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Albion Dev VCT (AADV)

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Thursday 31 August, 2017

Albion Dev VCT

Albion Development VCT PLC: Half-yearly report

Albion Development VCT PLC: Half-yearly report

Albion Development VCT PLC

LEI Code 213800FDDMBD9QLHLB38

As required by the UK Listing Authority's Disclosure and Transparency Rule 4.2, Albion Development VCT PLC today makes public its information relating to the Half-yearly Financial Report (which is unaudited) for the six months to 30 June 2017. This announcement was approved by the Board of Directors on 31 August 2017.

The full Half-yearly Financial Report (which is unaudited) for the period to 30 June 2017 will shortly be sent to shareholders. Copies of the full Half-yearly Financial Report will be shown via the Albion Capital Group LLP website by clicking www.albion.capital/funds/AADV/30Jun2017.pdf.

Investment objective and policy

Albion Development VCT PLC's (the "Company's") investment policy is intended to provide investors with a regular and predictable source of dividend income combined with the prospects of long term capital growth. This is achieved by establishing a diversified portfolio of holdings in smaller, unquoted companies.  It is intended that this will be achieved as follows:

  • Through investment in a number of higher risk companies with greater growth prospects in sectors such as software and computer services, and medical technology. Against this is a balanced portfolio of more stable investments that provide a strong income stream.
  • In neither category do portfolio companies normally have any external borrowings with a prior charge ranking ahead of the Company.
  • Up to two-thirds of qualifying investments by cost comprise loan stock secured with a first charge on the portfolio company's assets.

In this way, risk is spread by investing in a number of different businesses within venture capital trust qualifying industry sectors using a mixture of securities. The maximum amount which the Company will invest in a single company is 15 per cent. of the Company's assets at cost, thus ensuring a spread of investment risk. The value of an individual investment may increase over time as a result of trading progress and it is possible that it may grow in value to a point where it represents a significantly higher proportion of total assets prior to a realisation opportunity being available.

Under its Articles of Association, the Company's maximum exposure in relation to gearing is restricted to 10 per cent. of its adjusted share capital and reserves.

Background to the Company

The Company is a venture capital trust which raised a total of £33.3 million through the issue of shares between 1999 and 2004. The C shares merged with the Ordinary shares in 2007.

A further £6.3 million was raised through an issue of new D shares in 2009/2010. The D shares converted to Ordinary shares on 31 March 2015 on the basis of their respective audited net asset value per share at 31 December 2014, in line with the original prospectus. Accordingly, D shareholders received 1.4975 Ordinary shares for each D share they owned.

An additional £23.8 million has been raised for the Ordinary shares through the Albion VCTs Top Up Offers since 2011. The funds raised will be invested in accordance with the Company's existing investment policy.

Financial calendar

Record date for second dividend for the year  8 September 2017
   
Payment date for second dividend for the year  29 September 2017
   
Financial year end  31 December

Financial highlights

Ordinary sharesUnaudited six months ended
30 June 2017
(pence per share)
Unaudited six months ended
30 June 2016
(pence per share)
 Audited year ended
31 December 2016
(pence per share)
Dividends paid 2.0 2.5 5.0
Total return 2.7 0.7 4.7
Net asset value 71.3 69.3 70.7

 Ordinary
shares (pence
per share)
(ii)
C shares
(pence per
share)
(ii) (iv)
D shares
(pence per
share)
(ii) (v)
Total shareholder return to 30 June 2017      
Total dividends paid during the period ended:      
  31 December 1999(i) 1.0 - -
  31 December 2000 2.9 - -
  31 December 2001 3.9 - -
  31 December 2002 4.2 - -
  31 December 2003(iii) 4.5 0.7 -
  31 December 2004 4.0 2.0 -
  31 December 2005 5.2 5.9 -
  31 December 2006 3.0 4.5 -
  31 December 2007 5.0 5.3 -
  31 December 2008 12.0 12.8 -
  31 December 2009 4.0 4.3 -
  31 December 2010 8.0 8.6 1.0
  31 December 2011 5.0 5.4 2.5
  31 December 2012 5.0 5.4 3.5
  31 December 2013 5.0 5.4 5.0
  31 December 2014 5.0 5.4 5.0
  31 December 2015 5.0 5.4 7.5
  31 December 2016 5.0 5.4 7.5
  30 June 2017 2.0 2.1 3.0
Total dividends paid to 30 June 201789.878.635.0
Net asset value as at 30 June 2017 71.3 76.4 106.8
 

Total shareholder return to 30 June 2017
161.1155.0141.8

The Directors have declared a second dividend of 2.0 pence per Ordinary share payable on 29 September 2017 to shareholders on the register on 8 September 2017.

