Half-yearly Report
Matrix Income & Growth 4 VCT plc ("the Company")
Half-yearly results for the six months ended 31 July 2009
Investment objective
The objective of Matrix Income & Growth 4 VCT plc ("the Company" or "MIG4") is
to provide shareholders with an attractive investment return, principally by
maximising the stream of dividend distributions from the income and capital
gains generated by a portfolio of investments in a wide variety of unquoted
companies in the UK.
The portfolio comprises a number of diverse investments over a wide range of
different business sectors, thus spreading risk by avoiding over-concentration
in any one sector.
Financial Highlights as at 31 July 2009
* Increase of 0.5% in net asset value (NAV) over the six month period
* Decrease of 8.5% in total shareholder return (share price basis) over the
six month period
* Increase of 1.3% in total shareholder return (net asset value basis) over
the six month period
* Liquidity maintained in face of market downturn
Performance Summary - Ordinary Shares of 1 penny
Period Net Net asset NAV total Share Share price
assets value return to price (p)1 total return to
(NAV) per shareholders shareholders
(£ share (p) since launch since launch
million (p)2 per share (p)2
Six months ended
31 July 2009 21.1 105.1 119.8 82.0 96.7
Year ended
31 January 2009 21.0 104.6 118.3 92.0 105.7
31 January 2008 24.1 117.4 128.9 109.0 120.5
31 January 2007 9.8 116.3 125.2 91.0 101.7
31 January 2006 9.3 106.6 115.0 85.0 93.9
31 January 2005 10.1 110.3 118.5 85.0 93.4
1 Source: London Stock Exchange 2 Total returns to Shareholders include
dividends paid
Chairman's Statement
I am pleased to present the Company's Half-Yearly Report for the six months
ended 31 July 2009.
At 31 July 2009 the Company's NAV per Ordinary Share was 105.1 pence (31
January 2009: 104.6 pence), an increase of 0.5% over the six month period. This
compares with an increase of 34.3% in the capital return of the FTSE SmallCap
Index and a rise of 34.0% in the FTSE All-Share AiM Index during the same
period. It should be noted that over the twelve month period the Company has
out-performed the benchmark indices: the NAV per Ordinary Share fell by 6.5%
from 112.4 pence at 31 July 2008 while the capital return of the FTSE SmallCap
and the FTSE All-Share AiM Indices fell by 13.2% and 34.2% respectively.
Cumulative dividends paid to date amount to 14.7 pence per ordinary share.
Portfolio
While some commentators are now suggesting that the worst of the recession is
over, investment portfolios in the UK continue to be affected by the difficult
economic conditions. Over the last six months sector price earnings multiples
in the UK have been highly volatile with the Pharmaceuticals & Biotechnology
and Food sectors showing large decreases. In contrast, the Technology Hardware
& Equipment, Personal Goods and Support Services have been the main
beneficiaries. These swings between sectors inevitably affect our portfolio
valuations.
Notwithstanding the impact of these swings in sector price earnings multiples
on the valuations, a number of the portfolio companies, particularly those in
the construction sector, are experiencing the negative effects of the
recession. Whilst all these companies have been taking steps to minimise these
adverse effects with cost cutting and similar measures, the impact on
profitability cannot be counteracted entirely or immediately.
Within the portfolio, a partial loan stock repayment of £233,581 at a premium
of £16,189 was made by DiGiCo Europe Limited in May 2009. In June 2009, a new
investment of £373,376 was made into MC 440 Limited to support the MBO of
Westway Cooling Limited. Based in Greenford, Middlesex, Westway specialises in
installing, servicing and maintaining high quality air-conditioning systems and
associated building services plant in the refurbishment and maintenance market.
At the beginning of July, the Company sold its investment in Tottel Publishing
Limited, the specialist publisher of legal and tax titles to Bloomsbury Group
earning a fourfold gain on the initial investment on a total return basis,
including net sale proceeds of £851,084. The Company's original investment of £
235,200 had already been reduced to £148,568 in March of this year when Tottel
repaid 50% of the Company's loan stock.
Cash and liquidity fund balances as at 31 July 2009 amounted to £13.6 million.
Dividend
The Board has declared an interim dividend of 1 penny per share for the year
ending 31 January 2010, payable on 7 November 2009 to Shareholders on the
register on 9 October 2009. The dividend will be paid from capital from the
realised profit arising from the sale of Tottel Publishing in June of this year
referred to above.
Revenue account
For the six months ended 31 July 2009, the revenue account recorded a loss of £
14,420 (31 January 2009: profit of £478,663).
Share buy-backs
During the six months ended 31 July 2009 the Company continued to implement its
buy-back policy and bought back 69,500 Ordinary Shares, representing 0.35% of
the shares in issue at 1 February 2009 at a total cost of £58,149 (including
expenses). These shares were subsequently cancelled by the Company.
