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Octopus Apollo VCT2 plc (APO2)


Monday 28 September, 2009

Octopus Apollo VCT2 plc

Half-yearly report

Octopus Apollo VCT 2 plc
Half-Yearly Results

28 September 2009

Octopus Apollo VCT 2 plc, managed by Octopus Investments Limited,
today announces the Half-Yearly results for the six months ended 31
July 2009.

These results were approved by the Board of Directors on 25 September

You may view the Half-Yearly Report in full at by navigating to the VCT Meetings &
Reports under the 'Services' section.

Financial Summary

                                                Six months    Year to
                                Six months to           to 31 January
                                 31 July 2009 31 July 2008       2009

Net assets (£'000s)                     7,980        8,223      8,119
Net  profit/(loss)  after   tax
(£'000s)                                   31         (66)      (106)
Net  asset   value  per   share
("NAV")                                91.80p       93.20p     92.30p
Cumulative dividends since
launch - paid and proposed              3.25p        1.25p      2.25p

Octopus Apollo VCT 2 plc ("Apollo 2", "Company" or "Fund") is a
venture capital trust ("VCT") and is managed by Octopus Investments
Limited ("Octopus").

The Fund was launched in May 2006 together with Octopus Apollo VCT 1
plc. Both companies have identical constitutions, boards of directors
and investment policies, and together launched an offer for
subscription comprising 25,000,000 ordinary shares each, or
50,000,000 in aggregate (the "Offer"). The Offer closed on 5 April
2007 having raised £17.6 million in aggregate (£16.8 million net of
expenses). The objective of the Fund is to invest in a diversified
portfolio of UK smaller companies in order to generate income and
capital growth over the long-term.

The table below  shows the movement  in NAV per  share and lists  the
dividends that have been paid and proposed since the launch of Apollo

                       Dividend paid NAV + cumulative
Period Ended       NAV     in period        dividends
31 January 2007 93.40p             -           93.40p
31 July 2007    94.40p             -           94.40p
31 January 2008 94.70p             -           94.70p
31 July 2008    93.20p         0.75p           93.95p
31 January 2009 92.30p         0.50p           93.55p
31 July 2009    91.80p          1.0p           94.05p

Chairman's Statement

I am pleased to present the half year report of Octopus Apollo VCT 2
plc for the period ended 31 July 2009.

At 31 July 2009 the total return (being NAV plus cumulative dividends
paid) of the fund was 94.0p, which compares to 93.6p at 31 January
2009. The performance of the Fund has been relatively stable because
a large proportion of its assets are held in cash and cash equivalent
securities. Investments have been made as discussed below but these
are unchanged in value at the period end.

Investment Portfolio
As mentioned in the Annual Report, since 31 January 2009 six
investments have been made. The Fund invested £700,000 into CSL
Dualcom Limited and £825,000 into Diagnos Limited. Furthermore, a
total of £800,000 was invested into four companies that have been
established to seek suitable qualifying investments across a range of

Over the period, we have focused on providing support to existing
portfolio companies. We contributed a small investment into portfolio
company Bruce Dunlop Associates as part of a rights issue and
continue to work with all companies to help steer them through the

In the context of the tough economic environment, most portfolio
companies are making progress or holding steady. Furthermore, since
the end of the period, the Board is pleased to announce the
successful sale of Funeral Services Partnerships.  In total the
investment returned circa 1.4 times the initial investment of
£875,000.  Further details of this exit will be provided in the
Annual Report for the year ended 31 January 2010.

New Investments
CSL DualCom Limited
CSL DualCom ( is the UK's leading supplier of dual
path signalling devices, which link burglar alarms to the police or a
private security firm. The devices communicate using a telephone line
or broadband connection and a wireless link from Vodafone, which has
been a partner since 2000.

Diagnos Limited
Diagnos ( develops and sells
sophisticated automotive diagnostic software and hardware that
enables independent mechanics, dealerships and garages to service and
repair vehicles. Mechanics require a diagnostic tool to communicate
with the in-car computer in order to measure, monitor and, where
necessary, fix the electronic process or system.

In terms of new investments, we are seeing reasonable deal flow and
are at offer stage for a number of new deals.