Notes
(i) Assuming subscription for Ordinary shares by the First Closing on 26 January 1999.
(ii) Excludes tax benefits upon subscription.
(iii) Those subscribing for C shares after 30 June 2003 were not entitled to the interim dividend.
(iv) The C shares were converted into Ordinary shares on 31 March 2007, with a conversion ratio of 1.0715 Ordinary shares for each C share. The net asset value per share and all dividends paid subsequent to the conversion of the C shares to the Ordinary shares are multiplied by the conversion factor of 1.0715 in respect of the C shares return, in order to give an accurate picture of the shareholder value since launch relating to the C shares.
(v) The D shares were converted into Ordinary shares on 31 March 2015, with a conversion ratio of 1.4975 Ordinary shares for each D share. The net asset value per share and all dividends paid subsequent to the conversion of the D shares to the Ordinary shares are multiplied by the conversion factor of 1.4975 in respect of the D shares return, in order to give an accurate picture of the shareholder value since launch relating to the D shares.

Interim management report

Introduction
The results for Albion Development VCT PLC for the six months to 30 June 2017 showed a total return of 2.7 pence per share compared to a total return of 0.7 pence per share for the same period in the previous year. Net asset value at 30 June 2017 was 71.3 pence per share.

Investment performance and progress
The results for the six months to 30 June 2017 were a sharp improvement on the interim period for 2016, mainly as a result of write-ups in Egress Software Technologies and Grapeshot. Both of these companies continue to show strong growth, with the latter now having moved into profitability.

£2.3 million was invested into new and existing portfolio companies, with new investments comprising £1 million into MPP Global Solutions (a cloud subscription platform), £315,000 into Quantexa (analytics for crime detection), £273,000 into G.Network Communications (fibre optic broadband services in central London), and £110,000 into Locum's Nest (digital access for NHS locum doctors). In addition, investment disposals included Masters Pharmaceuticals, AMS Sciences and Blackbay, while the business and assets of The Weybridge Club were also sold.

Investment portfolio by sector
Set out at the bottom of this announcement is the sector diversification of the portfolio of investments as at 30 June 2017.

Risks and uncertainties
The withdrawal of the UK from the European Union is having an uncertain effect on consumer and business confidence, and it would be wise to prepare for a renewed economic slowdown in the UK.  Meanwhile, global growth is muted and some countries are close to recession.  Overall investment risk, however, is mitigated through a variety of processes, including our policies of ensuring that the Company has a first charge over portfolio companies' assets wherever possible and second of aiming to achieve balance in the portfolio through the inclusion of sectors that are less exposed to the business and consumer cycles.

Other principal risks and uncertainties are detailed in note 13 below.

Share buy-backs
It remains the Board's primary objective to maintain sufficient resources for investment in existing and new portfolio companies and for the continued payment of dividends to shareholders. Thereafter, it is still the Board's policy to buy back shares in the market, subject to the overall constraint that such purchases are in the Company's interest. 

It is the Board's intention for such buy-backs to be in the region of a 5 per cent. discount to net asset value, so far as market conditions and liquidity permit.

Albion VCTs Top Up Offers
The Company was pleased to announce on 30 January 2017 that it had reached its £4m limit under the Albion VCTs Prospectus Top Up Offers 2016/2017 which was fully subscribed and closed.

The proceeds of the Offer are being used to provide further resources to the Company at a time when a number of attractive new investment opportunities are being seen.

The Company announced on 14 June 2017 that, subject to regulatory approval, it intends to launch a prospectus top up offer of new ordinary shares for subscription. Full details of the Offer will be contained in a prospectus that is expected to be published in early September 2017 and will be available on the Albion Capital website (www.albion.capital).

Transactions with the Manager
Details of the transactions that took place with the Manager in the period can be found in note 5. Details of related party transactions can be found in note 11.

Board composition
After 18 years on the Board, Jonathan Thornton will be retiring at the start of November. I would like to thank him hugely for his contribution and counsel over many years. The Board's policy on the recruitment of new Directors is to attract a range of backgrounds, skills and experience. We expect to announce his replacement shortly.

Results, dividend and prospects
As at 30 June 2017, the net asset value per Ordinary share was 71.3 pence (30 June 2016: 69.3 pence; 31 December 2016: 70.7 pence).  In line with the revised dividend policy set out in the 31 December 2016 Annual Report and Financial Statements, the annual dividend target is now 4.0 pence per share. A first dividend of 2.0 pence per share was paid on 31 May 2017. The Directors have declared a second dividend of 2.0 pence per share payable on 29 September 2017, to shareholders on the register on 8 September 2017.

The Board is encouraged by the new investments being made and by the prospects in a number of portfolio companies. We look forward to the full year results with confidence.

Geoffrey Vero
Chairman
 31 August 2017

Responsibility statement

The Directors, Geoffrey Vero, Ben Larkin, Jonathan Thornton and Patrick Reeve, are responsible for the preparation of the Half-yearly Financial Report. In preparing these condensed Financial Statements for the period to 30 June 2017 we, the Directors of the Company, confirm that to the best of our knowledge:

(a) the condensed set of Financial Statements, which has been prepared in accordance with Financial Reporting Standard 104 "Interim Financial Reporting", give a true and fair view of the assets, liabilities, financial position and profit and loss of the Company as required by DTR 4.2.4R;

(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 review of the information required by DTR 4.2.8R (disclosure of related parties' transactions and changes therein).