Valuation policy
Quoted stocks are valued at bid prices in accordance with accounting standards.
It is worth commenting that the Fund does hold two relatively early stage
AiM-listed stocks with limited marketability. In such cases, the price at which
a sizeable block of shares could be traded, if at all, may vary significantly
from the market price used.
Outlook
Whilst some commentators are anticipating that the worst of the recession is
over, a number of influential economists are suggesting that a further period
of financial instability is not unlikely. The strength of stock markets over
the last few months may, therefore, be highlighting a `false dawn'. In that
event, small, early stage growth businesses will be tested further.
The Company retains its significant cash position. This continues to place the
Company in an excellent position to take advantage of what are expected to be
increasingly attractive purchase opportunities which should become available as
this recession continues. Therefore, while short term valuations may be
subject to continuing pressures, your Board still expects to see attractive
investment opportunities and a recovery in performance and portfolio values
over the longer term.
The current level of interest rates in the United Kingdom means that it will be
difficult for the Company to pay a dividend from revenue this year. Moreover,
it is too early to say with any degree of certainty whether the Company will
pay a further dividend from capital reserves in respect of this financial year.
MIG 4 website
May I remind you that the Company has its own website which is available at
www.mig4vct.co.uk
In conclusion, may I again thank Shareholders for their continued support.
Colin Hook
Chairman
Responsibility Statement
The Directors confirm that to the best of their knowledge:
a. 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 give a true and fair view of the assets, liabilities,
financial position and profit of the Company as at 31 July 2009, as
required by DTR 4.2.4; and
b. The interim management report included within the Chairman's Statement and
Investment Manager's Review includes a fair review of the information
required by DTR 4.2.7 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;
c. A description of the principal risks and uncertainties for the remaining
six months of the year is set out below in accordance with DTR 4.2.7; and
d. There are no relevant related party transactions to be reported as required
by DTR 4.2.8.
Principal Risks and Uncertainties
In accordance with DTR 4.2.7, the Board confirms that the principal risks and
uncertainties facing the Company have not materially changed since the
publication of the Annual Report and Accounts for the year ended 31 January
2009. The Board acknowledges that there is regulatory risk and continues to
manage the Company's affairs in such a manner as to comply with section 274
Income Tax Act 2007. Other risks relate to credit risk, market price risk,
liquidity risk, interest rate risk and currency risk. A more detailed
explanation of these can be found in Note 20 on pages 55 to 60 of the 2009
Annual Report and Accounts - copies are available on the VCT's website,
www.mig4vct.co.uk.
Cautionary Statement
This Report may contain forward looking statements with regards to the
financial condition and results of the Company which are made in the light of
current economic and business circumstances. Nothing in this announcement
should be construed as a profit forecast.
On behalf of the Board
Colin Hook
Chairman
Investment Policy
The Company's policy is to invest primarily in a diverse portfolio of UK
unquoted companies. Investments are structured as part loan and part equity in
order to receive regular income and to generate capital gains from trade sales
and flotations of investee companies.
Investments are made selectively across a number of sectors, primarily in
management buyout transactions (MBOs) i.e. to support incumbent management
teams in acquiring the business they manage but do not yet own. Investments are
primarily made in companies that are established and profitable.
The Company has a small legacy portfolio of investments in companies from its
period prior to 1 August 2006, when it was a multi-manager VCT. This includes
investments in early stage and technology companies.
Uninvested funds are held in cash and lower risk money market funds.
UK companies
The companies in which investments are made must have no more than £15 million
of gross assets at the time of investment to be classed as a VCT qualifying
holding.
VCT regulation
The investment policy is designed to ensure that the Company continues to
qualify and is approved as a VCT by HM Revenue & Customs ("HMRC"). Amongst
other conditions, the Company may not invest more than 15% of its investments
in a single company and must have at least 70% by value of its investments
throughout the period in shares or securities comprised in VCT qualifying
holdings, of which a minimum overall of 30% by value must be ordinary shares
which carry no preferential rights. In addition, although the Company can
invest less than 30% of an investment in a specific company in ordinary shares
it must have at least 10% by value of its total investments in each VCT
qualifying company in ordinary shares which carry no preferential rights.
Asset mix
The Company initially holds its funds in a portfolio of readily realisable
interest bearing investments and deposits. The investment portfolio of
qualifying investments is built up over a three year period with the aim of
investing and maintaining at least 70% of net funds raised in qualifying
investments.
Risk diversification and maximum exposures
Risk is spread by investing in a number of different businesses across
different industry sectors. To reduce the risk of high exposure to equities,
each qualifying investment is structured using a significant proportion of loan
stock (up to 70% of the total investment in each VCT qualifying company).
