Half Yearly Report

RNS Number : 8717H
Income & Growth VCT (the) PLC
23 May 2014
 



THE INCOME & GROWTH VCT PLC

Half-Year Results for the six months ended 31 March 2014

Company Objective

 

The objective of The Income & Growth VCT plc ("I&G VCT" or "the Company") is to provide investors with an attractive return, by maximising the stream of dividend distributions from the income and capital gains generated by a diverse and carefully selected portfolio of investments.

Financial Highlights

Six months to 31 March 2014

 

-

Net asset value (NAV) total return for the six months was 6.2%.

-

Share price total return per share for the six months was 4.5%.

-

The Company paid a final dividend of 4.0 pence per share for the year ended 30 September 2013. The Directors have declared an interim dividend of 6.0 pence per share to be paid on 3 July 2014.  When paid, this payment will bring cumulative dividends paid since 1 April 2008 to 50.5 pence per share.

-

Liquidity has been further enhanced by the Mobeus VCTs' Linked Offer in 2013/14 which has raised £8.4 million (before costs) for the Company.

-

The Company invested a total of £9.1 million in the period to support the MBOs of Virgin Wines and Entanet and provide expansion capital for Bourn Hall.

Performance Summary

 

The net asset value per share at 31 March 2014 was 117.0 pence

The table below shows the recent past performance of funds raised in 2007/08 for the existing class of ordinary shares. Detailed performance data, including a table of dividends paid to date, for all fundraising rounds is shown in the Performance Data Appendix in the Half-Year Report.


Net assets (£m)

NAV per share (p)

Cumulative dividends paid per share (p)

Cumulative NAV total return to shareholders since launch per share (p)

Share price (p) 1

Share price total return to shareholders  since launch per share (p)

Ordinary Shares

As at 31 March 2014

67.8

117.0

44.5

161.5

100.0

144.5

As at 30 September 2013

60.5

113.9

40.5

154.4

99.5

140.0

As at 30 September 2012

50.6

109.62

28.5

138.1

97.0

125.5

As at 30 September 2011

49.2

120.894

4.5

125.3

91.6

96.1

As at 30 September 2010

36.6

99.0

0.5

99.5

 87.0

87.5

1 Source: London Stock Exchange.

 

Dividends declared (not included in the above table)

The Directors have declared an interim dividend of 6.0 pence per share, comprising 5.0 pence from capital and 1.0 penny from income.  The dividend will be paid on 3 July 2014 to shareholders on the Register on 13 June 2014 and will bring cumulative dividends paid per share since 1 April 2008 to 50.5 pence.

 

Chairman's Statement

 

I am pleased to present the Company's Half-Year Report for the six months ended 31 March 2014.

 

This has been another positive period for many of the companies in the portfolio which are performing well. The continuing encouraging performance of your portfolio supports the view that well-managed and prudently financed businesses can succeed in challenging market conditions. The Board believes that the portfolio is well positioned to take advantage of the more promising outlook for the UK economy.

 

I am pleased to report that at 31 March 2014, using the benchmark of NAV total return, the Company was ranked first over three years and third over five and ten years among generalist VCTs by the Association of Investment Companies ("the AIC") (based on statistics prepared by Morningstar).

 

Performance

The Company's NAV total return per share was 6.2% (2013: 8.6%) for the six months to 31 March 2014 while the total share price return was 4.5% (2013: 7.2%).

 

Cumulative NAV total return per share (being the closing net asset value plus total dividends paid to date) has risen to 161.5 pence compared to 154.4 pence at the year-end. This represents a further increase of 4.6% over the period and an increase of 70.5% since the merger of the VCT's share classes in March 2010.

 

Strategic Report

The 2013 Annual Report included a Strategic Report for the first time.  One principal aim of this Report is to show shareholders the extent to which the Company is meeting its Investment Objective. I will report again in more detail in the coming year-end's Strategic Report.

 

Longer term performance of the Company

Shareholders who invested in the former class of 'S' Shares in 2007 (the year of launch of the current share class) have seen a total NAV return to date of 161.5 pence per share.  This return compares with an initial investment of 100 pence per share, or a net cost (after initial income tax relief of 30%) of 70 pence per share. As part of this return, shareholders have received 44.5 pence in dividends representing an average annual yield upon their initial 70 pence net investment of 10.2%. The underlying net asset value, which represents the balance of their total return, is 117.0 pence per share.

 

Similar details are contained in the tables showing the performance of all fundraisings, including the fund of ordinary shares launched in 2000/01 ("the 'O' Share Fund"), in the Performance Data Appendix in the Half-Year Report.

 

Investment portfolio

The portfolio has performed well during the period, increasing in value by 13.0% on a like for like basis.  The aggregate portfolio saw a net increase of £3.4 million in unrealised gains and £0.6 million in realised gains over the six month period and was valued at £41.7 million at the period-end.

 

During thesix months under review, the Company has invested a total of£9.1 million (including £2 million which was previously heldin acquisition vehicles)to support theMBOs of Virgin Wines Online Limited ("Virgin Wines") and Entanet International Limited ("Entanet") and to provide expansion capital to Bourn Bioscience Limited ("Bourn Hall"). 

 

Saleproceeds for the period have totalled £3.9 million, including £2.6 million received from Alaric Systems and £0.8 millionreceived from several other portfolio companies making partial loan stock repayments.

 

Following the period-end, in April 2014,the VCT received £0.7 million in cashproceeds from the successful realisation of Machineworks. A number of companies are pursuingpossible exits and we are hopeful that someof these willcomplete during the current year.

 

Details of all these transactions and the performance of the portfolio are contained in the Investment Review below.

 

Revenue Account

A large increase in revenue and largely stable costs has meant that the net revenue return has continued to improve significantly, increasing over 90% from £526,881 for the comparative period to £1,005,566.  Loan interest income from investee companies has risen by almost 46% from £720,993 to £1,052,637 as a result of the loans to a number of new investments made over the last year.  Dividend income has also improved due to the strong trading performance of some investee companies which has enabled them to pay profit related dividends. Bank interest has remained steady, despite higher amounts of cash held, as interest rates on bank deposits continued to fall.