This Half-yearly Financial Report has not been audited or reviewed by the Auditor.

By order of the Board

Geoffrey Vero
Chairman
 31 August 2017

Portfolio of investments

The following is a summary of investments as at 30 June 2017:

Asset-based investments% voting rightsCost
£'000
Cumulative movement in value
£'000
Value
£'000
Change in value for the period*
£'000
Radnor House School (Holdings) Limited 8.8 2,772 2,576 5,348 43
Chonais River Hydro Limited 4.6 1,705 360 2,065 3
The Street by Street Solar Programme Limited          
12.4 1,291 720 2,011 90
Regenerco Renewable Energy Limited          
11.9 1,204 470 1,674 14
Alto Prodotto Wind Limited 9.4 831 457 1,288 12
Earnside Energy Limited 6.8 1,089 174 1,263 (9)
Bravo Inns II Limited 6.7 1,080 179 1,259 50
Albion Investment Properties Limited 68.2 929 (75) 854 16
TWCL Limited (Previously The Weybridge Club Limited) 9.4 518 (18) 500 25
The Q Garden Company Limited 16.6 466 2 468 2
AVESI Limited 10.5 340 115 455 3
Dragon Hydro Limited 5.5 233 114 347 (5)
G.Network Communications Limited 6.1 273 - 273 -
MHS 1 Limited (Previously The Charnwood Pub Company Limited)          
3.3 231 - 231 -
Greenenerco Limited 4.0 138 70 208 (8)
Bravo Inns Limited 2.6 267 (84) 183 (2)
Premier Leisure (Suffolk) Limited 6.2 109 15 124 (6) 
Erin Solar Limited 4.3 120 (5) 115 (2)
Infinite Ventures (Goathill) Limited 0.8 32 5 37 2
Beddlestead Farm Limited 10.0 10 - 10 -
Total asset-based investments   13,6385,07518,713228
        
Growth investments% voting rightsCost
£'000
Cumulative movement in value
£'000
Value
£'000
Change in value for the period*
£'000
Egress Software Technologies Limited 6.1 610 1,794 2,404 648
Proveca Limited 11.8 1,084 1,252 2,336 50
Grapeshot Limited 3.9 806 876 1,682 637
Mirada Medical Limited 7.8 659 645 1,304 146
Hilson Moran Holdings Limited 8.0 231 996 1,227 142
MPP Global Solutions Limited 3.4 1,000 - 1,000 -
Relayware Limited 2.8 895 (10) 885 (7)
MyMeds&Me Limited 4.5 546 277 823 17
Aridhia Informatics Limited 6.0 976 (206) 770 109
Convertr Media Limited 6.3 583 - 583 -
OmPrompt Holdings Limited 7.3 682 (178) 504 (205)
DySIS Medical Limited 4.2 950 (502) 448 (62)
Process Systems Enterprise Limited 1.4 131 301 432 18
Black Swan Data Limited 1.2 370 - 370 -
Secured by Design Limited 2.2 330 - 330 (1)
Quantexa Limited 2.8 315 - 315 -
Panaseer Limited 2.8 248 64 312 65
Cisiv Limited 7.3 566 (275) 291 1
Abcodia Limited 4.7 604 (345) 259 -
Memsstar Limited 2.8 122 106 228 120
Oviva AG 2.1 159 - 159 (1)
Oxsensis Limited 1.4 224 (72) 152 54
Sandcroft Avenue Limited 1.7 150 (20) 130 -
Dickson Financial Services Limited 8.4 84 41 125 10
Locum's Nest Limited 2.4 110 - 110 -
InCrowd Sports Limited 1.6 72 - 72 -
CSS Group Limited 2.7 34 12 46 15
Elements Software Limited 0.6 3 (3) - -
Total growth investments 12,5444,75317,2971,756
Total unquoted fixed asset investments 26,1829,82836,0101,984
      
Quoted investments% voting rightsCost
£'000
Cumulative movement in value
£'000
Value
£'000
Change in value for the period*
£'000
Mi-Pay Group PLC 3.5 823 (646) 177 (118)
ComOps Limited 0.2 11 (3) 8 (1)
Total quoted investments   834(649)185(119)
      
Total fixed asset investments   27,0169,17936,1951,865
 

* as adjusted for additions and disposals during the period; including realised gains/(losses).
 
Total change in value of investments for the period  1,865
Movement in loan stock accrued interest    112
Unrealised gains sub-total     1,977
Realised gains in the current period     124
Total gains on investments as per Income statement  2,101

                       

Realisations and loan stock repayments in the period to 30 June 2017Cost
£'000
Opening value
£'000
Disposal proceeds
£'000
Total realised gain/(loss)
£'000
Gain/(loss) on opening value
£'000
Disposals:          
Blackbay Limited 836 1,006 1,164 328 158
Masters Pharmaceuticals Limited 316 519 524 208 5
AMS Sciences Limited 222 158 152 (70) (6)
           
Loan stock repayments:          
Radnor House School (Holdings) Limited 88 88 88 - -
Memsstar Limited 1 57 30 29 (27)
Alto Prodotto Wind Limited 9 14 14 5 -
Greenenerco Limited 1 2 2 1 -
           
