forgotten that it is
profits that ultimately drive share prices rather than hope value. Whilst there
are a number of AIM companies that have created significant shareholder value,
such as International Greetings, Majestic Wine and Mears Group investors should
remember that wealth is neither grown on trees nor manufactured overnight.
Shareholders should be aware that the AIM Index has many constituents, which do
not fall within the definition of a VCT qualifying investment, including the
Mining and Oil & Gas sectors, which have performed particularly strongly during
the period. The Resources sector now represents over 30% of FTSE AIM Index and
has a major impact upon the performance of the Index.
Qualifying investments
The performance of the majority of qualifying investments made in previous years
for the Ordinary Share Fund continues to be encouraging. Inevitably we have
experienced some disappointments during the year, in particular Cobra
Bio-Manufacturing, Ingenta and Screen. Cobra has suffered from a deferral of
orders due to funding concerns in the biotech industry coupled with the weakness
of the US dollar. The turnaround at Ingenta and Screen has taken longer than
initially expected. On a more positive note we have witnessed excellent
performances from Huveaux, Centurion Electronics, Glisten, Tellings Golden
Miller Group and Nectar Taverns. Shortly before the year-end Spring Grove
Property Maintenance received a recommended cash offer at a modest premium to
the price initially subscribed.
Huveaux has gained recognition for creating a high margin, cash generative
business supplying 'must have' content direct to the end user in legislation
driven markets. Centurion Electronics has continued to benefit from an
innovative product range combined with a rise in the number of sales channels
with mainstream retail outlets and OEM supply agreements with leading car
manufacturers. Glisten has successfully acquired and integrated a number of
niche confectionery businesses widening the product range and achieving further
operational efficiencies. Tellings Golden Miller has expanded the number of
Transport for London bus contracts providing further exposure to a visible,
recurring revenue stream in a regulated market. Nectar Taverns' conservative
site acquisition policy has created a quality estate of managed freehold public
houses in the north west of England. Based upon current trading the valuation of
Nectar Taverns has been increased from £1.0 million to £1.7 million in line with
BVCA guidelines.
During the period under review the Company made seven investments (excluding
Augean and Urban Dining) in new admissions to AIM from a total of 55 potential
VCT qualifying IPOs which were reviewed. The new money raised for Asfare Group,
AttentiV Systems Group, Polaron, Printing.com, Prologic, Public Recruitment
Group and TRL Electronics upon admission to AIM was to provide finance for
future expansion. In the cases of Augean and Urban Dining the listing on AIM
was to provide a currency for future acquisitions.
Asfare is a long established manufacturer of an extensive range of ladders and
ancillary equipment to the emergency services. The group is highly cash
generative and has a strong market position supplying all UK based fire
authorities and many of the UK's largest commercial airports. The group proposes
to continue to expand by entering new markets such as defence and marine and by
pursuing a more aggressive sales and marketing campaign.
AttentiV Systems Group provides credit management software solutions to the
financial services sector. The business was sold by the parent company in order
to reduce debt following a highly leveraged MBO and with over 25 years' trading
history benefits from a strong market position.
Polaron is a broadly based engineering technology group with exposure to the
nanotechnology market through the development of a 3D probe enabling the
analysis of materials on an atomic scale. The fund raising provided the working
capital for the commercially driven management team to continue to develop the
rapidly growing nanotechnology business.
Printing.com combines a franchised high street presence with a centralised
printing hub to provide high quality and low cost printing solutions. The group
raised a modest sum of new money upon graduating from OFEX to AIM in order to
support the accelerating roll-out of franchised stores.
Prologic provides software to meet the operational, reporting and business
intelligence needs of fashion retailers. The group has a well-established
customer base and is seeking to expand into new vertical markets.
Public Recruitment Group is a public sector recruitment business that
specialises in supplying temporary placements of doctors and teachers. The group
has grown to become the third largest provider of locum doctors in the UK and
through acquisition has expanded to cover other social service professionals as
well as gaining market share in its core markets.
TRL Electronics is a specialist defence electronics group focused upon satellite
and communications surveillance and monitoring. The group has a strong market
position and is benefiting from growing international demand in response to the
increased awareness of terrorist activities.
Augean and Urban Dining are newly created cash shells and offered the ability to
invest at par with experienced and proven management teams which over a
sustained period have generated significant shareholder value. Augean was
established to acquire and manage businesses in the UK water and waste sectors
and Urban Dining was formed to build a substantial quoted restaurant group by
acquiring branded concepts. Both cash shells will become qualifying once a
trading activity has been acquired. Shortly after the year-end Urban Dining
became qualifying following the acquisition of Tootsies Restaurants, a
well-established burger bar concept with significant roll-out potential.