Initial investments in VCT qualifying companies are generally made in amounts
ranging from £200,000 to £1 million at cost. No holding in any one company will
represent more than 10% of the value of the Company's investments at the time
of investment. Ongoing monitoring of each investment is carried out by the
Investment Manager, generally through taking a seat on the board of each VCT
qualifying company.
Co-investment
The Company aims to invest in larger, more mature unquoted companies through
investing alongside the four other VCTs advised by the Investment Manager with
a similar investment policy. This enables the Company to participate in
combined investments advised on by the Investment Manager of up to £5 million.
Borrowing
The Company has no current plans to undertake any borrowing.
Management
The Board has overall responsibility for the Company's affairs including the
determination of its investment policy. Investment and divestment proposals are
originated, negotiated and recommended by the Investment Manager and are then
subject to formal approval by the Board of Directors. Matrix Securities Limited
provides Company Secretarial and Accountancy services to the Company.
Investment Manager's Review
Overview
During the six month period covered by this report, we have continued to adopt
a highly cautious approach to new investment believing that vendors' price
expectations in the current market will prove unsustainable in the long-term.
We have also continued to avoid transactions requiring high levels of bank
borrowing as we anticipate that over-leveraged companies will be increasingly
vulnerable as economic conditions deteriorate. The low level of market activity
which has persisted throughout the period is producing only limited
opportunities for deals where willing vendors are selling to strategic buyers.
Investment portfolio
During the period, one new investment of £373,376 was completed to support the
MBO of Westway Cooling in June 2009. Based in Greenford, Middlesex, Westway has
been specialising in installing, servicing and maintaining high quality
air-conditioning systems and associated building services plant in the
refurbishment and maintenance market since 2001. With a turnover of £10 million
and a record order book, we believe that the company is well placed to grow,
even in challenging market conditions.
To date the investment portfolio has required very little additional funding
despite the worsening economic environment. One follow-on investment was
completed in January 2009 into Monsal Holdings of £70,475 to provide working
capital and headroom. The company is now doing well following a difficult year
in 2008. It has recently won a number of major contracts and is establishing a
reputation for its expertise in anaerobic technology.
The Company successfully realised its investment in Tottel Publishing Limited,
the specialist publisher of legal and tax titles at the end of June. Based in
Haywards Heath, Tottel was sold to the Bloomsbury Publishing Group for £10
million, earning a fourfold gain on the Company's investment and returning
total proceeds over the life of the investment of £950,000. The Company's
original investment cost of £235,200 had already been reduced to £148,568 in
March of this year when Tottel repaid 50% of the Company's loan stock
investment.
At 31 July 2009, the MPEP-invested portfolio comprised investments in
twenty-one companies at an aggregate current cost of £9.0 million and valued in
accordance with International Private Equity and Venture Capital Valuation
(IPEVCV) Guidelines at £7.3 million. After adjusting for new investment and
repayments during the period, this now represents 85.9% of cost compared to
81.1% of cost at 31 January 2009. Of the twenty-one investments in the MPEP
portfolio, two are currently held at cost, thirteen are valued below cost and
six are valued above cost. It is important to note that to date valuation
decreases remain unrealised rather than realised investment losses and we
remain confident that values will recover across the portfolio as a whole in
the future.
Due to banking covenant breaches, seven companies were not servicing their VCT
loan stock as at 31 July 2009; these represent 41% of the portfolio of loan
stock investments at cost.
With the exception of BG Consulting, Letraset and Plastic Surgeon, which are
reporting modest losses, we currently expect all companies in the portfolio to
deliver operating profits (ie prior to goodwill amortisation and servicing
debt) in their current financial year.
BG and Letraset have experienced a downturn in demand for their products. The
profitability of Plastic Surgeon, Youngman and PXP has been particularly
affected by their direct exposure to the downturn in the construction and
house-building sector.
Pressure on capital and maintenance expenditure in the UK retail sector has
also significantly affected Blaze Signs, although there is guarded optimism
that its clients are now beginning to invest again in signage. PastaKing and
Vectair continue to make good levels of profits which could be enhanced if
sterling were to strengthen against the euro, reducing the prices of their
ingredients and raw materials. Although the advertising revenue of ATG Media
has fallen, it remains on forecast to meet its budgeted profits due to the
higher than expected revenue arising from its on-line auction software. Campden
Media has also been affected by the reduction in advertising revenue but
remains profitable. British International reported lower profits due to a
shortage of available short term contract work.
DiGiCo continues to trade strongly, is well ahead of budget and is improving on
its performance to date. It has also repaid £217,392 (plus a premium of £
16,189) of its loan stock in May 2009, earlier than anticipated. VSI is making
steady progress after a year of record profits in 2008. Stortext broke into
profit in 2009 and is showing good visibility for revenues for 2009 following a
significant contract gain last year.