Escrow adjustments and other:          
Escrow adjustments - - (6) (6) (6)
TWCL Limited 183 - - (183) -
Total1,6561,8441,968312124

Condensed income statement

  Unaudited
six months ended
30 June 2017
Unaudited
six months ended
30 June 2016
Audited
year ended
31 December 2016
 NoteRevenue
£'000
Capital
£'000
Total
£'000
Revenue
£'000
Capital
£'000
Total
£'000
Revenue
£'000
Capital
£'000
Total
£'000
                   
Gains on investments 3 -2,1012,101 - 324 324 - 2,911 2,911
Investment income 4 344-344 655 - 655 1,114 - 1,114
Investment management fees 5 (130)(390)(520) (116) (347) (463) (239) (717) (956)
Other expenses   (118)-(118) (108) - (108) (210) - (210)
Profit/(loss) on ordinary activities before tax   961,7111,807 431 (23) 408 665 2,194 2,859
Tax (charge)/credit on ordinary activities   (8)8- (77) 69 (8) (116) 119 3
Profit and total comprehensive income attributable to shareholders   881,7191,807 354 46 400 549 2,313 2,862
Basic and diluted return per share (pence)* 7 0.12.62.7 0.6 0.1 0.7 0.9 3.8 4.7

* excluding treasury shares

The accompanying notes form an integral part of this Half-yearly Financial Report.

Comparative figures have been extracted from the unaudited Half-yearly Financial Report for the six months ended 30 June 2016 and the audited statutory accounts for the year ended 31 December 2016.

The total column of this condensed income statement represents the profit and loss account of the Company. The supplementary revenue and capital columns have been prepared in accordance with The Association of Investment Companies' Statement of Recommended Practice.

Condensed balance sheet

  NoteUnaudited
30 June 2017
£'000
Unaudited
30 June 2016
£'000
Audited
31 December 2016
£'000
         
Fixed asset investments   36,195 32,509 33,798
         
Current assets        
Trade and other receivables less than one year   304 348 441
Cash and cash equivalents   12,247 10,954 10,153
    12,551 11,302 10,594
         
Total assets   48,746 43,811 44,392
         
Creditors: amounts falling due within one year        
Trade and other payables less than one year   (440) (404) (307)
Total assets less current liabilities   48,306 43,407 44,085
         
Equity attributable to equityholders        
Called up share capital 8 748 685 689
Share premium   21,923 17,634 17,886
Capital redemption reserve   12 12 12
Unrealised capital reserve   9,042 5,400 7,253
Realised capital reserve   4,693 4,349 4,763
Other distributable reserve   11,888 15,327 13,482
Total equity shareholders' funds   48,306 43,407 44,085
         
Basic and diluted net asset value per share (pence)*   71.3 69.3 70.7

*excluding treasury shares

The accompanying notes form an integral part of this Half-yearly Financial Report.

Comparative figures have been extracted from the unaudited Half-yearly Financial Report for the six months ended 30 June 2016 and the audited statutory accounts for the year ended 31 December 2016.

These Financial Statements were approved by the Board of Directors and authorised for issue on 31 August 2017, and were signed on its behalf by

Geoffrey Vero
Chairman

Company number: 03654040

Condensed statement of changes in equity

 Called up share
capital
Share premiumCapital redemption reserveUnrealised capital reserveRealised capital reserve*Other distributable reserve*Total
 £'000£'000£'000£'000£'000£'000£'000
As at 1 January 2017 68917,886127,2534,76313,48244,085
Profit/(loss) and total comprehensive income for the period ---1,977(258)881,807
Transfer of previously unrealised gains on disposal of investments ---(188)188--
Purchase of shares for treasury -----(325)(325)
Issue of equity 594,147----4,206
Cost of issue of equity -(110)----(110)
Dividends paid -----(1,357)(1,357)
As at 30 June 2017 74821,923129,0424,69311,88848,306
As at 1 January 2016 600 11,652 12 4,883 4,820 16,933 38,900
Profit/(loss) and total comprehensive income for the period - - - 493 (447) 354 400
Transfer of previously unrealised losses on disposal of investments - - - 24 (24) - -
Purchase of shares for treasury - - - - - (388) (388)
Issue of equity 85 6,139 - - - - 6,224
Cost of issue of equity - (157) - - - - (157)
Dividends paid - - - - - (1,572) (1,572)
As at 30 June 2016 685 17,634 12 5,400 4,349 15,327 43,407
As at 1 January 2016 600 11,652 12 4,883 4,820 16,933 38,900
Profit and total comprehensive income for the period - - - 1,690 623 549 2,862
Transfer of previously unrealised losses on disposal or write off of investments - - - 680 (680) - -
Purchase of shares for treasury - - - - - (864) (864)
Issue of equity 89 6,389 - - - - 6,478
Cost of issue of equity - (155) - - - - (155)
Dividends paid - - - - - (3,136) (3,136)
As at 31 December 2016 689 17,886 12 7,253 4,763 13,482 44,085

*These reserves amount to £16,581,000 (30 June 2016: £19,676,000; 31 December 2016: £18,245,000) which is considered distributable.