 

Fund management fees have risen from £627,190 to £679,705 as a result of increased net assets over the year. In addition, a continued run of successful realisations has meant the Company has accrued higher performance fees with £515,860 being charged to the capital return compared to £106,778 in the previous period.

 

Other expenses have remained steady over the course of the period rising only marginally from £189,766 to £193,717.

 

Dividends

The Board is committed to providing an attractive dividend stream to shareholders and had set a target of paying a dividend of at least 4 pence per share in respect of each financial year. I am however pleased to report that this target has been substantially exceeded over the last three years as 40 pence per share has been paid.  As a result of this good performance, the Board has decided to raise this target to a minimum of 6 pence per share in respect of each financial year.

 

 Accordingly, the Board has declared an interim dividendin respect of the year ending 30 September 2014 of6.0 pence (2013: 6.0 pence) per share comprising 5.0 pence (2013: 5.0 pence) per share fromcapital and 1.0 penny  (2013: 1.0 penny) per share fromincome. This dividend will be paidon 3 July 2014 to shareholders on the Register on 13 June 2014.

 

The Company's Dividend Investment Scheme ("the Scheme") will apply to this dividend. (See below). 

 

This payment will be in addition to the final dividend of 4.0 pence per share in respect of the year ended 30 September 2013, paid to shareholders on 12 March 2014.

 

Cumulative dividends per share paid to date amount to 44.5 pence (pre-merger: 0.5 pence; post-merger: 44.0 pence) for the current share class. This figure will increase to 50.5 pence per share following the payment of the above interim dividend.

 

Dividend investment scheme

The Company's Dividend Investment Scheme ("the Scheme") is a convenient, easy and cost effective way for shareholders to build up their shareholding in the Company. Instead of receiving cash dividends they can elect to receive new shares in the Company. By opting to receive their dividend in this manner, there are three benefits to shareholders:

 

-

The dividend remains tax free;

-

Shareholders are allotted new shares in the Company which will, subject to their particular circumstances, attract VCT tax reliefs applicable for the tax year in which the shares are allotted.  The tax relief currently available to investors in new VCT shares is 30% for the 2014/15 tax year for investments up to £200,000 in any one tax year; and

-

The Scheme also has one particular advantage.  Under its terms, a member is able to re-invest at an advantageous price, being the average market price of the shares for the five business days prior to the dividend being paid.  This price is likely to be at a discount of 10% to the underlying net asset value (provided that this is greater than 70% of the latest published net asset value per share).

 

Shareholders wishing to join the Scheme should submit a mandate form to Capita Asset Services, the Scheme Administrator, by no later than 18 June 2014, to ensure that they receive the above dividend as shares.

 

Linked Offer for subscription

I am pleased to report that the 2013/14 Mobeus VCTs' Linked Offer for Subscription to raise, in aggregate, £34 million("the Offer") was well received. The Company has raised £8.4 million as its share of the £33.4 million in subscriptions received to date by the four VCTs.

 

A total of 6,587,245 new shares in the Company have been allotted under the Offer, which has been extended to 30 May 2014, of which 4,787,229 shares were allotted in the six months to 31 March 2014.

 

Cash available for investment

The Board continues to monitor credit risk in respect of its cash balances and to prioritise the security and protection of the Company's capital.   Cash and liquidity fund balances as at 31 March 2014 amounted to £24.2 million.  This figure includes £12.8 million held in money market funds with AAA credit ratings and £11.4 million held in deposit accounts with a number of well-known financial institutions across a range of maturities.  In addition, a further £2.7 million remains invested in two acquisition vehicles pending further investment at the period-end.

 

Share buy-backs

During the six months ended 31 March 2014, the Company bought back 225,938 (2013: 512,465) shares (representing 0.4% (2013: 1.1%) of the shares in issue at the beginning of the period) at a total cost of £228,381 (2013: £495,903), inclusive of expenses.  These shares were subsequently cancelled by the Company.

 

The Board regularly reviews its buyback policy and seeks to maintain the discount to NAV at which the Company's shares trade at around 10% below the latest published NAV.  This has been largely achieved in the period.

 

Shareholder communications

May I remind you that the Company continues to have its own website which is available at www.incomeandgrowthvct.co.uk.

 

The Investment Manager ("Adviser") held its fourth annual Shareholder Workshop in January 2014.   The workshop provided a forum for around 160 Mobeus VCT shareholders to hear presentations from the Adviser and to learn more about the investment activity in greater depth from the managing director and chairman respectively of two diverse companies, Gro-Group and Newquay Helicopters.

 

Outlook

We have seen clear signs of improvement in the outlook for the UK economy since the year-end.  Some business surveys reveal a cautious optimism in the corporate sector and the Office for Budget Responsibility and the CBI are currently forecasting growth of 2.7% and 3.0% respectively, for 2014.  Against this more optimistic tone, other commentators are concerned about how solid such a recovery will be in the medium term, while others argue that interest rates should be raised sooner rather than later to prevent parts of the economy from overheating.  Whilst conscious of the possibility of shocks to the economic revival now underway, the Board and the Adviser believe that, on balance, this recovery will be sustainable with inflation remaining low and interest rates beginning to increase only slowly from the end of this year.

 

The Adviser is also of the view that there are many promising new opportunities to invest in established, profitable businesses on attractive terms.  In addition, there continue to be several opportunities to provide further finance to certain businesses in the portfolio to enable them to make acquisitions.  The Company's significant cash resources will enable it to capitalise on the opportunities for new investment.  Similarly, the Adviser is seeing interest from potential acquirers in a number of portfolio businesses, and so believes exit prospects are also favourable.

 

The Board continues to believe that its investment strategy mitigates some of the risks inherent when investing in smaller businesses and should deliver attractive returns to shareholders over the medium to long term.

 

Once again, I would like to take this opportunity to thank all shareholders for their continued support.

 

Colin Hook

Chairman

 

 

Investment Policy

 

Company objective

 

The Objective of the Company is to provide investors with an attractive return, by maximising the stream of dividend distributions from the income and capital gains generated by a diverse and carefully selected portfolio of investments.

 

Investment policy

 

The Company's policy is to invest primarily in a diverse portfolio of UK unquoted companies. Investments are generally 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 buy-out 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 the period prior to 30 September 2008, when it was a multi-manager VCT. This includes investments in early stage and technology companies and in companies quoted on the AiM market.

