Interim Results
Close Brothers Venture Cap Tst PLC
4 December 2001
Close Brothers Venture Capital Trust PLC
Interim results to
30 September 2001
Chairman's Statement
Introduction
The six months to 30 September 2001 have again been successful for Close
Brothers Venture Capital Trust, seeing a continued uplift in the net asset
value.
A net total of £2.59 million was invested in qualifying unquoted companies
during the period and at 30 September 2001 a further £2.45 million was
scheduled for investment. Subsequent to the period end the company has
acquired the remaining 50 per cent. of Premier VCT (Bristol) Limited and has
disposed of its interest in Downing Harnham Croft Nursing Home Limited to
BUPA.
Net asset value per share at 30 September 2001 was 102.4 pence per share
compared to 101.9 pence at 31 March 2001, after allowing for an interim
dividend of 2.6 (2000: 2.5 pence per share) pence per share.
Review of Investments
A summary of the Company's investments is set out below:
Investee Company
Investment at Revaluation Reserved for Total
Cost investment
£ 000's £ 000's £ 000's £000's
Care Homes
Broadoaks VCT Ltd 1,000 - 450 1,450
Churchcroft VCT Ltd 1,550 136 - 1,686
Downing Harnham Croft 950 (133) - 817
Nursing Home Ltd
Drummond Court Ltd 1,500 205 - 1,705
Fryers Walk VCT Ltd 1,575 - - 1,575
Hornchurch VCT Ltd 2,850 (480) - 2,370
Lombardy Court VCT Ltd 1,275 - - 1,275
Hotels
Hawkwell VCT Ltd 3,380 652 - 4,032
Premier VCT (Bristol) Ltd 3,910 892 - 4,802
Premier VCT (Mailbox) Ltd 3,000 (245) 1,000 3,755
Residential Development
Chase Midland VCT Ltd 1,600 - - 1,600
Country & Metropolitan VCT 3,000 - - 3,000
Ltd
Saxon VCT Ltd 2,200 - - 2,200
Youngs VCT Ltd 1,200 - - 1,200
Other
City Screen (Cambridge) Ltd 1,210 (10) - 1,200
Odyssey Glory Mill Ltd 3,000 1,358 1,000 5,358
Total at 30 September 2001 33,200 2,375 2,450 38,025
Total at 31 March 2001 30,615 2,032 4,500 37,147
The net increase in valuations over the six month period was £343,000, the
majority of which was accounted for by continued good trading in the hotel
portfolio.
In the care home sector, our four homes for people with learning disabilities
in East Anglia are in general performing satisfactorily, albeit that approval
of funding for new residents is tending to take longer. Demand for places,
however, remains strong and our fifth such home, at March in Cambridgeshire,
is scheduled to open in March. A follow on investment of £75,000 was made in
Lombardy Court VCT during the period. Our nursing home in Salisbury continued
to disappoint, and subsequent to the period end this was sold to BUPA at a
loss of approximately £133,000 on original cost, but an uplift in excess of £
180,000 on our 31 March 2001 valuation. Our Hornchurch nursing home continues
to maintain a high level of occupancy and has now built up a sizeable waiting
list.
In the hotel sector, our Hawkwell House hotel in Oxford is performing well in
light of the challenges posed by foot and mouth disease and the subsequent
tragic events in the United States. Our 'Express by Holiday Inn' hotel in
Bristol continues to trade extremely strongly and subsequent to the period end
we took advantage of the receivership of Premier Hotels to acquire its 50 per
cent. holding for £400,000. This means that our holding is a non-qualifying
investment for VCT purposes and we are now actively looking to realise our
investment. Our 'Days Inn' hotel in the Mailbox development in Birmingham,
which opened in April, is trading satisfactorily and the income generated has
enabled us to reverse £140,000 of the previous devaluation. We are in
discussion with a potential third party who wishes to take over Premier Hotels
50 per cent. holding in Premier VCT Mailbox.