Condensed statement of cash flows

   

Unaudited
six months ended
30 June 2017
£'000
Unaudited
six months ended
30 June 2016
£'000
Audited
year ended
31 December 2016
£'000
Cash flow from operating activities      
Loan stock income received 364 483 767
Deposit interest received 4 41 96
Dividend income received 57 45 74
Investment management fees paid (496) (438) (926)
Other cash payments (131) (109) (217)
Corporation tax received/(paid) 3 18 (20)
Net cash flow from operating activities(199) 40 (226)
       
Cash flow from investing activities     
Purchase of fixed asset investments (2,344) (1,025) (2,715)
Disposal of fixed asset investments 2,107 813 3,797
Net cash flow from investing activities(237) (212) 1,082
      
Cash flow from financing activities     
Issue of share capital 3,882 5,820 5,820
Cost of issue of shares (2) - -
Equity dividends paid (1,142) (1,320) (2,631)
Purchase of own shares (including costs) (208) (346) (864)
Net cash flow from financing activities2,530 4,154 2,325
       
Increase in cash and cash equivalents2,094 3,982 3,181
Cash and cash equivalents at start of period 10,153 6,972 6,972
Cash and cash equivalents at end of period12,247 10,954 10,153
      
Cash and cash equivalents comprise:     
Cash at bank and in hand 12,247 10,954 10,153
Cash equivalents - - -
Total cash and cash equivalents12,247 10,954 10,153

Notes to the condensed Financial Statements

1. Basis of accounting
The condensed Financial Statements have been prepared in accordance with the historical cost convention, modified to include the revaluation of investments, in accordance with applicable United Kingdom law and accounting standards, including Financial Reporting Standard 102 ("FRS 102"), Financial Reporting Standard 104 - Interim Financial Reporting ("FRS 104"), and with the 2014 Statement of Recommended Practice "Financial Statements of Investment Trust Companies and Venture Capital Trusts" ("SORP") issued by The Association of Investment Companies ("AIC").

The preparation of the Financial Statements requires management to make judgements and estimates that affect the application of policies and reported amounts of assets, liabilities, income and expenses. The most critical estimates and judgements relate to the determination of carrying value of investments at fair value through profit and loss ("FVTPL"). The Company values investments by following the IPEVCV Guidelines and further detail on the valuation techniques used are in note 2 below.

The Half-Yearly report has not been audited, nor has it been reviewed by the auditor pursuant to the FRC's guidance on Review of interim financial information.

Company information can be found on page 2 of the Half-yearly Financial Report.

2. Accounting policies
Fixed asset investments
The Company's business is investing in financial assets with a view to profiting from their total return in the form of income and capital growth.  This portfolio of financial assets is managed and its performance evaluated on a fair value basis, in accordance with a documented investment policy, and information about the portfolio is provided internally on that basis to the Board.

In accordance with the requirements of FRS 102, the undertakings in which the Company holds more than 20 per cent. of the equity as part of an investment portfolio are not accounted for using the equity method. In these circumstances the investment is measured at FVTPL.

Upon initial recognition (using trade date accounting) investments are designated by the Company as FVTPL and are included at their initial fair value, which is cost (excluding expenses incidental to the acquisition which are written off to the income statement).

Subsequently, the investments are valued at fair value, which is measured as follows:

  • Investments listed on recognised exchanges are valued at their bid prices at the end of the accounting period or otherwise at fair value based on published price quotations;
     
  • Unquoted investments, where there is not an active market, are valued using an appropriate valuation technique in accordance with the IPEVCV Guidelines. Indicators of fair value are derived using established methodologies including earnings multiples, the level of third party offers received, prices of recent investment rounds, net assets and industry valuation benchmarks. Where the Company has an investment in an early stage enterprise, the price of a recent investment round is often the most appropriate approach to determining fair value. In situations where a period of time has elapsed since the date of the most recent transaction, consideration is given to the circumstances of the portfolio company since that date in determining fair value.  This includes consideration of whether there is any evidence of deterioration or strong definable evidence of an increase in value. In the absence of these indicators, the investment in question is valued at the amount reported at the previous reporting date. Examples of events or changes that could indicate a diminution include:
     
    • the performance and/or prospects of the underlying business are significantly below the expectations on which the investment was based;
    • a significant adverse change either in the portfolio company's business or in the technological, market, economic, legal or regulatory environment in which the business operates; or
    • market conditions have deteriorated, which may be indicated by a fall in the share prices of quoted businesses operating in the same or related sectors.

Investments are recognised as financial assets on legal completion of the investment contract and are de-recognised on legal completion of the sale of an investment.

Dividend income is not recognised as part of the fair value movement of an investment, but is recognised separately as investment income through the other distributable reserve when a share becomes ex-dividend.

Debtors and creditors and cash are carried at amortised cost, in accordance with FRS 102. There are no financial liabilities other than creditors.

Investment income
Equity income
Dividend income is included in revenue when the investment is quoted ex-dividend.