SectorGuard has substantially re-organised its management and operations since
its acquisition of Manguard in March 2008 and has made further significant
acquisitions including the addition of Legion Group which has prompted a change
of name to Legion Group plc at the end of June. As a result of these changes,
brokers are now forecasting an improvement in profits.
Focus Pharma enjoyed solid progress in 2008 and has begun the current year
well. Higher Nature is showing some vulnerability to the effects of the
recession but we still believe that it is appropriate to value this investment
above cost. Racoon is finding trading conditions difficult but remains
profitable, before interest and goodwill amortisation.
Outlook for new investments
The financial performance of many smaller companies has, as yet, been better
than many commentators had forecast and owners are generally preferring to
trade through challenging conditions rather than sell their businesses or raise
capital at what they perceive to be a low point in the business cycle. We do
not therefore expect to complete many investments in 2009. However, we believe
that during 2010, business owners will become much clearer as to their position
and future prospects. They will then be far better informed as to their need
for capital or an outright sale and the terms on which such a transaction can
be completed. We therefore expect many more vendors to come forward. The
Company is a well-positioned buyer with strong cash reserves and this should
enable us to acquire good businesses, at attractive valuations.
We are also mindful that there are an increasing number of distressed
competitors to many of our portfolio companies and these may represent good
acquisition opportunities for some investee companies. We continue to review
these opportunities with investee company management teams.
Matrix Private Equity Partners LLP
Investment Portfolio Summary
at 31 July 2009
Total Total Additional Total % of % of
cost valuation investments valuation equity held portfolio
at 31-Jul-09 at 31-Jan-09 in the period at 31-Jul-09 by value
£ £ £ £
Matrix Private Equity Partners LLP
DiGiCo Europe Limited 782,608 1,091,100 - 1,733,463 6.52% 23.16%
Design and manufacture of
audio mixing desks
ATG Media Holdings Limited 1,000,000 1,000,000 - 1,000,000 8.90% 13.36%
Publisher and on-line
auction platform operator
Focus Pharma Holdings 772,451 758,440 - 811,354 3.10% 10.84%
Limited
Licensor and distributor of
generic pharmaceuticals
Higher Nature Limited 500,127 708,597 - 626,947 10.69% 8.38%
Supplier of mineral,
vitamin and food
supplements
Monsal Holdings Limited 704,771 528,578 - 528,578 8.75% 7.06%
Supplier of engineering
services to water and waste
sectors
Stortext FM Limited 561,820 375,968 - 417,042 4.60% 5.57%
Software based solutions
for document management
VSI Limited 111,928 305,699 - 398,323 4.56% 5.32%
Provider of software for
CAD and CAM vendors
MC 440 Limited (Westway 373,376 - 373,376 373,376 3.20% 4.99%
Cooling)
Installation, maintenance
and servicing of
air-conditioning systems
PastaKing Holdings Limited 133,055 409,344 - 353,462 2.10% 4.72%
Manufacturer and supplier
of fresh pasta meals
Youngman Group Limited 500,026 476,523 - 349,983 4.29% 4.68%
Manufacturer of ladders and
access towers
Blaze Signs Holdings 610,016 593,471 - 226,545 5.70% 3.03%
Limited
Manufacturer and installer
of signs
Vectair Holdings Limited 100,000 141,884 - 146,745 2.14% 1.96%
Designer and distributor of
washroom products
British International 250,000 247,338 - 241,853 2.50% 3.24%
Holdings Limited
Operator of helicopter
services
Plastic Surgeon Holdings 458,837 229,419 - 114,709 6.88% 1.53%
Limited
Snagging and finishing of
domestic and commercial
properties
Legion Group plc (formerly 150,102 64,323 - 53,602 1.08% 0.72%
SectorGuard plc) 1
Manned guarding, patrolling
and alarm response services
PXP Holdings Limited 679,549 139,086 - 22,057 4.98% 0.29%
(Pinewood Structures)
Designer, manufacturer and
supplier of timber frames
for buildings
BG Consulting Group Limited 230,796 53,064 - 19,700 See note 3 0.26%
/Duncary 4 Limited below
Provider of financial
training services
Campden Media Limited 152,620 18,319 - 17,102 1.69% 0.23%
Magazine publisher and
conference organiser
Racoon International 406,805 - - - 5.70% 0.00%
Limited
Supplier of hair
extensions, hair care
products and training.