 

The Company's cash and liquid resources are held in a range of instruments of varying maturities, subject to the overriding criterion that the risk of loss of capital be minimised.

 

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 (70% for funds raised after 6 April 2011) must be in ordinary shares which carry no preferential rights (save as may be permitted under VCT rules). In addition, although the VCT can invest less than 30% (70% for funds raised after 6 April 2011) 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 (save as may be permitted under VCT rules).

 

The companies in which investments are made must have no more than £15 million of gross assets at the time of investment and £16 million immediately following the investment to be classed as a VCT qualifying holding.

 

Asset mix

The Company initially holds its funds in a portfolio of 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 to achieve the optimum balance between loan stock and equity to provide protection against downside risk alongside the best potential overall returns.

 

Co-investment

The Company aims to invest in larger, more mature unquoted companies through investing alongside other VCTs advised by the Adviser with a similar investment policy.

 

Borrowing

The Company's Articles permit borrowing of up to 10% of the adjusted capital and reserves (as defined therein). However, it has never borrowed and the Board 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 Adviser and are then subject to review and approval by the Directors.

 

 

Investment Review

New investment

A total of £9.1 million was invested into new deals during the six months under review. This included substantial new investments to support the MBOs of Virgin Wines and Entanet and provide expansion capital to Bourn Hall.

 

Principal new investments in the half-year

 

Company

Business

Month

Amount of new investment (£m)

Virgin Wines

Online wine retailer

November 2013

2.8*

Virgin Wines is an online wine merchant and the Virgin Group Partner with the sole UK rights to use the Virgin brand to source and sell boutique, handcrafted wines from all over the world. The company's latest full year accounts show annual sales of £34.5 million and profit before interest, tax and goodwill of £2.0 million.

Bourn Bioscience

IVF Clinic

February 2014

1.6

Bourn Bioscience owns and manages the Bourn Hall fertility clinics in the East of England. The VCT's investment will support the geographic expansion of this internationally renowned IVF clinic. The initial investment is supplemented by a commitment to invest significant follow-on finance as part of a buy and build strategy.  The Company's latest full year accounts show annual sales of £10.6 million and profit before interest, tax and goodwill of £0.5 million.

Entanet

Wholesale provider of internet connectivity solutions

February 2014

2.0*

Entanet is one of the UK's leading independent wholesale voice and data communications providers. Headquartered in Telford and with over 80 staff, the company provides a diverse portfolio of business class data and voice services via a network of over 2,000 wholesale and reseller channel partners in the UK.  The Company's latest full year accounts show annual sales of £25.3 million and profit before interest, tax and goodwill of £1.9 million.

*The investments into Virgin Wines and Entanet each utilised £1 million from one of the Company's acquisition vehicles, totalling £2 million, which is included in the above figures. For further details please see the Investment Portfolio Summary below.

 

The VCT also invested a further £2.7 million into two new acquisition vehicle investments in the period.

Realisations in the half-year

The VCT realised two investments during the period under review for total proceeds of £3.0 million.

 

Company

Business

Date of original investment/

Total proceeds over life of investment/



realisation

Multiple over cost

Faversham House

Publisher, exhibition organiser and operator

December 2010

£0.5 million

December 2013

0.9 times cost

Faversham's progress had fallen short of expectations and we took the opportunity to agree with management a phased realisation of our holding.  In March 2013, the VCT sold part of its loan stock and its entire equity investment. The residual loan stock investment was realised in two phases later in the year. £0.4 million was received in loan stock repayments during the year, as included in the table below.

Alaric Systems

Software for retail credit card payment systems

February 2002

£2.7 million

December 2013

4.4 times cost


The Company realised its investment in Alaric through a sale to a subsidiary of NCR Corporation for cash proceeds of £2.6 million. The Company may become entitled to receive additional sale proceeds of up to £0.5 million over the period to December 2017, which are currently held in escrow.

Partial loan stock repayments

Positive cash flow at a number of companies has contributed to a number of loan stock repayments totalling £770,000 for the period, which figure includes Faversham House above, as summarised below: -

 

Company

Business

Month

Amount (£000's)

Blaze Signs

Signs and sign maintenance

October 2013

264

Faversham House

Publisher, exhibition organiser and operator

October/December 2013

166

Focus Pharma

Licensing and distribution of pharmaceuticals

November 2013

163

Westway

Installation, service and maintenance of air conditioning systems

January 2014

   99

Tessella

Consultancy

Quarterly

   50

DiGiCo Global

Design and manufacture of audio mixing desks

October 2013

   28



Total

770

Realisation post period-end

Company

Business

Date of original investment/
realistion

Total proceeds original over life of investment/
Multiple over cost

Machineworks

Software for CAM and

April 2006

£1.2 million


machine tool vendors

April 2014

4.1 times cost

 

Investment outlook

The increase in the number and the continuing quality of investment opportunities that we have seen in recent months is encouraging. We see this as a result of the upturn in business confidence as the UK consolidates its emergence from recession. The sector of the UK Mergers and Acquisitions market in which we operate is currently healthy. We are being approached by sellers with much more realistic expectations of the value of their businesses and the commitment to see deals through to completion. As a result of our prudent approach to new investment during the downturn, the Company still retains a strong level of liquidity which will enable it to take advantage of this more positive environment.  We believe that the current encouraging performance of the portfolio, and the improved outlook for new investment, should create value for shareholders in the medium term.