Unquoted loan stock and other preferred income
Fixed returns on non-equity shares and debt securities are recognised when the Company's right to receive payment and expect settlement is established. Where interest is rolled up and/or payable at redemption then it is recognised as income unless there is reasonable doubt as to its receipt.

Bank interest income
Interest income is recognised on an accruals basis using the rate of interest agreed with the bank.

Investment management fees and expenses
All expenses have been accounted for on an accruals basis. Expenses are charged through the other distributable reserve except the following which are charged through the realised capital reserve:

  • 75 per cent. of management fees are allocated to the capital account to the extent that these relate to an enhancement in the value of the investments. This is in line with the Board's expectation that over the long term 75 per cent. of the Company's investment returns will be in the form of capital gains; and
  • expenses which are incidental to the purchase or disposal of an investment are charged through the realised capital reserve.

Performance incentive fee
In the event that a performance incentive fee crystallises or is provided for, the fee will be allocated between other distibutable and realised capital reserves based upon the proportion to which the calculation of the fee is attributable to revenue and capital returns.

Taxation
Taxation is applied on a current basis in accordance with FRS 102. Current tax is tax payable (refundable) in respect of the taxable profit (loss) for the current period or past reporting periods using the tax rates and laws that have been enacted or substantively enacted at the financial reporting date. Taxation associated with capital expenses is applied in accordance with the SORP.

Deferred tax is provided in full on all timing differences at the reporting date. Timing differences are differences between taxable profits and total comprehensive income as stated in the financial statements that arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in the financial statements. As a VCT the Company has an exemption from tax on capital gains. The Company intends to continue meeting the conditions required to obtain approval as a VCT in the foreseeable future. The Company therefore, should have no material deferred tax timing differences arising in respect of the revaluation or disposal of investments and the Company has not provided for any deferred tax.

Reserves
Share premium
This reserve accounts for the difference between the price paid for shares and the nominal value of the shares, less issue costs.

Capital redemption reserve
This reserve accounts for amounts by which the issued share capital is diminished through the repurchase and cancellation of the Company's own shares.

Unrealised capital reserve
Increases and decreases in the valuation of investments held at the year end against cost, are included in this reserve.

Realised capital reserve
The following are disclosed in this reserve:

  • gains and losses compared to cost on the realisation of investments, or permanent diminutions in value;
  • expenses, together with the related taxation effect, charged in accordance with the above policies; and
  • dividends paid to equity holders where paid out by capital.

Other distributable reserve
The special reserve, treasury share reserve and the revenue reserve were combined in 2012 to form a single reserve named other distributable reserve.

This reserve accounts for the movements from the revenue column of the Income statement, the payment of dividends, the buy-back of shares and other, non capital realised movements.

Dividends
Dividends by the Company are accounted for in the period in which the dividend is paid or approved at the Annual General Meeting.

Segmental reporting
The Directors are of the opinion that the Company is engaged in a single operating segment of business, being investment in equity and debt. The Company invests in smaller companies principally based in the UK.

3.             Gains on investments

 Unaudited
six months ended
30 June 2017
£'000
Unaudited
six months ended
30 June 2016
£'000
Audited
year ended
31 December 2016
£'000
Unrealised gains on fixed asset investments 1,977 493 1,690
Realised gains/(losses) on fixed asset investments 124 (169) 1,221
 2,101 324 2,911

4.             Investment income

    
  Unaudited
six months ended
30 June 2017
£'000
 

Unaudited
six months ended
30 June 2016
£'000
Audited
year ended
31 December 2016
£'000
Income recognised on investments      
Loan stock interest and other fixed returns 285 564 949
UK dividend income 57 45 74
Bank deposit interest 2 46 91
  344 655 1,114

All of the Company's income is derived from operations based in the United Kingdom.

5.             Investment management fees

  Unaudited
six months ended
30 June 2017
£'000
 

Unaudited
six months ended
30 June 2016
£'000
Audited
year ended
31 December 2016
£'000
Investment management fee charged to revenue 130 116 239
Investment management fee charged to capital 390 347 717
  520 463 956
       

Further details of the Management agreement under which the investment management fee is paid are given in the Strategic report on page 10 of the Annual Report and Financial Statements for the year ended 31 December 2016.

During the period, services to a total value of £520,000 (30 June 2016: £463,000; 31 December 2016: £956,000) were purchased by the Company from Albion Capital Group LLP. At the financial period end, the amount due to Albion Capital Group LLP in respect of these services was £272,000 (30 June 2016: £244,000; 31 December 2016: £248,000).

During the period, the Company was not charged by Albion Capital Group LLP in respect of Patrick Reeve's services as a Director (30 June 2016: £nil; 31 December 2016: £nil).

Albion Capital Group LLP is, from time to time, eligible to receive transaction fees and Directors' fees from portfolio companies. During the period ended 30 June 2017, fees of £101,000 attributable to the investments of the Company were paid pursuant to these arrangements (30 June 2016: £66,000; 31 December 2016: £150,000).

Albion Capital Group LLP holds 43,360 Ordinary shares in the Company.