In the residential property development arena we disposed of our holding in
Portland Homes (Woodside Green) for a small profit and have made further
investments of £0.5 million in Country & Metropolitan VCT Limited and £1
million in Saxon VCT Limited. Chase Midland VCT is nearing the concluding
stages of construction at its development in the Walmley, Sutton Coldfield
area of Birmingham. Country & Metropolitan VCT Limited has concluded two four
house schemes in Yorkshire and is making good progress both in terms of
construction and sales on another development in Leeds. Saxon VCT Limited has
recently acquired a site for 11 units in Dorchester and another for two houses
in Henley-on-Thames while Youngs VCT Limited is undertaking a follow on
development in Hampshire. In general we perceive some slowing of the
residential property market but believe that the right developments will
continue to generate attractive returns.
Our Cambridge Picture House Cinema continues to trade according to plan,
despite pressure from film distributors in respect of film rental costs. Our
Odyssey Glory Mill health and fitness club in Beaconsfield, which opened in
April, is trading above expectations and now has a membership in excess of
3,500 which is well ahead of budget.
We continue to seek new investment opportunities in asset based businesses,
both in our existing sectors and new arenas.
Results and Dividend
As at 30 September 2001 the net asset value of the Company was £40.0 million
or 102.4 pence per share, which compares with a net asset value at 31 March
2001 of £39.9 million or 101.9 pence per share. Net income before taxation was
£1.5 million (2000: £1.6 million), enabling the Board to declare a net interim
dividend of 2.6 pence per share for the six months to 30 September 2001 (2000:
2.5 pence per share). The interim dividend will be paid on 11 January 2002 to
shareholders registered on 14 December 2001. The increase in management fees
over the period reflects provisions made in respect of the management
performance incentive, which now amounts to £255,000 and which in turn
reflects the out-performance of the Company against its original targets.
The following is an analysis of dividends in respect of each class of share
since their respective launches, together with net asset value:
Original Former
Ordinary 'C'
Shares Shares
pence per pence per
share share
Gross dividend for the year to 31 March 1997 5.00 -
Gross dividend for the year to 31 March 1998 6.00 5.00
Gross first and second interim dividends and net final 7.75 6.25
dividend for the year to 31 March 1999
Net dividend for the year to 31 March 2000 8.55 4.50
Net dividend for the year to 31 March 2001 7.50 7.50
Net dividend for the six months to 30 September 2001 2.60 2.60
Net asset value per share at 30 September 2001 102.40 102.40
Total 139.80 128.25
Note 1: following the cessation of tax credits on 5 April 1999, dividends paid
by VCTs no longer benefit from tax-free tax credits for qualifying UK
shareholders.
Note 2: the above table does not take into account the income tax relief of
20% nor the capital gains tax deferral relief of 40% upon subscription for
shares in the Company.
Members' Resolution in 2002
As previously mentioned in my statement in the annual report and accounts,
under the terms of your Company's articles of association, members will have
the opportunity, at the time of the Annual General Meeting in 2002, and every
five years thereafter, to confirm that they wish the Company to continue as a
venture capital trust. Given the performance of the Company, and in particular
the strong tax-free dividend stream it generates, your Board expects that
shareholders will vote for the VCT to continue. As also mentioned, it is your
Board's current intention to provide those shareholders who wish to realise
their holdings next year with a limited facility to realise their investment
at a price closer to net asset value than the current share price. Full
details of the proposals will be given in a circular to be sent with next
year's annual report and accounts.
David Watkins
Chairman 4 December 2001
Unaudited Statement of Total Return
(incorporating the profit and loss account)
for the six months to 30 September 2001
Six months to Six months to Year to
30 September 2001 30 September 2000 31 March 2001
Revenue Capital Total Revenue Capital Total Revenue Capital Total
£'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
Gains on - 344 344 - 291 291 - 1,388 1,388
investments
Income 1,799 - 1,799 1,780 - 1,780 3,700 - 3,700
Investment (241) (343) (584) (179) (179) (358) (373) (407) (780)
management
fees
Other (43) (43) (86) (46) (46) (92) (90) (90) (180)
expenses
Return on 1,515 (42) 1,473 1,555 66 1,621 3,237 891 4,128
ordinary
activities
before tax
Tax on (416) 107 (309) (437) 63 (374) (763) 107 (656)
ordinary
activities
Return 1,099 65 1,164 1,118 129 1,247 2,474 998 3,472
attributable
to
Shareholders
Dividends (1,015) - (1,015) (979) - (979)(2,448) (489)(2,937)
-
Transfer to 84 65 149 139 129 268 26 509 535
reserves
Return per 2.8p 0.2p 3.0p 2.8p 0.3p 3.1p 6.3p 2.5p 8.8p
ordinary
share
All revenue and capital items in the above statement derive from continuing
operations.