 

 

Investment Portfolio Summary

as at 31 March 2014

 


Total cost at

Valuation at

Additional

Valuation at


31 March 2014

30 September 2013

Investments in the period

31 March 2014


(unaudited)

(audited)


(unaudited)







£

£

£

£






ATG Media Holdings Limited

1,889,006

3,686,911

-

4,322,326

Publisher and online auction platform operator










Virgin Wines Holding Company Limited (formerly Culbone Trading Limited) 1

2,843,557

-

2,843,557

2,843,557

Online wine retailer










Fullfield Limited (trading as Motorclean)

2,405,465

2,887,812

-

2,783,096

Vehicle cleaning and valeting services










Ingleby (1879) Limited (trading as EMaC) Service plans for the motor trade           

1,486,848

2,452,407

-

2,553,876










Madacombe Trading Limited (trading as Veritek Global)

2,289,859

2,289,859

-

2,289,859

Maintenance of imaging equipment










Tessella Holdings Limited

1,595,001

2,213,488

-

2,213,179

Provider of science powered technology and consulting services










Gro-Group Limited

2,341,286

2,341,286

-

2,193,703

Baby sleep products










Ackling Management Limited (trading as Entanet ) 2

2,005,371

-

2,005,371

2,005,371

Wholesale voice and data communications provider










ASL Technology Holdings Limited

1,769,790

1,088,213

-

1,764,536

Printer and photocopier services










Blaze Signs Holdings Limited

418,281

1,249,579

-

1,755,226

Manufacturer and installer of signs










Bourn Bioscience Limited

1,610,379

-

1,610,379

1,610,379

Bourn Hall In-vitro fertilisation clinics










IDOX plc

453,881

1,625,078

-

1,583,409

Provider of document storage systems










EOTH Limited (trading as Rab and Lowe Alpine)

1,383,313

1,397,444

-

1,561,923

Branded outdoor equipment and clothing










South West Services Investment Limited

1,342,800

-

1,342,800

1,342,800

Company seeking to acquire a business services company in the South West of England










Manufacturing Services Investment Limited

1,336,800

-

1,336,800

1,336,800

Company seeking to acquire businesses in the manufacturing sector










Westway Services Holdings (2010) Limited

126,609

1,025,054

-

1,028,115

Installation, service and maintenance of air conditioning systems










CB Imports Group Limited (trading as Country Baskets)

1,000,000

1,050,541

-

1,019,586

Importer and distributor of artificial flowers, floral sundries and home decór products










DiGiCo Global Limited

545,075

776,204

-

1,018,081

Designer and manufacturer of audio mixing desks










Aquasium Technology Limited

500,000

840,760

-

917,376

Manufacturing and marketing of bespoke electron beam welding and vacuum furnace





equipment










RDL Corporation Limited

1,441,667

667,316

-

847,813

Recruitment consultants for the pharmaceutical, business intelligence and IT industries










Machineworks Software Limited

20,471

574,339

-

718,531

Software for CAM and machine tool vendors










Youngman Group Limited

1,000,052

700,992

-

700,992

Manufacturer of ladders and access towers










Omega Diagnostics Group plc

280,026

338,329

30

641,686

In-vitro diagnostics for food intolerance, autoimmune diseases and infectious diseases










Focus Pharma Holdings Limited

181,722

583,331

-

579,419

Licensor and distributor of generic pharmaceuticals










Duncary 8 Limited

509,923

516,702

-

545,114

City-based provider of specialist technical training










Original Additions Topco Limited

25,696

537,948

-

537,948

Manufacturer and distributor of beauty products










The Plastic Surgeon Holdings Limited

406,082

315,644

-

390,100

Supplier of snagging and finishing services to the property sector










Vectair Holdings Limited

53,400

198,098

-

276,538

Designer and distributor of washroom products










Newquay Helicopters (2013) Limited

196,824

196,824

-

196,824

 Helicopter service operator










Lightworks Software Limited

20,471

106,937

-

54,008

Software for CAD vendors










PXP Holdings Limited (trading as Pinewood Structures)

965,371

45,195

-

45,195

Designer, manufacturer and supplier of timber frames for buildings










Monsal Holdings Limited

454,461

28,297

-

28,297

Supplier of engineering services to the water and waste sectors










Corero plc

600,000

15,717

-

15,717

Provider of e-business technologies










Racoon International Holdings Limited

550,852

31,370

-

1,000

Supplier of hair extensions, hair care products and training










Oxonica Limited

2,524,527

-

-

-

Development and exploitation of nanomaterials










Data Continuity Group Limited

163,345

29,632

-

-

Data storage solution provider










NexxtDrive  Limited

487,014

-

-

-

Developer and exploiter of patented transmission technologies










Aigis Blast Protection Limited

272,120

-

-

-

Specialist blast containment materials company










Legion Group plc  (in administration)

150,000

-

-

-

Provision of manned guarding, mobile patrols, and alarm response services










Biomer Technology Limited

137,170

-

-

-

Developer of biomaterials for medical devices










Watchgate Limited

1,000

-

-

-

Holding company










Realised investments










Alaric Systems Limited

-

2,064,071

-

-

Software development, implementation and support in the cr





 





Faversham House Holdings Limited

-

144,859

-

-

Publisher, exhibition organiser and operator of websites for the environmental, visual





communications and building services sectors










Ackling Management Limited

-

1,000,000

-

-

Acquisition vehicle used to support the MBO of Entanet International Limited










Culbone Trading Limited

-

1,000,000

-

-

Acquisition vehicle used to support the MBO of Virgin Wines Online Limited










Sarantel Group plc

-

-

-

-

Developer and manufacturer of antennae for mobile phones and other wireless devices















Total

37,785,515

34,020,237

9,138,9373

41,722,380






1 -£1,000,000 of this investment into Virgin Wines Holding Company Limited) was provided by Culbone Trading Limited, one of the Company's acquisition vehicles.

2 -£1,000,000 of this investment into Ackling Management Limited (trading as Entanet International Limited) was provided by Ackling Management Limited, one of the Company's acquisition vehicles.

3 -The total additional investments figure of £9,138,937 differs to that shown in note 7 of £7,138,937 by £2,000,000 comprising the £1,000,000 originally invested into each of Ackling Management Limited and Culbone Trading Limited.

 

Responsibility Statement of the Directors

 

In accordance with Disclosure and Transparency Rule (DTR) 4.2.10, Colin Hook (Chairman), Jonathan Cartwright (Chairman of the Audit and Nomination & Remuneration Committees) and Helen Sinclair (Chairman of the Investment Committee), being the Directors of the Company, confirm that to the best of their knowledge:

 

(a)

the condensed set of financial statements, which have been prepared in accordance with the statement "Half-Yearly Reports" issued by the Accounting Standards Board, give a true and fair view of the assets, liabilities, financial position and profit of the Company as required by DTR 4.2.4;



(b)

the Half-Year Management Report which is included within the Chairman's Statement, Investment Policy, Investment Portfolio Summary 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 facing the Company for the remaining six months is set out below, in accordance with DTR 4.2.7; and



(d)

there were no related party transactions in the first six months of the current financial year that are required to be reported, in accordance with DTR 4.2.8.