Other investments in the 500,000 - - - - 0.00%
portfolio 2
--------------- ---------------- --------------- --------------- ----------- -------------
Total 8,978,887 7,141,153 373,376 7,434,841 - 99.34%
Former Elderstreet Private Equity Limited Portfolio
Cashfac Limited 260,101 38,168 - 32,988 3.42% 0.44%
Provider of virtual banking
application software
Sift Limited 125,000 - 11,599 0.63% 0.15%
Developer of business to
business internet
communities
Expansys plc 1 31,000 9,971 5,279 0.58% 0.07%
Online retailer of digital
devices
Other investments in the 499,973 - - - 0.00%
portfolio 2
--------------- ---------------- --------------- --------------- ----------- -------------
Total 916,074 48,139 - 49,866 - 0.66%
--------------- ---------------- --------------- --------------- ----------- -------------
Investment Managers' totals 9,894,961 7,189,292 373,376 7,484,707 - 100.00%
--------------- ---------------- --------------- --------------- ----------- -------------
1 Quoted on AIM.
2 Other investments in the portfolio comprises those investments that have been
valued at nil and from which the Directors only expect to receive small
recoveries ie Inca Interiors Limited (in administration) and Letraset Limited
in the MPEP portfolio and ComponentSource Holding Corporation and Sparesfinder
Limited in the former Elderstreet portfolio.
3 The % of equity held in BG Consulting Group Limited is 2.6% and in Duncary 4
Limited is 6.64%.
Unaudited Income Statement
for the six months ended 31 July 2009
Six months ended 31 July 2009 Six months ended 31 July 2008
(unaudited) (unaudited)
Notes Revenue Capital Total Revenue Capital Total
£ £ £ £ £ £
Unrealised gains/ 9 - 139,431 139,431 - (881,725) (881,725)
(losses) on investments
held at fair value
Realised gains/(losses) 9 - 289,185 289,185 - (50,000) (50,000)
on investments held at
fair value
Income 2 222,835 - 222,835 574,389 20,610 594,999
Recoverable VAT 3 1,051 3,155 4,206 - - -
Investment management 4 (45,477) (136,431) (181,908) (65,290) (195,870) (261,160)
expense
Other expenses (192,829) - (192,829) (180,317) - (180,317)
------------- ------------- ------------- ------------- ------------- -------------
(Loss)/profit on (14,420) 295,340 280,920 328,782 (1,106,985) (778,203)
ordinary activities
before taxation
Tax on (loss)/profit on 5 - - - (66,801) 66,801 -
ordinary activities
------------- ------------- ------------- ------------- ------------- -------------
(Loss)/profit (14,420) 295,340 280,920 261,981 (1,040,184) (778,203)
attributable to equity
shareholders
------------- ------------- ------------- ------------- ------------- -------------
Basic and diluted 6 (0.07)p 1.47p 1.40p 1.24p (4.93)p (3.69)p
earnings per ordinary
share
Twelvemonths ended 31 January 2009
(audited)
Notes Revenue Capital Total
£ £ £
Unrealised gains/ 9 - (2,574,520) (2,574,520)
(losses) on investments
held at fair value
Realised gains/(losses) 9 - (21,299) (21,299)
on investments held at
fair value
Income 2 1,068,647 30,915 1,099,562
Recoverable VAT 3 13,500 40,500 54,000
Investment management 4 (100,303) (300,909) (401,212)
expense
Other expenses (350,868) - (350,868)
------------- ------------- -------------
(Loss)/profit on 630,976 (2,825,313) (2,194,337)
ordinary activities
before taxation
Tax on (loss)/profit on 5 (152,313) 152,313 -
ordinary activities
------------- ------------- -------------
(Loss)/profit 478,663 (2,673,000) (2,194,337)
attributable to equity
shareholders
------------- ------------- -------------
Basic and diluted 6 2.35p (13.14)p (10.79)p
earnings per ordinary
share
The total column of this statement is the profit and loss account of the
Company.
All revenue and capital items in the above statement derive from continuing
operations.
There were no other recognised gains or losses in the period.
Other than revaluation movements arising on investments held at fair value
through profit and loss there were no differences between the profit/(loss) as
stated above and at historical cost.