6.             Dividends

  Unaudited
six months ended
30 June 2017
Unaudited
six months ended
30 June 2016
Audited
year ended
31 December 2016
  £'000 £'000 £'000
Dividend of 2.5p per Ordinary share
paid on 31 May 2016
- 1,572 1,572
Dividend of 2.5p per Ordinary share
paid on 30 September 2016
- - 1,564
Dividend of 2.0p per Ordinary share paid on 31 May 2017 1,357 - -
  1,357 1,572 3,136

The Directors have declared a dividend of 2.0 pence per Ordinary share (total approximately £1,355,000), payable on 29 September 2017 to shareholders on the register on 8 September 2017.

7.             Basic and diluted return per share

 Unaudited
six months ended
30 June 2017
Unaudited
six months ended
30 June 2016
Audited
year ended
31 December 2016
Ordinary sharesRevenueCapital Revenue Capital Revenue Capital
Return attributable to Ordinary shares (£'000) 881,719 354 46  

549
 

2,313
Weighted average shares in issue 66,871,021 60,228,830 61,380,295
Return per Ordinary share (pence) 0.12.6 0.6 0.1 0.9 3.8

The weighted average number of shares is calculated excluding treasury shares of 7,039,700 (30 June 2016: 5,834,700; 31 December 2016: 6,556,700)

There are no convertible instruments, derivatives or contingent share agreements in issue hence there are no dilution effects to the return per share. The basic return per share is therefore the same as the diluted return per share.

8.             Ordinary share capital

 Unaudited
30 June 2017
Unaudited
30 June 2016
Audited
31 December 2016
Allotted, called up and fully paid shares of 1 penny each     
Number of shares 74,804,925 68,502,563 68,883,574
Nominal value of allotted shares (£'000) 748 685 689
Voting rights (number of shares net of treasury shares) 67,765,225 62,667,863 62,326,874
 

 

During the period to 30 June 2017 the Company purchased 483,000 Ordinary shares (nominal value of £4,830) for treasury at a cost of £325,000. The total number of Ordinary shares held in treasury as at 30 June 2017 was 7,039,700 (30 June 2016: 5,834,700; 31 December 2016: 6,556,700) representing 9.4 per cent. of the Ordinary shares in issue as at 30 June 2017.

 

Under the terms of the Dividend Reinvestment Scheme Circular dated 27 August 2008, the following new Ordinary shares, of nominal value 1 penny each, were allotted:
Date of allotmentNumber of shares issuedAggregate nominal amount of shares (£'000)Issue price (pence per share)Net invested (£'000)Opening market price on allotment date (pence per share)
31 May 2017 298,848 3 72.0 214 68.5
 

Under the terms of the Albion VCTs Prospectus Top Up Offers 2016/2017, the following new Ordinary shares, of nominal value 1 penny each, were allotted during the period to 30 June 2017:
Date of allotmentNumber of shares issuedAggregate nominal amount of shares (£'000)Issue price (pence per share)Net consideration received (£'000)Opening market price on allotment date (pence per share)
31 January 2017 1,203,858 12 70.4 831 64.8
31 January 2017 621,281 6 70.7 428 64.8
31 January 2017 3,549,732 36 71.1 2,448 64.8
7 April 2017 20,981 - 72.2 15 67.5
7 April 2017 26,227 - 72.6 18 67.5
7 April 2017 200,424 2 72.9 142 67.5
  5,622,503 56   3,882  
           

9.             Commitments and contingencies
                As at 30 June 2017, the Company had the following financial commitments in respect of investments:

  • Investment of £14,000 in Aridhia Informatics Limited.

There were no contingencies or guarantees of the Company as at 30 June 2017 (30 June 2016: £nil; 31 December 2016: £nil).

10.          Post balance sheet events
Since 30 June 2017, the Company has completed the following transactions:

  • Investment of £812,000 in Egress Software Technologies Limited;
  • Investment of £273,000 in G.Network Communications Limited;
  • Investment of £239,000 in Black Swan Data Limited;
  • Investment of £45,000 in Abcodia Limited;
  • Investment of £14,000 in Aridhia Informatics Limited; and
  • Investment of £10,000 in Beddlestead Farm Limited.

11.          Related party transactions
Other than transactions with the Manager as disclosed in note 5, there are no other related party transactions or balances requiring disclosure.

12.          Going concern
The Board's assessment of liquidity risk remains unchanged since the last Annual Report and Financial Statements for the year ended 31 December 2016 and is detailed on page 52 of those accounts. The Company has adequate cash and liquid resources. The portfolio of investments is diversified in terms of sector and the major cash outflows of the Company (namely investments, dividends and share buy-backs) are within the Company's control. Accordingly, after making diligent enquiries, the Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. For this reason, the Directors have adopted the going concern basis in preparing this Half-yearly Financial Report and this is in accordance with the Guidance on Risk Management, Internal Control and Related Financial and Business Reporting issued by the Financial Reporting Council in September 2014.