 

Principal Risks and Uncertainties

In accordance with Disclosure and Transparency Rule (DTR) 4.2.7, the Board confirms that the principal risks and uncertainties facing the Company have not materially changed from those identified in the Annual Report and Accounts for the year ended 30 September 2013. 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.

 

The principal risks faced by the Company are:

 

-

economic;

-

loss of approval as a Venture Capital Trust;

-

investment and strategic;

-

valuation;

regulatory;

-

financial and operating;

-

market;

-

asset liquidity;

-

market liquidity;

-

counterparty.

 

A detailed explanation of the principal risks facing the Company can be found in the Annual Report and Accounts for the year ended 30 September 2013 on pages 21 - 22 and in Note 19 on pages 58 - 64 . Copies are available from the Company's website: www.incomeandgrowthvct .co.uk.

 

Going Concern

The Board has assessed the Company's operation as a going concern.  The Company's business activities, together with the factors likely to affect its future development, performance and position are set out in the half-year management report which comprises the Chairman's Statement, Investment Policy, Investment Review and Investment Portfolio Summary. The Directors have satisfied themselves that the Company continues to maintain a significant cash position and has raised additional funds during the period.  The majority of companies in the portfolio continue to trade profitably and the portfolio taken as a whole remains resilient and well-diversified.  The major cash outflows of the Company (namely investments, share buy-backs and dividends) are within the Company's control.

 

The Board's assessment of liquidity risk and details of the Company's policies for managing its capital and financial risks are shown in Note 19 on pages 58 - 64 of the Annual Report and Accounts for the year ended 30 September 2013.   Accordingly, the Directors continue to adopt the going concern basis of accounting in preparing the half-yearly report and annual financial statements.

 

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 report should be construed as a profit forecast.

 

For and on behalf of the Board:

 

Colin Hook

Chairman

 

 

Unaudited Income Statement

for the six months ended 31 March 2014


Six months ended 31 March 2014 (unaudited)


Notes

Revenue (£)

Capital (£)

Total (£)

Unrealised gains on investments

7

-

3,376,292

3,376,292

Net realised gains on investments

7

-

552,484

552,484

Income

2

1,543,619

-

1,543,619

Investment adviser's fees

3

(169,926)

(509,779)

(679,705)

Investment advisers' performance fees

3

-

(515,860)

(515,860)

Other expenses


(193,717)

-

(193,717)


Tax on profit on ordinary activities before taxation

1,179,976

2,903,137

4,083,113

Tax on profit on ordinary activities

4

(174,410)

174,140

-






Profit on ordinary activities after taxation


1,005,566

3,077,547

4,083,113





Basic and diluted earnings per ordinary share

5

1.87p

5.70p

7.57p

 


Six months ended 31 March 2013 (unaudited)


Notes

Revenue (£)

Capital (£)

Total (£)

Unrealised gains on investments

7

-

3,009,086

3,009,086

Net realised gains on investments

7

-

1,037,994

1,037,994

Income

2

988,065

533,750

1,521,815

Investment adviser's fees

3

(156,797)

(470,393)

(627,190)

Investment advisers' performance fees

3

-

(106,778)

(106,778)

Other expenses


(189,766)

-

(189,766)


Profit on ordinary activities before taxation


641,502

4,003,659

4,645,161

Tax on profit on ordinary activities


(114,621)

114,621

-






Profit on ordinary activities after taxation


526,881

4,118,280

4,645,161






Basic and diluted earnings per ordinary share

5

1.12p

8.80p

9.92p

 


Six months ended 30 September 2013 (audited)


Notes

Revenue (£)

Capital (£)

Total (£)

Unrealised gains on investments

7

-

5,900,080

5,900,080

Net realised gains on investments

7

-

1,093,304

1,093,304

Income

2

2,488,388

533,750

3,022,138

Investment adviser's fees

3

(321,777)

(965,335)

(1,287,112)

Investment advisers' performance fees

3

-

(106,778)

(106,778)

Other expenses


(412,241)

-

(412,241)


Profit on ordinary activities before taxation


1,754,370

6,455,021

8,209,391

Tax on profit on ordinary activities


(267,890)

267,890

-






Profit on ordinary activities after taxation


1,486,480

6,722,911

8,209,391






Basic and diluted earnings per ordinary share

5

2.98p

13.45p

16.43p

 

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 as stated above and at historical cost.

 

 

Unaudited Balance Sheet

as at 31 March 2014

 


Notes

31 March 2014

31 March 2013

30 September 2013

(unaudited)

(unaudited)

(audited)

£

£

£

Fixed Assets





Investments at fair value

7

41,722,380

32,385,848

34,020,237

Current assets





Debtors and prepayments


3,121,950

2,996,460

1,384,798

Current asset investments

8

19,836,805

17,787,414

22,799,201

Cash at bank


4,308,750

4,479,667

3,095,005



27,267,505

25,263,541

27,279,004






Creditors: amounts falling due





within one year


(1,203,938)

(967,381)

(830,369)

Net current assets


26,063,567

24,296,160

26,448,635






Net assets


67,785,947

56,682,008

60,468,872






Capital and reserves

9

579,281

501,495

530,882

Called up share capital

Share premium account


2,455,455

3,013,474

15,634,572

Capital redemption reserve


290,192

202,389

287,932

Revaluation reserve


10,114,522

4,548,616

8,902,232

Special reserve


30,928,203

24,975,739

13,193,594

Profit and loss account


23,418,294

23,440,295

21,919,660

Equity shareholders' funds


67,785,947

56,682,008

60,468,872






Basic and diluted net asset value:





Basic and diluted net asset value





per ordinary share

10

117.02p

113.03p

113.90p

 

The financial information for the six months ended 31 March 2014 and the six months ended 31 March 2013 has not been audited.