Investment Strategy
The Fund is being invested on the basis of taking less risk than a
typical VCT.  Typically the Fund will receive its return from
interest paid on secured loan notes as well as an exposure to the
value of the shares of a company.   The investment strategy is to
derive sufficient return from the secured loan notes to achieve the
Fund's investment aims and to use the equity exposure to boost
returns.  As portfolio companies are unquoted the Fund will receive a
return from an equity holding when a company is sold.

The Manager of the Fund aims to reduce risk by investing in well
managed and profitable businesses with strong recurring cash-flows.
Furthermore with the majority of the investment being made in the
form of a secured loan, in the event of the business failing, the
Fund will rank ahead of unsecured creditors and equity investors.

Dividend and Dividend Policy
It is your Board's policy to strive to maintain a regular dividend
flow where possible and this primarily relies on the level of
profitable realisations and available cash reserves. However, given
the prevailing economic climate this cannot be guaranteed. That said,
for the period ended 31 July 2009, the Board has declared an interim
dividend of 1p per share, payable from revenue reserves. This
dividend will be paid to shareholders, on 30 October 2009, who are on
the register on 9 October 2009.

VCT Qualifying Status
PricewaterhouseCoopers LLP provides the Board and Investment Manager
with advice on the ongoing compliance with HMRC rules and regulations
concerning VCTs.   As at 31 July 2009, over 43.2% of the portfolio
(as measured by HMRC rules) was invested in VCT qualifying
investments.  The Manager does not foresee any issues with reaching
the required investment hurdle of 70% before the third anniversary of
the end of the financial year in which investors subscribed to the

Principal Risks and Uncertainties
The principal risks and uncertainties are set out in note 6 of the
Notes to the Half-Yearly Report on page 16.

While the Fund is insulated from the stock market, all companies face
challenging trading conditions. In this environment, it is the good
companies with strong management teams and sound business models,
such as those in your portfolio, that have the best chance of

The Investment Manager is in a strong position to provide the support
that companies need, which is especially crucial while banks refuse
to lend or impose high lending terms. Our strategy is focused on
strengthening businesses for the future through guidance and funding.
In these ways, we are working to ensure ongoing value from your VCT

If you have any questions on any aspect of your investment, please
call one of the team on 0800 316 2347.
Andrew Boyle
25 September 2009

Investment Portfolio

                                                                       %   held by
                                                       Carrying   equity       all
                                                       value at     held     funds
Unquoted                  Investment      Unrealised    31 July       by   managed
qualifying                   at cost   profit/(loss)       2009   Apollo        by
investments Sector           (£'000)         (£'000)    (£'000)        1   Octopus
Services    Funeral
Partnership Services             875               -        875     2.2%      6.8%
Limited     Automotive           825               -        825     8.3%     40.0%
Associates  Media                750               -        750     0.9%     33.3%
CSL Dualcom devices              700               -        700      N/A       N/A
Services II Oil & Gas
Limited     Services             500               -        500    12.3%     49.0%
Tristar     Chauffeur
Limited     Services             500               -        500    1.25%     35.0%
Services I
Limited     Healthcare           200               -        200     5.0%       49%
Limited     Restaurants          200               -        200     5.0%       49%
Limited     Environmental        200               -        200     5.0%       49%
Services    Business
Limited     services             200               -        200     5.0%       49%
Limited     Manufacturing        197               -        197     0.9%     48.1%
Total unquoted qualifying
investments                    5,147               -      5,147
Bonds                            428              10        438
Floating rate notes            1,154               -      1,154
Money market funds             1,116              53      1,169
Cash at bank                      53               -         53
Total Fixed Income
Securities and cash
at bank                        2,751              63      2,814
Total investments              7,898              63      7,961
Net current assets                                           19
Total net assets                                          7,980

Responsibility Statement of the Directors in respect of the
Half-Yearly Report

We confirm that to the best of our knowledge:

  * the half-yearly financial statements have been prepared in
    accordance with the statement "Half-Yearly Financial Reports"
    issued by the UK Accounting Standards Board;
  * the half-yearly report includes a fair review of the information
    required by the Financial Services Authority Disclosure and
    Transparency Rules, being:

       * an indication of the important events that have occurred
         during the first six months of the financial year and their
         impact on the condensed set of financial statements.
       * a description of the principal risks and uncertainties for
         the remaining six months of the year; and
       * a description of related party transactions that have taken
         place in the first six months of the current financial year,
         that may have materially affected the financial position or
         performance of the Company during that period and any
         changes in the related party transactions described in the
         last annual report that could do so.