Unaudited Balance Sheet
as at 31 July 2009
31 July 2009 31 July 2008 31 January 2009
(unaudited) (unaudited) (audited)
Notes £ £ £
Non-current assets
Investments at fair value 9 7,484,707 8,332,325 7,805,465
------------------------- ------------------------- -------------------------
Current assets
Debtors and prepayments 118,914 123,885 240,016
Investments at fair value 10 13,588,405 14,595,298 13,113,111
Cash at bank 33,038 17,628 15,256
------------------------- ------------------------- -------------------------
13,740,357 14,736,811 13,368,383
Creditors: amounts (167,673) (225,948) (138,150)
falling due within one
year
------------------------- ------------------------- -------------------------
Net current assets 13,572,684 14,510,863 13,230,233
------------------------- ------------------------- -------------------------
Net assets 21,057,391 22,843,188 21,035,698
------------------------- ------------------------- -------------------------
Capital and reserves 11
Called up share capital 200,383 203,179 201,078
Capital redemption 884,438 881,642 883,743
reserve
Revaluation reserve (1,779,492) 154,845 (1,537,950)
Special distributable 16,776,720 17,090,348 16,968,144
reserve
Profit and loss account 4,975,342 4,513,174 4,520,683
------------------------- ------------------------- -------------------------
Equity shareholders' 21,057,391 22,843,188 21,035,698
funds
------------------------- ------------------------- -------------------------
Net asset value per 8 105.09p 112.43p 104.61p
ordinary share
Unaudited Reconciliation of Movements in Shareholders' Funds
for the six months ended 31 July 2009
Six months ended Six months ended Year ended
31 July 2009 31 July 2008 31 January 2009
(unaudited) (unaudited) (audited)
Notes £ £ £
Opening Shareholders' 21,035,698 24,067,317 24,067,317
Funds
Net share capital bought (58,149) (191,077) (379,254)
back
Profit/(loss) for the 280,920 (778,203) (2,194,337)
period before dividends
Dividends paid in period 7 (201,078) (254,849) (458,028)
------------------------- ------------------------- -------------------------
Closing shareholders' 21,057,391 22,843,188 21,035,698
funds
------------------------- ------------------------- -------------------------
Unaudited Summarised Cash Flow Statement
for the six months ended 31 July 2009
Six months ended Six months ended Year ended
31 July 2009 31 July 2008 31 January 2009
(unaudited) (unaudited) (audited)
Notes £ £ £
Operating activities
Interest income received 146,807 151,551 304,782
Dividend income 84,140 444,692 814,332
Other income 5,098 - 5,098
VAT received 89,665 - -
Investment management fees (118,181) (279,281) (516,689)
paid
Cash payments for other (134,333) (144,499) (386,878)
expenses
------------------------- ------------------------- -------------------------
Net cash inflow from 73,196 172,463 220,645
operating activities
Investing activities
Sale of investments 9 1,084,665 198,912 227,615
Purchase of investments 9 (373,376) (458,837) (1,624,774)
------------------------- ------------------------- -------------------------
Net cash inflow/(outflow) 711,289 (259,925) (1,397,159)
from investing activities
------------------------- ------------------------- -------------------------
Cash inflow/(outflow) before 784,485 (87,462) (1,176,514)
financing and liquid
resource management
Dividends
Equity dividends paid 7 (201,078) (254,849) (458,028)
Financing
Purchase of own shares (90,331) (192,936) (385,264)
Management of liquid
resources
(Increase)/decrease in (475,294) 529,010 2,011,197
monies held in money market
funds
------------------------- ------------------------- -------------------------
Increase/(decrease) in cash 17,782 (6,237) (8,609)
------------------------- ------------------------- -------------------------
Reconciliation of net cash inflow/(outflow) to movement in net funds
Increase/(decrease) in cash 17,782 (6,237) (8,609)
for the period
Net funds at the start of 15,256 23,865 23,865
the period
------------------------- ------------------------- -------------------------
Net funds at the end of the 33,038 17,628 15,256
period
------------------------- ------------------------- -------------------------
Reconciliation of profit/(loss) on ordinary activities before taxation to net
cash inflow from operating activites
for the six months ended 31 July
2009
Six months ended Six months ended Year ended
31 July 2009 31 July 2008 31 January 2009
(unaudited) (unaudited) (audited)
£ £ £
Profit/(loss) on ordinary 280,920 (778,203) (2,194,337)
activities before taxation
Net unrealised (gains)/ (139,431) 881,725 2,574,520
losses on investments
Net (gains)/losses on realisations (289,185) 50,000 21,299
of investments
Decrease/(increase) in 159,187 (29,775) (145,908)
debtors
Increase in creditors 61,705 48,716 (34,929)
------------------------- ------------------------- -------------------------
Net cash inflow from 73,196 172,463 220,645
operating activities
------------------------- ------------------------- -------------------------
The notes to the unaudited financial statements below form part of these
Half-Yearly financial statements.
Notes to the Unaudited Financial Statements
1. Principal accounting policies
The following accounting policies have been applied consistently throughout the
period. Full details of principal accounting policies will be disclosed in the
Annual Report.
a) Basis of accounting
The unaudited results cover the six months to 31 July 2009 and have been
prepared under UK Generally Accepted Accounting Practice (UK GAAP), consistent
with the accounting policies set out in the statutory accounts for the year
ended 31 January 2009 and the 2009 Statement of Recommended Practice,
`Financial Statements of Investment Trust Companies and Venture Capital Trusts'
('the SORP').