 

Unaudited Reconciliation of Movements in Shareholders' Funds

for the six months ended 31 March 2013

 



Six months ended

Six months ended

Year ended



31 March 2014

31 March 2013

30 September 2013



(unaudited)

(unaudited)

(audited)



£

£

£


Notes




Opening Shareholders' funds


60,468,872

50,551,985

50,551,985

Share capital bought back in the period

9

(228,381)

(495,903)

(9,898,671)

Share capital subscribed in the period

9

5,688,719

4,911,846

17,647,874

Expenses incurred in respect of the Enhanced Buyback Facility


-

(68,771)

-

Profit for the period


4,083,113

4,645,161

8,209,391

Dividends paid in period

6

(2,226,376)

(2,862,310)

(6,041,707)






Closing Shareholders' funds


67,785,947

56,682,008

60,468,872






 

Unaudited Cash Flow Statement

for the six months ended 31 March 2014

 



Six months ended

Six months ended

Year ended



31 March 2014

31 March 2013

30 September 2013



(unaudited)

(unaudited)

(audited)



£

£

£


Notes




Operating activities





Investment income received


1,567,329

1,467,634

2,747,369

Investment Adviser's fees paid


(730,706)

(627,190)

(1,287,112)

Investment Advisers' performance fees paid


(59,672)

(3,050,234)

(3,050,234)

Other income


-

-

469

Other cash payments


(291,392)

(113,612)

(310,007)

Net cash inflow/ (outflow) from operating activities 

485,559

(2,323,402)

(1,899,515)






Investing activities





Acquisitions of investments

7

(7,141,220)

(1,413,802)

(2,788,442)

Disposals of investments

7

3,865,570

4,761,617

6,559,171

Net cash (outflow)/ inflow from investing activities


(3,275,650)

3,347,815

3,770,729






Dividends





Equity dividends paid

6

(2,218,578)

(2,862,310)

(6,049,507)






Cash outflow before management of liquid resources and financing


(5,008,669)

(1,837,897)

(4,178,293)






Management of liquid resources





Increase in current investments


2,962,396

(263,974)

(5,275,761)






Financing





Shares issued as part of Linked Offer for Subscription and Dividend Investment Scheme

3,488,399

2,165,648

8,802,776

Shares issued as part of Enhanced Buyback Facility

-

-

250,000

Shares bought back as part of Enhanced Buyback Facility




(including expenses)

-

-

(394,360)

Purchase of own shares


(228,381)

(445,550)

(970,797)

Cash inflow from financing


3,260,018

1,720,098

7,687,619






Increase/(decrease) in cash for the period

1,213,745

(381,773)

(1,766,435)

 

 

Reconciliation of profit on ordinary activities before taxation to net cash inflow/(outflow) from operating activities for the six months ended 31 March 2014

 


Six months ended

Six months ended

Year ended


31 March 2014

31 March 2013

30 September 2013


£

£

£

Profit on ordinary activities before taxation

4,083,113

4,645,161

8,209,391

Net unrealised gains on investments

(3,376,292)

(3,009,086)

(5,900,080)

Net gains on realisations of investments

(552,484)

(1,037,994)

(1,093,304)

Increase in debtors

(34,549)

(41,595)

(241,315)

(Decrease)/increase in creditors

365,771

(2,879,888)

(2,874,207)





Net cash inflow/(outflow) from operating  activities

485,559

(2,323,402)

(1,899,515)





 

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 March 2014 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 30 September 2013 and the 2009 Statement of Recommended Practice, 'Financial Statements of Investment Trust Companies and Venture Capital Trusts' ("the SORP") issued by the Association of Investment Companies. The financial statements are prepared under the historical cost convention except for the revaluation of certain investments.

 



 


The Half-Year Report has not been audited, nor has it been reviewed by the auditor pursuant to the Financial Reporting Council's (FRC'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

 


Investments are accounted for on a trade date basis.

 



 


All investments held by the Company are classified as "fair value through profit and loss", and valued in accordance with the International Private Equity and Venture Capital Valuation ("IPEVCV") guidelines, as updated in September 2009. This classification is followed 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.

 



 


For investments actively traded in organised financial markets, fair value is generally determined by reference to Stock Exchange market quoted bid prices at the close of business on the balance sheet date. 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.

 



 


Unquoted investments are stated at fair value by the Directors in accordance with the following rules, which are consistent with the IPEVCV guidelines:

 



 


All investments are held at the price of a recent investment for an appropriate period where there is considered to have been no change in fair value. Where such a basis is no longer considered appropriate, the following factors will be considered:

 



 


(i)  Where a value is indicated by a material arms-length transaction by an independent third party in the shares of a company, this value will be used.

 

 


(ii) In the absence of  i), and depending upon both the subsequent trading performance and investment structure of an investee company, the valuation basis will usually move to either:-

 



 


a) an earnings multiple basis. The shares may be valued by applying a suitable price-earnings ratio to that company's historic, current or forecast post-tax earnings before interest and amortisation (the ratio used being based on a comparable sector but the resulting value being adjusted to reflect points of difference identified by the Investment Manager compared to the sector including, inter alia, a lack of marketability).

 



 


or:-

 



 


b) where a company's underperformance against plan indicates a diminution in the value of the investment, provision against cost  is made, as appropriate. Where the value of an investment has fallen permanently below cost, the loss is treated as a permanent impairment and as a realised loss, even though the investment is still held. The Board assesses the portfolio for such investments and, after agreement with the Investment Adviser, will agree the values that represent the extent to which an investment has become realised. This is based upon an assessment of objective evidence of that investment's future prospects, to determine whether there is potential for the investment to recover in value.

 



 


(iii)  Premiums on loan stock investments are accrued at fair value when the Company receives the right to the premium and when considered recoverable.

 



 


(vi)  Where an earnings multiple or cost less impairment basis is not appropriate and overriding factors apply, discounted cash flow or net asset valuation bases may be applied.

 






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 March 2014

31 March 2013

30 September 2013



(unaudited)

(unaudited)

(audited)



Total

Total

Total



£

£

£


Income





- from equities - revenue

368,765

147,002

813,927


- from equities - capital

-

533,750

-


- from OEIC funds

23,473

25,199

48,954


- from loan stock

1,052,637

720,993

1,929,482


- from bank deposits

86,076

94,871

229,306


- from interest on preference shares

12,668

-

-


- from other income

-

-

469


Total Income

1,543,619

1,521,815

3,022,138

 

3.

