ADC Zeros 2010 plc

Half Yearly Report

RNS Number : 1798M
ADC Zeros 2010 plc
23 January 2009
 



ADC ZEROS 2010 PLC

HALF-YEARLY FINANCIAL REPORT FOR THE SIX MONTHS ENDED 30 NOVEMBER 2008


The following is the unaudited Interim Board Report for the six months ended 30 November 2008.


Interim Board Report


The investment objective of ADC Zeros 2010 PLC is to maintain a level of assets to cover the entitlement of the ZDP 2010 shares at all times. Subject to there being sufficient assets after deductions are made, any shortfall in assets will be covered under the subscription agreement with the Company's parent undertaking, Aberdeen Development Capital PLC.


The following is the unaudited Interim Board Report for the six months ended 30 November 2008.


During the period a total of 366,032 Zero dividend preference shares were purchased for cancellation at a cost of £142,381 and at a weighted average discount to prevailing net asset value of 33.3%. The Board will continue to consider repurchasing ZDP shares where favourable opportunities exist.


A second return of capital to ZDP 2010 Shareholders of 15 pence per share was made on 14 November 2008, bringing the total returned to date to Shareholders to 66 pence per share. The Board will look to make further returns of capital to Shareholders subject to sufficient levels of available cash within the Group.



30 November 2008


£m

Total assets less current liabilities (Group)

13.10

Less prior ranking liabilities:


ZDP 2010 shares

(4.10)

ZDP 2012 shares

(4.10)

Cover

4.90


Responsibility Statement


We confirm to the best of our knowledge:


a) the condensed set of financial statements has been prepared in accordance with IAS 34;

b) the interim management report includes a fair review of the information required by DTR 4.2.7R (indication of important events during the first six months and description of principal risks and uncertainties for the remaining six months of the year); and

c) the interim management report includes a fair view of the information required by DTR 4.2.8R (disclosure of related party related party transactions and changes therein).


John Milligan

Chairman

23 January 2009






Income Statement 

 
Six months ended
Six months ended
Year ended
 
30 November 2008
(unaudited)
30 November 2007
(unaudited)
31 May 2008
(audited)
 
£’000
£’000
£’000
Interest income
4
6
10
Total revenue
4
6
10
Loan interest
85
317
441
Gains/(losses) on held-at-fair-value
investments
 
-
 
-
 
-
 
89
323
451
Expenses
 
 
 
Management fees
-
-
-
Other operating expenses
(1)
-
(1)
Profit before finance costs and taxation
88
323
450
Finance costs
 
 
 
Zero dividend preference shares
(85)
(317)
(441)
Profit before taxation
3
6
9
Taxation
(4)
(25)
(75)
Loss after taxation
(1)
(19)
(66)
Earnings per Ordinary share – basic
(pence)
 
(0.86)
 
(20.35)
 
(62.85)

 

All income is attributable to the equity holders of ADC Zeros 2010 PLC. There are no minority interests.

All items in the above statement derive from continuing operations.


 



Balance Sheet 

 
At
30 November 2008
At
30 November 2007
At
31 May 2008
 
(unaudited)
£’000
 (unaudited)
£’000
(audited)
£’000
 
 
 
 
Non-current assets
 
 
 
Held-at-fair-value investments
-
-
-
 
 
 
 
Current assets
 
 
 
Cash and cash equivalents
288
333
285
Trade and other receivables
4,095
5,726
5,307
 
4,383
6,059
5,592
 
 
 
 
Current liabilities
 
 
 
Other payables
(253)
(250)
(249)
Net current assets
4,130
5,809
5,343
Total assets less current liabilities
4,130
5,809
5,343
 
 
 
 
Non-current liabilities
 
 
 
Zero dividend preference shares
(4,095)
(5,726)
(5,307)
Total net assets
35
83
36
 
 
 
 
Equity
 
 
 