Improved business confidence and market sentiment encouraged a number of
existing AIM listed companies to reconsider deals and investments previously put
on hold. Secondary fundraisings by Fountains, Invox, Pilat Media Global and
Strategic Retail were supported to finance the consolidation of their respective
markets and realise the benefits of scale. Follow-on investments were also made
in the Real Good Food Company and Supporta to fund the acquisition of much
larger and more established businesses.
Fountains is a leading provider of a range of environmental services, such as
grounds maintenance, to corporate organisations and local authorities. The group
has an impressive track record of double-digit earnings and dividend growth and
benefits from a £70 million order book extending until 2010. To accelerate the
scalability of the business new money was raised to consolidate the fragmented
market.
Invox is a marketing company focused on operating telephone response based
promotions. The company distributes excess capacity goods and services of
well-known brands to over 3.5 million customers that are accessed through direct
mail, mobile phone texts and promotional inserts. The highly cash generative
business acquired an established Internet Service Provider in order to
cross-sell an enhanced product offering to an enlarged customer base.
Pilat Media develops and supports proprietary TV programme and commercial
scheduling software designed to maximise the return from an increasing number of
digital channels. From a low base Pilat Media has successfully increased
turnover and gained market share by replacing legacy systems and incumbent
operators. The new money raised will enable the group to adapt the technology
for radio and when demand requires, open an office in the Far East.
Strategic Retail operates a chain of retail outlets specialising in home decor
and furnishings under the FADS banner in towns where major DIY retailers are not
present. Since Strategic Retail disposed of a tranche of unprofitable stores in
2003 the group has traded profitably and has increased like-for-like sales by
expanding the product range and by focusing upon high margin furniture products.
Recognising the cyclical nature of a number of existing AIM listed companies new
investments were made via secondary placings in AFA Systems, Ingenta and
Longbridge International in anticipation of a recovery in demand.
AFA Systems provides software solutions to financial institutions. Applications
include portfolio measurement, client reporting and risk control. In August 2004
the group received a recommended share offer from Microgen. Microgen is a much
larger IT specialist that has been active in leading the consolidation of the IT
industry and the enlarged entity is expected to benefit from greater scale and a
stronger balance sheet.
Ingenta is the market leader in the creation and operation of websites for
professional publishers enabling the online delivery of journal and reference
publications to libraries and research groups. The group continues to gain
market share and with a high gross margin has the potential to move into
profitability in the short term.
Longbridge International is a recruitment consultant specialising in legal and
finance search and selection. The group is benefiting from a sustained recovery
in key market sectors, combined with a realigned cost base.
The initial investment phase of the Ordinary Share Fund is largely complete with
a portfolio of 27 (excluding Augean and Urban Dining) qualifying investments. It
is pleasing that new investments have secured strong institutional interest and
the performance achieved to date has been broadly based. The average market
capitalisation of the qualifying investments in the Ordinary Share Fund at the
financial year-end was £20 million. In the current financial year 22 of the
qualifying investments are forecast to report a profit and 11 are expected to
pay a dividend. The S2 Share Fund participated alongside the Ordinary Share
Fund investing in five qualifying investments on a pro rata basis in accordance
with the prospectus.
Non-qualifying portfolio
Despite the decline in the wider equity market the non-qualifying portfolio has
served investors well since launch. In order to maximise the stream of dividend
distributions £3.5 million of gains, the equivalent of 10 pence per share, were
realised and paid to Shareholders in the form of an interim dividend. The
Ordinary Share Fund continues to hold substantial reserves in the form of cash
on deposit, the Unicorn Free Spirit Fund and listed equities to fund further
qualifying investments. The investments retained in the non-qualifying smaller
company portfolio are expected to continue to achieve the benefit of
productivity gains with sufficient flexibility to meet increased demand without
the need for a rise in the cost base.
In accordance with the prospectus the S2 Share Fund invested approximately 45%
of the initial proceeds in three sub-funds of the Unicorn Investment Funds ICVC
comprising of the Unicorn Free Spirit Fund, the Unicorn Mastertrust Fund and the
Unicorn UK Smaller Companies Fund. All three funds remain geared towards a
recovery in business investment whilst avoiding stocks exposed to consumer
spending.
Prospects
Revenue growth has again become a feature of the market and AIM has become
recognised as the market of choice for smaller growing companies. We are
confident that the portfolio has significant upside potential, as cash
generation becomes the fundamental driver of share prices. We believe that the
Company has made encouraging progress since inception and were particularly
pleased to be able to pay our first significant dividend of 10 pence per share
in September. Accordingly, we look forward to the current year with optimism.