13.          Risks and uncertainties
In addition to the risks outlined in the Interim management report, the Board considers that the Company faces the following major risks and uncertainties:

1. Investment and performance risk
The risk of investment in poor quality assets, which could reduce the capital and income returns to shareholders, and could negatively impact on the Company's current and future valuations. By nature, smaller unquoted businesses, such as those that qualify for venture capital trust purposes, are more fragile than larger, long established businesses.

To reduce this risk, the Board places reliance upon the skills and expertise of the Manager and its track record over many years of making successful investments in this segment of the market. In addition, the Manager operates a formal and structured investment appraisal and review process, which includes an Investment Committee, comprising investment professionals from the Manager and at least one external investment professional. The Manager also invites and takes account of comments from non-executive Directors of the Company on investments discussed at the Investment Committee meetings. Investments are actively and regularly monitored by the Manager (investment managers normally sit on portfolio company boards), including the level of diversification in the portfolio, and the Board receives detailed reports on each investment as part of the Manager's report at quarterly board meetings.

2. VCT approval risk
The Company must comply with section 274 of the Income Tax Act 2007 which enables its investors to take advantage of tax relief on their investment and on future returns. Breach of any of the rules enabling the Company to hold VCT status could result in the loss of that status.

To reduce this risk, the Board has appointed the Manager, which has a team with significant experience in venture capital trust management, used to operating within the requirements of the venture capital trust legislation. In addition, to provide further formal reassurance, the Board has appointed Philip Hare & Associates LLP as its taxation adviser, who report quarterly to the Board to independently confirm compliance with the venture capital trust legislation, to highlight areas of risk and to inform on changes in legislation. Each investment in a new portfolio company is also pre-cleared with H.M. Revenue & Customs.

3. Regulatory and compliance risk
The Company is listed on The London Stock Exchange and is required to comply with the rules of the UK Listing Authority, as well as with the Companies Act, Accounting Standards and other legislation. Failure to comply with these regulations could result in a delisting of the Company's shares, or other penalties under the Companies Act or from financial reporting oversight bodies.

Board members and the Manager have experience of operating at senior levels within or advising quoted companies. In addition, the Board and the Manager receive regular updates on new regulation from its auditor, lawyers and other professional bodies. The Company is subject to compliance checks through the Manager's Compliance Officer. The Manager reports monthly to its Board on any issues arising from compliance or regulation. These controls are also reviewed as part of the quarterly Board meetings, and also as part of the review work undertaken by the Manager's Compliance Officer. The report on controls is also evaluated by the internal auditors.

4. Economic and political risk
Changes in economic conditions, including, for example, interest rates, rates of inflation, industry conditions, competition, political and diplomatic events and other factors could substantially and adversely affect the Company's prospects in a number of ways.

The Company invests in a diversified portfolio of companies across a number of industry sectors and in addition often invests a mixture of equity and secured loan stock in portfolio companies and has a policy of not normally permitting any external bank borrowings within portfolio companies. At any given time, the Company has sufficient cash resources to meet its operating requirements, including share buy-backs and follow on investments.

5. Market value of Ordinary shares
The market value of Ordinary shares can fluctuate. The market value of an Ordinary share, as well as being affected by its net asset value and prospective net asset value, also takes into account its dividend yield and prevailing interest rates. As such, the market value of an Ordinary share may vary considerably from its underlying net asset value. The market prices of shares in quoted investment companies can, therefore, be at a discount or premium to the net asset value at different times, depending on supply and demand, market conditions, general investor sentiment and other factors. Accordingly the market price of the Ordinary shares may not fully reflect their underlying net asset value.

The Company operates a share buy-back policy, which is designed to limit the discount at which the Ordinary shares trade to around 5 per cent to net asset value, by providing a purchaser through the Company in absence of market purchasers.  From time to time buy-backs cannot be applied, for example when the Company is subject to a close period, or if it were to exhaust its buy-back authorities, which are renewed each year. New Ordinary shares are issued at sufficient premium to net asset value to cover the costs of issue and to avoid asset value dilution to existing investors.

14.          Other information
The information set out in this Half-yearly Financial Report does not constitute the Company's statutory accounts within the terms of section 435 of the Companies Act 2006 for the periods ended 30 June 2017 and 30 June 2016 and is unaudited. The information for the year ended 31 December 2016, does not constitute statutory accounts within the terms of section 435 of the Companies Act 2006 but is derived from the audited statutory accounts for the financial year, which have been delivered to the Registrar of Companies. The Auditor reported on those accounts; their report was unqualified and did not contain a statement under s498 (2) or (3) of the Companies Act 2006.

15.          Publication
This Half-yearly Financial Report is being sent to shareholders and copies will be made available to the public at the registered office of the Company, Companies House, the National Storage Mechanism and also electronically at www.albion.capital/funds/AADV, where the Report can be accessed from the 'Financial Reports and Circulars' section.




This announcement is distributed by Nasdaq Corporate Solutions on behalf of Nasdaq Corporate Solutions clients.
The issuer of this announcement warrants that they are solely responsible for the content, accuracy and originality of the information contained therein.
Source: Albion Development VCT PLC - Ordinary Shares via Globenewswire


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