Called up Ordinary share capital
117
117
117
Revenue reserve
(82)
(34)
(81)
Total shareholders’ funds
35
83
36
 
 
 
 
Equity shareholders’ funds
35
83
36
 
 
 
 
Net asset value per share (pence)
 
 
 
ZDP 2010
54.66
65.44
67.54
Ordinary
30.00
71.14
30.86





Statement of Changes in Equity 


 
 
 
 
 
Share
Revenue
 
For the six months ended 30 November 2008
Capital
reserve
Total
(unaudited)
£’000
£’000
£’000
Net assets at 31 May 2008
117
(81)
36
Net loss on ordinary activities after taxation
-
(1)
(1)
Net assets at 30 November 2008
117
(82)
35



 
 
 
 
 
Share
Revenue
 
For the six months ended 30 November 2007
capital
reserve
Total
(unaudited)
£’000
£’000
£’000
Net assets at 31 May 2007
50
(15)
35
Proceeds from parent company
67
-
67
Net loss on ordinary activities after taxation
-
(19)
(19)
Net assets at 30 November 2007
117
(34)
83


 
 
 
 
 
Share
Revenue
 
For the year ended 31 May 2008
Capital
reserve
Total
(audited)
£’000
£’000
£’000
Net assets at 31 May 2007
50
(15)
35
Proceeds from parent company
67
-
67
Net loss on ordinary activities after taxation
-
(66)
(66)
Net assets at 31 May 2008
117
(81)
36




Cash Flow Statement

 
Six months ended
30 November 2008
(unaudited)
Six months ended
30 November 2007
(unaudited)
Year ended
31 May 2008
(audited)
 
£’000
£’000
£’000
Operating activities
 
 
 
Profit before tax
3
6
9
ZDP shares finance cost
85
317
441
Decrease in other receivables
1,212
4,145
4,567
Increase in other payables
-
-
2
Net cash inflow from operating activities
1,300
4,468
5,019
 
 
 
 
Corporation tax paid
-
-
(53)
 
 
 
 
Financing activities
 
 
 
Equity shares issued
-
67
67
Return of capital to ZDP holders by
parent company
(1,154)
(4,462)
(4,462)
Repurchase of ZDP shares by parent
company
(143)
-
(546)
Net cash outflow from financing activities
(1,297)
(4,395)
(4,941)
 
 
 
 
Net increase in cash and cash equivalents
3
73
25
Cash and cash equivalents at start of period
285
260
260
Cash and cash equivalents at end of period
288
333
285





Notes to the Financial Statements (unaudited)

1.       Principal activities
The principal activity of the Company is that of an investment company within the meaning of Section 266 of the Companies Act 1988.
 
2.       Accounting policies
The financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS). The Company financial statements have been prepared in accordance with IFRS as adopted by the European Union and as applied in accordance with the provisions of the Companies Act 1985. The principal accounting policies adopted by the Company are set out below.


(a)    Basis of accounting
The accounting policies which follow set out those policies which apply in preparing the financial statements for the period 1 June 2007 to 31 May 2008.
 
The financial statements are presented in Sterling, which is the currency of the primary environment in which it operates. All values are rounded to the nearest thousand pounds (£’000) except when otherwise indicated.
 
(b)    Valuation of investments
Investments are held at cost through the Income Statement.
 
For financial assets acquired, the cost is the fair value of the consideration. Subsequent to initial recognition, all listed investments are measured at their quoted bid prices without deduction for the estimated future selling costs.
 
Unlisted investments are valued by the Directors at fair value having regard to the International Private Equity and Venture Capital Guidelines. They are valued at cost unless subsequent financings or other circumstances indicate a different valuation is appropriate. When a valuation is undertaken consideration is given to the most recent information available, including the latest trading figures, performance against forecast, management’s view of prospects and the price of any transactions in the security.
 
Realisable value in the short term could differ materially from the amount which investments are included in the accounts.
 