NON-STATUTORY ANALYSIS BETWEEN THE ORDINARY SHARE AND THE S2 SHARE FUNDS
STATEMENT OF TOTAL RETURN FOR THE YEAR ENDED 30 SEPTEMBER 2004
Ordinary Share Fund S2 Share Fund
Revenue Capital Total Revenue Capital Total
£ £ £ £ £ £
Gains and losses on - 2,630,204 2,630,204 - 75,456 75,456
investments
Income 607,366 - 607,366 246,982 - 246,982
Investment (197,782) (593,345) (791,127) (34,154) (102,463) (136,617)
management fees
Other expenses (357,541) - (357,541) (85,348) - (85,348)
Return on ordinary 52,043 2,036,859 2,088,902 127,480 (27,007) 100,473
activities before
taxation
Tax on ordinary 16,334 (14,607) 1,727 (16,334) 14,607 (1,727)
activities
Return attributable 68,377 2,022,252 2,090,629 111,146 (12,400) 98,746
to equity
shareholders
Dividends in respect - (3,476,923) (3,476,923) (118,148) - (118,148)
of equity shares
Transfer to/(from) 68,377 (1,454,671) (1,386,294) (7,002) (12,400) (19,402)
reserves
Return per ordinary 0.20p 5.80p 6.00p 0.96p (0.11)p 0.85p
share
Average number of 34,847,936 11,564,057
shares in issue
ADJUSTMENTS TOTAL OF BOTH FUNDS
(see note*) (per Statutory Profit and Loss account)
Ordinary Share S2 Share
Fund Fund
Capital Capital Revenue Capital Total
£ £ £ £ £
Gains and losses on (1,688,240) (75,456)
investments - 941,964 941,964
Income 854,348 - 854,348
Investment management fees (231,936) (695,808) (927,744)
Other expenses (442,889) - (442,889)
Return on ordinary (1,688,240) (75,456) 179,523 246,156 425,679
activities before taxation
Tax on ordinary activities - - -
Return attributable to (1,688,240) (75,456) 179,523 246,156 425,679
equity shareholders
Dividends in respect of (118,148) (3,476,923) (3,595,071)
equity shares
Transfer to/(from) reserves (1,688,240) (75,456) 61,375 (3,230,767) (3,169,392)
Return per ordinary share 1.16 p 5.69 p 6.85 p
Average number of shares in 46,411,993
issue
* Note: The adjustment columns represent unrealised gains in the year, which
are part of the capital component of the total shareholder return for the year.
However they are not reported in the Profit and Loss account below to which the
'Total of both funds' columns reconcile to. These unrealised gains (total being
£1,763,696) are however reported as part of the Statement of Total Gains and
Losses.
NON-STATUTORY ANALYSIS BETWEEN THE ORDINARY SHARE AND THE S2 SHARE FUNDS
(continued)
BALANCE SHEET
as at 30 September 2004
Ordinary Share Fund S2 Share Fund
£ £
Fixed assets
Investments 33,252,677 7,377,295
Current assets
Debtors and prepayments 78,487 62,512
Current investments - 7,606,909
Cash at bank 2,835,160 26,142
----------- ------------
2,913,647 7,695,563
Creditors: amounts falling due (183,009) (197,757)
within one year
----------- ------------
Net current assets 2,730,638 7,497,806
=========== ============
Net assets 35,983,315 14,875,101
=========== ============
Capital and reserves
Called up share capital 347,692 157,531
Share premium - -
Revaluation reserve 7,225,071 75,456
Capital redemption reserve 2,305 102
Special distributable reserve 28,263,350 14,634,406
Profit and Loss account 144,897 7,606
=========== ============
Equity shareholders' funds 35,983,315 14,875,101
=========== ============
Number of shares in issue 34,769,234 15,753,089
Net asset value per Ordinary Share 103.5 94.4
Adjustment Total of both funds
(see note below) (per Statutory Balance Sheet)
£ £ £
40,629,972
(14,922) 126,077
7,606,909
2,861,302
(14,922) 10,594,288
14,922 (365,844)
10,228,444
- 50,858,416
505,223
-
8,050,527
2,407
42,147,756
152,503
50,858,416
Note: the adjustment above nets off the inter-fund debtor and creditor
balances, so that the 'Total of both funds' balance sheet agrees to the
statutory balance sheet below.