The Half-Yearly Report has not been audited, nor has it been reviewed by the
auditors pursuant to the Auditing Practices Board (APB)'s guidance on Review of
Interim Financial Information.
b) Presentation of the Income Statement
In order to better reflect the activities of a VCT and in accordance with the
SORP, supplementary information which analyses the Income Statement between
items of a revenue and capital nature has been presented alongside the Income
Statement. The revenue column of profit attributable to equity shareholders is
the measure the Directors believe appropriate in assessing the Company's
compliance with certain requirements set out in Section 274 Income Tax Act
2007.
c) Investments
All investments held by the Company are classified as "fair value through
profit and loss", in accordance with the International Private Equity and
Venture Capital Valuation ("IPEVCV") guidelines, as the Company's business is
to invest in financial assets with a view to profiting from their total return
in the form of capital growth and income. Purchases and sales of quoted
investments are recognised on the trade date where a contract of sale exists
whose terms require delivery within a time frame determined by the relevant
market. Purchases and sales of unlisted investments are recognised when the
contract for acquisition or sale becomes unconditional.
The fair value of quoted investments is the bid price value of those
investments at the close of business on 31 July 2009.
d)Capital gains and losses
Capital gains and losses on investments, whether realised or unrealised, are
dealt with in the profit and loss and revaluation reserves and movements in the
period are shown in the Income Statement.
2. Income
Six months ended Six months ended Year ended
31 July 2009 31 July 2008 31 January 2009
(unaudited) (unaudited) (audited)
Income from £ £ £
investments
Dividends 16,070 36,176 85,896
Money-market funds 62,041 408,448 696,194
Loan stock interest 128,360 148,383 309,769
Bank deposit and other 4,722 1,992 2,605
interest
Interest received on 6,544 - -
VAT
Other income 5,098 - 5,098
------------------------- ------------------------- -------------------------
Total income 222,835 594,999 1,099,562
------------------------- ------------------------- -------------------------
3. Recoverable VAT
At 31 January 2009, the Directors considered it reasonably certain that the
Company would obtain a repayment of VAT of not less than £85,459. This estimate
was based upon information supplied by the Company's Investment Managers and
discussions with the Company's professional advisors as a result of the
European Court of Justice ruling and subsequent HMRC briefing that management
fees be exempt for VAT purposes. During this period £89,665 of recoverable VAT
was actually received. The excess of £4,206 has been credited to the Income
Statement, allocated 25% to revenue and 75% to capital return and is in the
same proportion as that in which the irrecoverable VAT was originally charged.
4. Investment management expense
In accordance with the policy statement published under "Management and
Administration" in the Company's prospectus dated 8th February 1999, the
Directors have charged 75% of the investment management expenses to the capital
account. This is in line with the Board's expectation of the long-term split of
returns from the investment portfolio of the Company.
5. Taxation
There is no tax charge for the period, as there were taxable losses in the
period.
6. Basic and diluted earnings per share
The basic earnings, revenue return and capital return per share shown below for
each period are respectively based on numerators i)-iii), each divided by the
weighted average number of shares in issue in the period - see iv) below
Six months ended Six months ended Year ended
31 July 2009 31 July 2008 31 January 2009
(unaudited) (unaudited) (audited)
£ £ £
i) Total earnings/ 280,920 (778,203) (2,194,337)
(loss) after taxation
Basic and diluted 1.40p (3.69)p (10.79)p
earnings/(loss) per
Ordinary share
(pence)
ii) Revenue (loss)/ (14,420) 261,981 478,663
earnings from
ordinary activities
after taxation
Basic and diluted (0.07)p 1.24p 2.35p
revenue (loss)/
earnings per Ordinary
share (pence)
Net unrealised 139,431 (881,725) (2,574,520)
capital gains/
(losses)
Net realised capital 289,185 (50,000) (21,299)
gains/(losses)
Capital expenses net (136,431) (129,069) (148,596)
of taxation
Capital element of 3,155 - 40,500
VAT recoverable
Dividends received - 20,610 30,915
treated as capital
------------------------- ------------------------- -------------------------
iii) Capital gain/ 295,340 (1,040,184) (2,673,000)
(loss)
Basic and diluted 1.47p (4.93)p (13.14)p
capital earnings/
(loss) per Ordinary
share (pence)
iv) Weighted average 20,075,742 21,103,034 20,338,366
number of shares in
issue in the period
7. Dividends paid
Six months ended Six months ended Year ended
31 July 2009 31 July 2008 31 January 2009
(unaudited) (unaudited) (audited)
£ £ £
Final dividend for - 254,849 254,849
the year ended 31
January 2008 of 1.25
pence per Ordinary