On behalf of the Board
Andrew Boyle
25 September 2009

Income Statement
              Six months to 31 July Six months to 31 July    Year to 31 January
                      2009                   2008                   2009
              Revenue Capital Total Revenue Capital  Total Revenue Capital  Total
                £'000   £'000 £'000   £'000   £'000  £'000   £'000   £'000  £'000

Gain on
disposal of
current asset
investments         -       -     -       -       -      -       -      19     19

on valuation
of current
investments         -      63    63       -    (42)   (42)       -   (206)  (206)

Income            128       -   128     180       -    180     461       -    461

fees             (20)    (60)  (80)    (24)    (73)   (97)    (47)   (143)  (190)

fee rebate          -       -     -       -       -      -       9      26     35

expenses         (80)       -  (80)   (107)       -  (107)   (225)       -  (225)

on   ordinary
before tax         28       3    31      49   (115)   (66)     198   (304)  (106)

Taxation   on
on   ordinary
activities          -       -     -       -       -      -    (86)      86      -

on   ordinary
after tax          28       3    31      49   (115)   (66)     112   (218)  (106)
Return per
share - basic
and diluted      0.3p    0.0p  0.3p    0.6p  (1.3)p (0.7)p    1.3p  (2.5p) (1.2p)

  * The 'Total' column of this statement is the profit and loss
    account of the Company; the supplementary revenue return and
    capital return columns have been prepared under guidance
    published by the Association of Investment Companies.
  * all revenue and capital items in the above statement derive from
    continuing operations
  * the accompanying notes are an integral part of the half-yearly
  * The Company has no recognised gains or losses other than those
    disclosed in the income statement.

Reconciliation of Movements in Shareholders' Funds

                                   Six months   Six months    Year to
                                        ended        ended 31 January
                                 31 July 2009 31 July 2008       2009
                                        £'000        £'000      £'000
Shareholders' funds at start of
period                                  8,119        8,355      8,355
Profit/(loss) on ordinary
activities after tax                       31         (66)      (106)
Cancellation of own shares               (83)            -       (20)
Dividends paid                           (87)         (66)      (110)
Shareholders' funds at end of
period                                  7,980        8,223      8,119

Balance Sheet
                                                             As at 31
                                                 As at 31     January
                           As at 31 July 2009   July 2008        2009
                          £'000         £'000 £'000 £'000 £'000 £'000

Fixed asset investments                 5,147       2,072       2,572
Current assets:
Money market securities   2,761               6,001       3,971
Debtors                      58                  97          86
Cash at bank                 53                  76       1,575
                          2,872               6,174        5632
Creditors: amounts
falling due within one
year                       (39)                (23)        (85)
Net current assets                      2,833       6,151       5,547

Net assets                              7,980       8,223       8,119

Called up equity share
capital                     869                 882         879
Special distributable
reserve                   7,348               7,451       7,429
Capital redemption
reserve                      16                   4           6
Capital reserve -
Realised                  (332)               (193)       (275)

- Unrealised              (116)                  18           -
Revenue Reserve             195                  61          80
Total equity
shareholders' funds                     7,980       8,223       8,119
Net asset value per share               91.8p       93.2p       92.3p

Cash flow statement
                                                Six months
                                     Six months         to    Year to
                                            to     31 July 31 January
                                   31 July 2009       2008       2009
                                          £'000      £'000      £'000

Net cash (outflow)/inflow from
operating activities                       (50)       (64)        114

Financial investment:
Purchase of  fixed asset
investments                             (2,575)      (196)          -

Management of liquid resources:
Net sale/(purchase) of money
market securities                       (2,166)        394    (3,431)
Sale of current asset investments         3,439          -      5,710

Dividends paid                             (87)       (66)      (110)

Cancellation of own shares                 (83)          -       (20)
(Decrease)/increase in cash at
bank                                    (1,522)         68      1,566

Reconciliation of net cash flow to movement in net funds
                                  Six months to Six months    Year to
                                             31      to 31 31 January
                                      July 2009  July 2008       2009
                                          £'000      £'000      £'000
(Decrease)/increase in cash at
bank                                    (1,522)         68      1,566
Decrease in cash equivalents            (1,210)      (437)    (2,466)
Opening net cash resources                5,546      6,446      6,446
Net cash resources at end of
period                                    2,814      6,077      5,546