PROFIT AND LOSS ACCOUNT
30 September 2004 30 September 2003
Revenue Capital Total Revenue Capital Total
£ £ £ £ £ £
Gains/(losses) on - 941,964 941,964 - (182,579) (182,579)
realisation of
investments
Income 854,348 - 854,348 835,402 - 835,402
Investment (231,936) (695,808) (927,744) (164,281) (492,843) (657,124)
management fees
Other expenses (442,889) - (442,889) (344,137) - (344,137)
--------- --------- --------- --------- --------- ---------
Profit/(Loss) on 179,523 246,156 425,679 326,984 (675,422) (348,438)
ordinary activities
before taxation
Tax on ordinary - - - - - -
activities
--------- --------- --------- --------- --------- ---------
Profit/(Loss) on 179,523 246,156 425,679 326,984 (675,422) (348,438)
ordinary activities
after taxation for
the financial year
Dividends in respect (118,148) (3,476,923) (3,595,071) (332,163) - (332,163)
of equity shares
--------- --------- --------- --------- ---------- ----------
Retained profit/ 61,375 (3,230,767) (3,169,392) (5,179) (675,422) (680,601)
(loss) for the year
transferred to/
(from) reserves
========= ========= ========= ========= ========== ==========
Earnings per share
Ordinary Share Fund 1.15p (1.00)p
S2 Share Fund 0.20p N/A
All the items in the
above statement
derive from
continuing
operations
STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES
for the year ended 30 September 2004
30 September 2004 30 September 2003
Revenue Capital Total Revenue Capital Total
£ £ £ £ £ £
Profit/(loss) on 179,523 246,156 425,679 326,984 (675,422) (348,438)
ordinary
activities after
taxation
Unrealised gains 1,763,696 1,763,696 9,090,625 9,090,625
on revaluation of - -
investments
Total recognised 179,523 2,009,852 2,189,375 326,984 8,415,203 8,742,187
gains during the
year
Return per share:
Ordinary Share 0.20p 5.80p 6.00p 0.93p 24.06p 24.99p
Fund
S2 Share Fund 0.96p (0.11)p 0.85 p
Note of Historical Cost Profits and Losses
for the year ended 30 September 2004
30 September 2004 30 September 2003
Profit/(loss) on 425,679 (348,438)
ordinary
activities before
taxation
Realisation of 1,639,713 (1,785,291)
revaluation gains/
(losses) of
previous years
Historical cost 2,065,392 (2,133,729)
profit/(loss) on
ordinary
activities before
taxation
Historical cost (1,529,679) (2,465,892)
profit/(loss) for
the year after
taxation and
dividends
BALANCE SHEET
as at 30 September 2004
30 September 2004 30 September 2003
£ £
Fixed assets
Investments 40,629,972 31,129,757
Current assets
Debtors and prepayments 126,077 109,327
Current investments 7,606,909 6,612,308
Cash at bank and short term 2,861,302 56,883
deposits
----------- ------------
10,594,288 6,778,518
Creditors: amounts falling due (365,844) (350,258)
within one year
----------- ------------
Net current assets 10,228,444 6,428,260
=========== ============
Net assets 50,858,416 37,558,017
=========== ============
Capital and reserves
Called up share capital 505,223 349,592
Share premium account - -
Revaluation reserve 7,300,527 (2,689,415)
Capital redemption reserve 2,407 405
Special distributable reseve 42,897,756 32,710,597
Profit and loss account 152,503 7,186,838
=========== ============
Equity shareholders' funds 50,858,416 37,558,017
=========== ============
Net asset value per share of 1 Basic Basic
pence each
Ordinary Share Fund 103.5 107.4
S2 Share Fund 94.4 N/A
CASH FLOW STATEMENT
for the year ended 30 September 2004
30 September 2004 30 September 2003
Operating activities £ £
Dividend income 477,923 430,738
Deposit and similar interest 378,865 349,597
Investment management fees paid (927,744) (657,124)
Other cash payments (397,951) (320,193)
----------- -----------
Net cash outflow from operating (468,907) (196,982)
activities
Investing activities
Acquisition of investments (19,522,977) (9,576,526)
Disposal of investments 12,709,837 3,691,616
----------- -----------
(6,813,140) (5,884,910)
Equity dividends
Payment of dividends (3,634,240) (349,845)
----------- -----------
Cash outflow before financing and (10,916,287) (6,431,737)
liquid resource management
Financing
Issue of S2 shares 15,763,314 -
Issue costs of S2 shares (859,599) -
Purchase of own shares (188,408) (28,063)
----------- -----------
14,715,307 (28,063)
Management of liquid resources
(Increase)/decrease in current (994,601) 6,422,628
investments
=========== ============
Net increase/(decrease) in cash 2,804,419 (37,172)
=========== ============
Reconciliation of net revenue before taxation to net cash outflow from operating
activities
2004 2003
£ £
Profit/(loss) on ordinary activities before taxation 425,679 (348,438)
(Gains)/losses on realisation of investments (941,964) 182,579
Decrease/(Increase) in debtors 1,896 (48,164)
Increase in creditors and accruals 45,482 17,041
Net cash outflow from operating activities (468,907) (196,982)
Notes
1. The audited results for the year ended 30 September 2004 have been prepared
under the historical cost convention, modified to include the revaluation
of fixed asset investments. These accounts have been prepared in
accordance with applicable accounting standards and on the assumption that
the Company maintains VCT status.