(c)    Movements in fair value
Changes in the fair value of all held-at-fair-value assets are taken to the Income Statement.
 
On disposal, realised gains and losses are also recognised in the Income Statement.
 
(d)    Income
Dividends receivable on equity shares are brought into account on the ex-dividend date. Dividends receivable on equity shares where no ex-dividend date is quoted are brought into account when the Company’s right to receive the payment is established. Fixed returns on non-equity shares are recognised on a time apportioned basis so as to reflect the effective yield on shares. Other returns on non-equity shares are recognised when the right to the return is established.
 
The fixed return on a debt security is recognised on a time apportioned basis so as to reflect the effective yield on the debt security. Where the Company has elected to receive its dividends in the form of additional shares rather than in cash, then the amount of cash dividend is recognised as income. Any excess in value of the shares received over the amounts of the cash is recognised in capital reserves.
 
(e)     Expenses and interest payable
All expenses are accounted for on an accruals basis. Remuneration of the Company’s auditors is borne by the Company’s parent.
 
(f)      Taxation
The charge for taxation is based on the taxable profits for the period. Deferred taxation is accounted for using the balance sheet liability method. Deferred tax liabilities are recognised for all taxable temporary differences. Deferred tax assets are recognised to the extent it is probable that taxable profits will be available against which is deductible temporary differences can be utilised.
 
(g)    Dividends payable
Dividends are recognised from the date on which they are declared ex-dividend.
 
(h)     Cash and cash equivalents
Cash comprises cash in hand and demand deposits. Cash equivalents are short-term, highly liquid investments that are readily convertible to known amounts of cash and that are subject to insignificant risk of changes in value.
 
(i)       Foreign currency translation
Transactions involving foreign currencies are converted at the rate ruling at the date of the transaction.
 
Foreign currency monetary assets and liabilities are translated into Sterling at the rate ruling on the Balance Sheet date. Foreign exchange differences arising on translation are recognised in the Income Statement.
 
(j)      Zero dividend preference shares
Zero dividend preference shares are treated as a liability of the Company, calculated on the effective yield basis.



 

3.         Income
The breakdown of income was as follows:-
 
30 November 2008
30 November 2007
31 May 2008
Income from investments
£’000
£’000
£’000
UK unfranked investment income
-
-
-
 
-
-
-
Other income
 
 
 
Deposit income
4
6
10
 
4
6
10




4.    Earnings per Ordinary share and net asset value per share


 
Six months ended
30 November 2008
Six months ended
30 November 2007
Year ended
31 May 2008
Net revenue attributable to Ordinary shareholders
£(1,000)
£(19,000)
£(66,000)
Equity shareholders’ funds
£35,000
£83,000
£36,000
ZDP shareholders’ entitlement
£4,095,000
£5,726,000
£5,307,000
The weighted number of Ordinary shares in issue at the end of the period on which earnings was calculated was:
 
 
116,667
 
 
93,351
 
 
105,009
The number of Ordinary shares in issue at the end of the period on which net asset value was calculated was:
 
 
116,667
 
 
116,667
 
 
116,667
The number of Zero dividend preference shares in issue at the end of the period on which net asset value was calculated was:
 
 
7,491,110
 
 
8,750,000
 
 
7,857,142
Revenue earnings per Ordinary share
(0.86)p
(20.35)p
(62.85)p
Net asset value per Ordinary share
30.00p
71.14p
30.86p
Net asset value per Zero dividend preference share
54.66p
65.44p
67.54p



5.        The financial information in this report comprises non-statutory accounts as defined in Section 434-436 of the Companies Act 2006. The financial information for the year ended 31 May 2008 has been extracted from published from accounts that have been delivered to the Registrar of Companies and on which the report of the auditors was unqualified under Section 235 of the Companies Act 1985. The interim accounts have been prepared using the same accounting policies as the preceding annual accounts.


6.        This Half-Yearly Report was approved by the Board on 23 January 2009.
 



 


 


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