Reconciliation of profit before taxation to cash flow from operating
                                   Six months  Six months     Year to
                                        to 31       to 31  31 January
                                    July 2009   July 2008        2009
                                        £'000       £'000       £'000
Profit/(loss) on ordinary
activities before tax                      31        (66)       (106)
Gain on disposal of current asset
investments                                 -           -        (19)
Loss on valuation of current
asset investments                        (63)          42         206
Decrease/(increase) in debtors             28         (1)          10
(Decrease)/increase in creditors         (46)        (39)          23
Net cash (outflow)/inflow from
operating activities                     (50)        (64)         114

Notes to the Half-Yearly Report

1.         Basis of preparation
The unaudited half-yearly results which cover the six months to 31
July 2009 have been prepared in accordance with the Accounting
Standard Board's (ASB) statement on half-yearly financial reports
(July 2007) and adopting the accounting policies set out in the
statutory accounts of the Company for the year ended 31 January 2009,
which were prepared under UK GAAP and in accordance with the
Statement of Recommended Practice for Investment Companies issued by
the Association of Investment Companies in January 2009.

2.         Publication of non-statutory accounts
The unaudited half-yearly results for the six months ended 31 July
2009 do not constitute statutory accounts within the meaning of
Section 240 of the Companies Act 1985 and have not been delivered to
the Registrar of Companies. The comparative figures for the year
ended 31 January 2008 have been extracted from the audited financial
statements for that year, which have been delivered to the Registrar
of Companies. The independent auditor's report on those financial
statements under Section 235 of the Companies Act 1985 was
unqualified. This half-yearly report has not been reviewed by the
Company's auditor.

3.         Return per share
The return per share at 31 July 2009 is calculated on the basis of
8,861,898 (31 January 2009: 8,813,950 and 31 July 2008: 8,818,986)
shares, being the weighted average number of shares in issue during
the year.

There are no potentially dilutive capital instruments in issue and,
therefore, no diluted return per share figures are relevant. The
basic and diluted earnings per share are therefore identical.

4.         Net asset value per share
The net asset value per share is based on net assets as at 31 July
2009 divided by 8,693,486 (31 January 2009: 8,793,986 and 31 July
2008: 8,818,986) shares in issue at that date.

5.         Dividends
The interim dividend of 1 pence per share for the six months ending
31 July 2009 will be paid on 31 October 2009, to those shareholders
on the register on 9 October 2009. This will be paid from revenue

A final dividend, for the year ending 31 January 2009, of 1 pence per
share was paid on 31 July 2009 to shareholders on the register on 3
July 2009. This was paid wholly from capital reserves.

6.         Principal Risks and Uncertainties
The Company's assets consist of equity and fixed-rate interest
investments, cash and liquid resources. Its principal risks are
therefore market risk, credit risk and liquidity risk. Other risks
faced by the Company include economic, loss of approval as a VCT,
investment and strategic, regulatory, reputational, operational and
financial risks. These risks, and the way in which they are managed,
are described in more detail in the Company's Annual Report and
Accounts for the year ended 31 January 2009. The Company's principal
risks and uncertainties have not changed materially since the date of
that report.

7.         Related Party Transactions
Octopus acts as the investment manager of the Company. Under the
management agreement, Octopus receives a fee of 2.0 per cent per
annum of the net assets of the Company for the investment management
services. During the period, the Company incurred management fees of
£80,000 (31 January 2009: £190,000 and 31 July 2008: £98,000) payable
to Octopus. At the period end there was £Nil (31 January 2008: Nil
and 31 July 2008: Nil) outstanding to Octopus.  Furthermore, Octopus
provides administration and company secretarial services to the
Company.  Octopus receives a fee of 0.3 per cent per annum of net
assets of the Company for administration services and £7,500 per
annum for company secretarial services.

8.         Copies of this statement are being sent to all
shareholders. Copies are also available from the registered office of
the Company at 8 Angel Court, London, EC2R 7HP, and will also be
available to view on the Investment Manager's website at


This announcement was originally distributed by Hugin. The issuer is 
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