Unaudited Summary Balance Sheet
At 30 September 2001
30 September 30 September 31 March
2001 2000 2001
£'000 £'000 £'000
Fixed asset investments
Qualifying investments
Scheduled for investment 38,025 35,481 37,147
Less: uninvested (2,450) (4,200) (4,500)
Total qualifying investments 35,575 31,281 32,647
Non-qualifying investments 2,041 8,148 2,040
Total fixed asset investments 37,616 39,429 34,687
Current assets
Debtors 292 541 225
Cash at bank and in hand 3,984 1,135 7,577
4,276 1,676 7,802
Creditors: due within one year (1,871) (1,360)
(2,552)
Net current assets 2,405 316 5,250
Net assets 40,021 39,745 39,937
Represented by:
Called up share capital 19,549 19,626 19,589
Special reserve 17,342 17,481 17,407
Capital redemption reserve 304 227 264
Capital reserve
realised 176 (91) 503
unrealised 2,377 2,200 1,985
Revenue reserve 273 302
189
Total equity shareholders' funds 40,021 39,745 39,937
Net asset value per ordinary 102.4 pence 101.2 pence 101.9 pence
share
This interim report was approved by the Board of Directors on 4
December 2001.
Signed on behalf of the Board of Directors by
R M Davidson
Director
Unaudited Cash Flow Statement
for the six months to 30 September 2001
Six months to
30 September Six months Year to
2001 to 30 31
£'000 September March
2000 2001
£'000 £'000
Operating activities
Dividend income received 93 75 280
Investment income received 1,496 1,351 3,107
Deposit interest received 140 135 299
Other income received - - 50
Investment management fees paid (373) (539) (714)
Other cash payments (92) (124) (183)
Net cash inflow from operating activities 1,264 898 2,839
Taxation
UK corporation tax paid (249) (342) (662)
Investing activities
Purchase of investments (3,785) (5,990) (6,265)
Disposals of investments 1,200 1,827 7,974
Net cash (outflow)/inflow from/(to) investing (2,585) (4,163) 1,709
activities
Equity dividends paid
Dividends paid on ordinary shares (1,958) (1,804) (2,786)
Net cash (outflow)/inflow before financing (3,528) (5,411) 1,100
Financing
Cancellation of share premium in prior year - (3) (6)
Purchase of shares net of expenses (65) (139) (205)
(Decrease)/increase in cash and cash (3,593) (5,553) 889
equivalents
Independent review report on the interim information
Independent review report to Close Brothers Venture Capital Trust PLC
Introduction
We have been instructed by the company to review the financial information for
the six months ended 30 September 2001 which comprises the statement of total
return, the balance sheet and the cash flow statement. We have read the other
information contained in the interim report and considered whether it contains
any apparent misstatements or material inconsistencies with the financial
information.
Directors' responsibilities
The interim report, including the financial information contained therein, is
the responsibility of, and has been approved by the directors. The directors
are responsible for preparing the interim report in accordance with the
Listing Rules of Financial Services Authority which require that the
accounting policies and presentation applied to the interim figures should be
consistent with those applied in preparing the preceding annual accounts
except where any changes, and the reason for them, are disclosed.
Review work performed
We conducted our review in accordance with guidance contained in Bulletin 1999
/4 issued by the Auditing Practices Board for use in the United Kingdom. A
review consists principally of making enquiries of management and applying
analytical procedures to the financial information and underlying financial
data and, based thereon, assessing whether the accounting policies and
presentation have been consistently applied unless otherwise disclosed. A
review excludes audit procedures such as tests of controls and verification of
assets, liabilities and transactions. It is substantially less in scope than
an audit performed in accordance with United Kingdom Auditing Standards and
therefore provides a lower level of assurance than an audit. Accordingly, we
do not express an audit opinion on the financial information.
Review conclusion
On the basis of our review we are not aware of any material modifications that
should be made to the financial information as presented for the six months
ended 30 September 2001.
Deloitte & Touche
Chartered Accountants
Stonecutter Court
1 Stonecutter Street
London EC4A 4TR
4 December 2001