Investment Adviser's fees and performance fees








Six months ended 31 March 2014

Six months ended 31 March 2013

Year ended

30 September 2013



(unaudited)

(unaudited)

(audited)




Total


Total


Total




£


£


£




















£


£


£


Allocated to revenue return:








Investment Adviser's fee


169,926


156,797


321,777










Allocated to capital return:








Investment Adviser's fee


509,779


965,335









Investment Advisers' performance fees

515,860


106,778


106,778


















Total


1,195,565


733,968


1,393,890










Investment Adviser's fee


679,705


627,190


1,287,112


Investment Advisers' performance fees

515,860


106,778


106,778










Total


1,195,565


733,968


1,393,890

 

The Directors have charged 75% of the fees payable under the investment adviser's agreement, and 100% of the amounts payable under the Incentive Agreement, to the capital reserve. The Directors believe it is appropriate to charge the incentive fee wholly against the capital return, as any fee payable depends on capital performance, as explained below.

 

Under a Deed of Termination and Variation relating to Performance Incentive Agreements dated 29 March 2010, the Investment Adviser's Incentive Agreement for the former 'O' Share Fund has been continued while the Incentive Agreement relating to the former fund of ordinary shares raised in 2007/08 ("the 'S' Share Fund") has been terminated. Under the terms of the pre-merger 'O' Share Fund Incentive Agreement, each of the ongoing Investment Adviser, Mobeus Equity Partners LLP and a former Investment Adviser, Foresight Group LLP ("Foresight") are entitled to a performance fee equal to 20% of the excess of the value of any realisation of an investment made after 30 June 2007, over the value of that investment in an Investment Adviser's portfolio at that date ("the Embedded Value"), which value is itself uplifted at the rate of 6% per annum subject to a High Watermark test.

 

However, two amendments were made to this agreement for Mobeus, the ongoing Investment Adviser. Firstly, the High Watermark was increased by £811,430, being the 'S' Share Fund's shortfall in total net assets from net asset value of £1 per 'S' Share, at 31 December 2009. Secondly, only 70% of any new investment made by Mobeus after the Merger will be added to the calculation of the Embedded Value, the value of the Investment Adviser's portfolio and the value of any realisations, for the purposes of assessing any excess.

 

Under the above agreements, each of the ongoing Investment Adviser, Mobeus and a former Investment Adviser, Foresight have been paid an aggregate performance incentive fee of £59,672 on the ex-Foresight portfolio in respect of the year ended 30 September 2013, with £67,733 having been accrued at that date. On the Mobeus portfolio only, £491,811 was accrued at 30 September 2012 and remains payable at 31 March 2014.

For the year ended 30 September 2014, performance incentive fees of £490,561 have been accrued in respect of the ex-Foresight portfolio, to be shared between Mobeus and the ex-Adviser, Foresight.  On the Mobeus portfolio, £33,358 has been accrued for the period to 31 March 2014.    

 

Under the terms of a Linked Offer for Subscription launched on 28 November 2013, Mobeus will be entitled to fees of 3.25% of the investment amount received from investors. The sum earned to 31 March 2014 is £990,753, across all four VCTs involved in the Offer, out of which all costs of the Offer are being met. Based upon a fully subscribed Offer of £34 million, the fee would be £1,105,000, out of which again, all costs of the Offer will be met.

 

4.      Taxation

         There is no tax charge for the period as the Company has incurred tax losses, as its expenses exceed its income.

 

5.      Basic and diluted earnings and return per share

 



Six months

Six months

Year

ended

ended

ended

31 March 2014

31 March 2013

30 September 2013



£

£

£

 i)

Total earnings after taxation:

4,083,113

4,645,161

8,209,391


Basic earnings per share

7.57 p

9.92p

16.43p






 ii)

Net revenue from ordinary activities





after taxation

1,005,566

526,881

1,486,480


Basic revenue return per share

1.87p

1.12p

2.98p







Net unrealised capital gains

3,376,292

3,009,086

5,900,080


Net realised capital gains

552,484

1,037,994

1,093,304


Capital dividend

-

533,750

533,750


Capital expenses (net of taxation)

(335,369)

(355,772)

(697,445)


Investment Advisers' performance fees

(515,860)

(106,778)

(106,778)







Total capital return

3,077,547

4,118,280

6,722,911

 iii)

Basic capital return per share

5.70p

8.80p

13.45p






 iv)

Weighted average number of shares





in issue in the period

53,909,991

46,836,111

49,959,629

 

Other than the performance related incentive, there are no instruments in place that will increase the number of shares in issue in future. If shares are issued, no dilution of earnings per share will occur, as the estimated incentive fee payable has been charged in these accounts.

 

6.      Dividends

 


Six months

Six months

Year

ended

Ended

ended

31 March 2014

31 March 2013

30 September 2013


£

£

£





Ordinary shares




Interim paid of nil (2013 : 3p capital and 3p income) pence per share

-

2,862,310

2,862,310





Interim paid of nil (2013 : 5p capital and 1p income) pence per share

-

-

3,197,397





Final paid of 2.75 capital and 1.25 income

(2013 : nil) pence per share

2,226,376

-

-






2,226,376*

2,862,310*

6,059,707*

 

* Of this amount £277,780 (31 March 2013: £333,740; 30 September 2013: £710,241) of new shares were issued as part of the Company's Dividend Investment Scheme.

 

The figure in the Cash Flow Statement of £2,218,578 differs by £7,798 from that shown above, being a recovery of dividends paid on shares bought back.