2. As a result of the Directors' decision to distribute capital profits by way
of a dividend, the Company revoked its investment company status as defined
under section 266 (3) of the Companies Act 1985, on 17th August 2004.
Consequently, the financial statements have been drawn up to include a
statutory profit and loss account and a statement of total recognised gains
and losses in accordance with Schedule 4 of the Companies Act 1985 and
Financial Reporting Standard 3 'Reporting Financial Performance' and the
comparatives have been presented on a consistent basis. This has no effect
on total returns or net assets per share. These statements, however, differ
from the Statement of Total Return presented previously as follows:
(i) profits/(losses) on realisation of investments are now included in
the profit and loss account;
(ii) unrealised gains and losses on investments are included in the
statement of total recognised gains and losses; and
(iii) all investment management fees are charged to the profit and loss
account.
3. These are not full accounts in terms of section 240 of the Companies Act
1985. The Annual Report for the year to 30 September 2004 will be sent to
shareholders shortly and will then be available for inspection at One
Jermyn Street, London SW1Y 4UH, the registered office of the Company.
Statutory accounts will be delivered to the Registrar of Companies after
the Annual General Meeting. The audited accounts for the year ended 30
September 2004 contain an unqualified audit report.
4. In accordance with the policy statement published under 'Management, Fees
and Administration' in the Company's prospectus dated 2 October 2001, the
Directors have charged 75% of the investment management expenses to the
capital reserve.
5. Total earnings after taxation for the year were £425,679 (2003:loss of
£348,438), comprising a profit on the Ordinary Shares Fund after taxation
of £402,389 (2003: loss of £348,438), and a profit after taxation on the S2
Shares Fund of £23,291 (2003: £nil). The basic earnings per Ordinary Share
is based on the net profit from ordinary activities and on 34,847,936
(2003:34,981,287) Ordinary Shares, being the weighted average number of
Ordinary Shares in issue during the year. The basic earnings per S2 Share
is based on the net profit from ordinary activities and on 11,564,057
(2003:nil) S2 Shares, being the weighted average number of S2 Shares in
issue during the year.
The revenue return per Ordinary Share is based on the net revenue from
ordinary activities after taxation of £68,377 (2003: £326,984) and on
34,847,936 (2003: 34,981,287) Ordinary Shares, being the weighted average
number of Ordinary Shares in issue during the year. The revenue return per
S2 Share is based on the net revenue from ordinary activities after
taxation of £111,146 (2003: £ nil) and on 11,564,057 (2003: nil) S2 Shares,
being the weighted average number of S2 Shares in issue during the year.
The capital return per Ordinary Share is based on net realised capital
gains of £941,964 (2003: losses of £182,579), on net unrealised capital
gains of £1,688,240 (2003: £9,090,625), capital expenses of £607,952 (2003:
£492,843) and on 34,847,936 (2003: 34,981,287) Ordinary Shares, being the
weighted average number of Ordinary Shares in issue during the year. The
capital return per S2 Share is based on net realised capital gains of £nil
(2003: £nil), on net unrealised capital gains of £75,456 (2003: £nil),
capital expenses of £87,856 (2003: £nil) and on 11,564,057 (2003: nil) S2
Shares, being the weighted average number of S2 Shares in issue during the
year.
6. A final dividend of 0.75 pence per S2 Share will be paid to S2 Shareholders
on 3 February 2004 to shareholders on the register on 7 January 2004. An
interim dividend of 10 pence per share was paid to Ordinary Shareholders on
20 September 2004 and the Directors will not be recommending a final
dividend for Ordinary Shareholders.
7. The Annual General Meeting of the Company will be held at 11.00 am on 19
January 2005 at One Jermyn Street, London SW1Y 4UH.
This information is provided by RNS
The company news service from the London Stock Exchange D
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