share of 1 pence paid
11 June 2008
Interim dividend for - - 203,179
the year ended 31
January 2009 of 1.0
pence per Ordinary
Share of 1 pence paid
7 November 2008
Final dividend for 201,078 - -
the year ended 31
January 2009 of 1.0
pence per Ordinary
share of 1 pence paid
10 June 2009
------------------------- ------------------------- -------------------------
201,078 254,849 458,028
------------------------- ------------------------- -------------------------
8. Net asset value per ordinary share
As at As at As at
31 July 2009 31 July 2008 31 January 2009
(unaudited) (unaudited) (audited)
£ £ £
Net assets 21,057,391 22,843,188 21,035,698
Number of shares in 20,038,300 20,317,925 20,107,800
issue
Net asset value per 105.09p 112.43p 104.61p
share (pence)
9. Summary of non current asset investments at fair value during the period
Traded Unquoted Unquoted Loan stock Total
on AIM equity preference
shares shares
£ £ £ £ £
Valuation at 74,294 2,850,768 23,969 4,856,434 7,805,465
31 January 2009
Purchases at cost - 38,688 90 334,598 373,376
Sales - proceeds - (624,184) (3,136) (506,866) (1,134,186)
- realised gains - 246,347 - 54,274 300,621
Unrealised (15,413) 616,353 (14,768) (446,741) 139,431
(losses)/gains
------------------- ------------------- ------------------- ------------------- -------------------
Valuation at 58,881 3,127,972 6,155 4,291,699 7,484,707
31 July 2009
Book cost at 181,102 3,810,738 122,800 5,780,321 9,894,961
31 July 2009
Unrealised (122,221) 178,493 (15,783) (1,113,088) (1,072,599)
(losses)/gains at
31 July 2009
Permanent - (861,259) (100,862) (375,534) (1,337,655)
impairment of
investments
------------------- ------------------- ------------------- ------------------- -------------------
Valuation at 58,881 3,127,972 6,155 4,291,699 7,484,707
31 July 2009
Gains on - 565,384 - 116,210 681,594
investments
Less amounts - (319,037) - (61,936) (380,973)
recognised as
unrealised gains
in previous years
------------------- ------------------- ------------------- ------------------- -------------------
Realised gains - 246,347 - 54,274 300,621
based on carrying
value at
31 January 2009
Net movement in (15,413) 616,353 (14,768) (446,741) 139,431
unrealised
(depreciation)/
appreciation in
the period
------------------- ------------------- ------------------- ------------------- -------------------
(Losses)/gains on (15,413) 862,700 (14,768) (392,467) 440,052
investments for
the period ended
31 July 2009
------------------- ------------------- ------------------- ------------------- -------------------
Transaction costs of £11,436 were incurred in the period and are treated as
realised losses on investments in the Income Statement. Deducting these from
realised gains above gives £289,185 of gains as shown in the Income Statement.
Sale proceeds of £1,134,186 above include £38,085 receivable at the period-end,
and the transaction costs of £11,436. Deducting these two amounts leaves £
1,084,665 of sale proceeds as shown in the Cash Flow Statement.
10. Current investments at fair value
These comprise investments in six Dublin based OEIC money market funds managed
by Royal Bank of Scotland, Blackrock Investment Management (UK), Goldman Sachs,
Barclays Global Investors, Scottish Widows Investment Management and Fidelity
Investment Management.
£13,578,048 (31 July 2008: £14,585,294, 31 January 2009: £13,102,841 of this
sum is subject to same day access, whilst £10,357 (31 July 2008: £10,004, 31
January 2009: £10,270) is subject to 2 day access.
11. Capital and reserves
Called up Capital Revaluation Special Profit and Total
share redemption reserve distributable loss
capital reserve reserve reserve
£ £ £ £ £ £
At 1 February 2009 201,078 883,743 (1,537,950) 16,968,144 4,520,683 21,035,698
Shares bought back (695) 695 - (58,149) - (58,149)
Profit for the - - 139,431 - 141,489 280,920
period
Realised losses - - - (133,275) 133,275 -
transferred to
special reserve
Realisation of - - (380,973) - 380,973 -
previously
unrealised
appreciation
Dividend - final - - - - (201,078) (201,078)
paid for year ended
31 January 2009
------------ -------------- --------------- --------------- ------------- -------------
At 31 July 2009 200,383 884,438 (1,779,492) 16,776,720 4,975,342 21,057,391
------------ -------------- --------------- --------------- ------------- -------------
12. The financial information contained in this Half-Yearly Report does not
constitute statutory accounts as defined in Section 434 of the Companies Act
2006. The financial statements for the year ended 31 January 2009 have been
filed with the Registrar of Companies. The auditors have reported on these
financial statements and that report was unqualified and did not contain a
statement under either section 498(2) or 498(3) of the Companies Act 2006.
13. This Half-Yearly Report will shortly be made available on our website:
www.mig4vct.co.uk and will be circulated by post to shareholders. Further
copies are available free of charge from the Company's registered office, One
Vine Street, London W1J 0AH or can be downloaded via the website.