 

7.      Summary of movement on investments during the period

 


Traded on

Unquoted

Preference

Qualifying

Total


AiM

ordinary

shares

loans




shares





£

£

£

£

£

Valuation at 1 October 2013

1,979,124

11,416,576

34,963

20,589,574

34,020,237







Purchases at cost

30

1,665,628

-

5,473,279

7,138,937

Sales - proceeds

(2,042)

(3,093,931)

-

(770,019)

(3,865,992)

           - realised gains

2,042

529,860

-

21,004

552,906

Reclassification at valuation

-

(133,100)

1,838

131,262

-

Unrealised gains/(losses)

261,658

2,713,903

(175)

900,906

3,876,292







Valuation at 31 March 2014

2,240,812

13,098,936

36,626

26,346,006

41,722,380







Book cost at 31 March 2014

1,333,907

11,728,243

52,156

24,671,209

37,785,515







Unrealised (losses)/gains at 31 March 2014

906,905

6,615,847

(15,530)

1,674,797

9,182,019







Permanent impairment of valuation of investments

-

(5,245,154)

-

-

(5,245,154)







Valuation at 31 March 2014

2,240,812

13,098,936

36,626

26,346,006

41,722,380







Gains on investments






Realised (losses)/ gains based on historical cost

(2,958)

2,528,775

-

191,091

2,716,908







Less amounts recognised as unrealised (gains)/losses in previous years

5,000

(1,998,915)

-

(170,087)

(2,164,002)







Realised gains based on carrying value at 31 March 2014

2,042

529,860

-

21,004

552,906







Net movement in unrealised gains/(losses) in the period

261,658

2,713,903

(175)

900,906

3,876,292







Gains/(losses) on investments for the period ended 31 March 2014

263,700

3,243,763

(175)

921,910

4,429,198

 

Transaction costs of £422 were incurred in the period and are treated as realised gains on investments in the Income Statement. Deducting these from realised gains above gives £552,484 of gains as shown in the Income Statement.

Proceeds above of £3,865,992 differ from the Cash Flow Statement figure of £3,865,570 by transaction costs of £422. Purchases of investments above of £7,138,937 differ from the Cash Flow Statement figure of £7,141,220 by £2,283 relating to investments not completed by the period-end

 

Unrealised gains above of £3,876,292 differ from that shown in the Income Statement of £3,376,292. This is due to the estimated fair value of contingent consideration, recognised in the Balance Sheet   at 30 September 2013 of £889,000. Of this sum £492,479 was received in the period (of which £500,000 had been accrued) and so has now been recognised as a realised gain. The remaining deferred consideration of £389,000 also explains part of the total difference of £932,503 between unrealised gains as at 31 March 2014 above of £9,182,019 and that shown in note 9 of £10,114,522. The remaining £543,503 relates to the current balance of proceeds received as part of the secondary buyout of DiGiCo Europe Limited in December 2011 in the form of loan stock that is still being held at 31 March 2014.

 

8.

Current asset investments

 









31 March 2014

31 March 2013

30 September 2013



£

£

£


Monies held pending investment

19,836,805

17,787,414

22,799,201

 

Current asset investments comprise investments of £12,793,416 (31 March 2013: £12,787,414; 30 September 2013: £12,790,694) in five OEIC money market funds (four Dublin based and one London based) subject to immediate access, and £7,043,389 (31 March 2013: £5,000,000; 30 September 2013: £10,008,507) in four (31 March 2013: 2, 30 September 2013: 6) bank deposits, repayable within one year. These sums are regarded as monies held pending investment.

 

9.      Capital and reserves for the six months ended 31 March 2014


Called up share capital

Share premium account

Capital redemption reserve

Revaluation reserve

Special reserve

Profit and loss account

Total


£

£

£

£

£

£

£

At 1 October 2013

530,882

15,634,572

287,932

8,902,232

13,193,594

21,919,660

60,468,872









Shares bought back

(2,260)

-

2,260

-

(228,381)

-

(228,381)









Shares issued (note a)

47,872

5,363,066

-

-

-

-

5,410,938









Dividends re-invested into new shares issued

2,787

274,994

-

-

-

-

277,781









Dividends paid

-

-

-

-

-

(2,226,376)

(2,226,376)









Loss transferred between reserves

-

-

-

-

(854,187)

854,187

-









Other expenses net of taxation

-

-

-

-

-

(851,229)

(851,229)









Net unrealised gains on investments

-

-

-

3,376,292

-

-

3,376,292









Net realised gains on investments

-

-

-

-

-

552,484

552,484









Cancellation of share premium account (note b)

-

(18,817,177)

-

-

18,817,177

-

-









Realisation of previously unrealised gains

-

-

-

(2,164,002)

-

2,164,002

-









Profit for the period

-

-

-

-

-

1,005,566

1,005,566









At 31 March 2014

579,281

2,455,455

290,192

10,114,522

30,928,203

23,418,294

67,785,947

 

Note a: Shares issued as part of the Linked Offer for Subscription and Dividend Investment Scheme per the Cash Flow Statement of £3,488,399 differs to that shown as shares issued above of £5,410,938 by £1,922,539. This is due to £277,781 of shares allotted under the Company's Dividend Investment Scheme shown separately above and also to £2,200,320 of net funds due to the Company arising from shares allotted on 31 March 2014, which was a debtor at the period-end.

 

Note b: The cancellation of £18,817,177 from the share premium account (as approved at the General Meeting held on 22 February 2013 and by the order of the Court dated 12 March 2014) has increased the Company's special distributable reserve. The purpose of this reserve is to fund market purchases of the Company's own shares, and to write off existing and future losses and for any other corporate purpose.

 

10.    Net asset value per share

 


as at

as at

as at

31 March 2014

31 March 2013

30 September 2013

Net assets

£67,785,947

£56,682,008

£60,468,872

Number of shares in issue

57,928,126

50,149,478

53,088,219

Net asset value per share - basic and diluted

117.02p

113.03p

113.90p

 

Diluted NAV per share assumes that the Investment Adviser's incentive fee is satisfied by the issue of additional shares. If shares are issued, no dilution of NAV per share will occur, as the estimated incentive fee payable is already held as a creditor in these accounts.

 

11.    Post balance sheet events

          On 3 April 2014, 661,852 ordinary shares were allotted at an average effective price of 116.17 pence per share raising net funds of £733,248. On 4 April 2014, 1,138,164 ordinary shares were allotted at an average effective price of 115.45 pence per share raising net funds of £1,260,892.

 

12.   Statutory Information

          The financial information for the six months ended 31 March 2014 and the six months ended 31 March 2013 has not been audited.

 

         The financial information contained in this Half-Year report does not constitute statutory accounts as defined in Section 434 of the Companies Act 2006. The financial statements for the year ended 30 September 2013 have been filed with the Registrar of Companies. The auditor has 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.    Half-Year Report

           Copies of this statement are being sent to all shareholders. Further copies are available free of charge from the Company's registered office, 30 Haymarket, London SW1Y 4EX, or can be downloaded via the Company's website at www.incomeandgrowthvct.co.uk.


This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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