Interim / Quarterly Report • Dec 1, 2021
Interim / Quarterly Report
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Half-yearly Financial Report (unaudited) for the six months to 30 September 2021
This Half-yearly Financial Report has not been audited or reviewed by the Auditor.
03142609
Richard Glover, Chairman John Kerr ACMA Ann Berresford ACA Richard Wilson
United Kingdom
Legal form Public Limited Company
Albion Capital Group LLP 1 Benjamin Street London, EC1M 5QL
Computershare Investor Services PLC The Pavilions Bridgewater Road Bristol, BS99 6ZZ
BDO LLP 55 Baker Street London, W1U 7EU
Panmure Gordon (UK) Limited One New Change London, EC4M 9AF
Philip Hare & Associates LLP Hamilton House 1 Temple Avenue London, EC4Y 0HA
Bird & Bird LLP 12 New Fetter Lane London, EC4A 1JP
Ocorian Depositary (UK) Limited Level 5, 20 Fenchurch Street London, EC3M 3BY
Albion Venture Capital Trust PLC is a member of The Association of Investment Companies (www.theaic.co.uk).
For help relating to dividend payments, shareholdings and share certificates please contact Computershare Investor Services PLC: Tel: 0370 873 5849 (UK national rate call, lines are open 8.30am – 5.30pm; Mon – Fri, calls are recorded) Website: www.investorcentre.co.uk Shareholders can access holdings and valuation information regarding any of their shares held by Computershare by registering on Computershare's website. Shareholders can also contact the Chairman directly on: [email protected] Financial adviser information For enquiries relating to the performance of the Company, and information for financial advisers, please contact Albion
Capital Group LLP: Email: [email protected] Tel: 020 7601 1850 (lines are open 9.00am – 5.30pm; Mon – Fri, calls are recorded) Website: www.albion.capital
Please note that these contacts are unable to provide financial or taxation advice.
Albion Venture Capital Trust PLC (the "Company") is a venture capital trust and the investment policy is intended to produce a regular and predictable dividend stream with an appreciation in capital value.
The Company will invest in a broad portfolio of smaller, unquoted growth businesses across a variety of sectors including higher risk technology companies. Investments may take the form of equity or a mixture of equity and loans.
Allocation of funds will be determined by the investment opportunities which become available but efforts will be made to ensure that the portfolio is diversified both in terms of sector and stage of maturity of company. Funds held pending investment or for liquidity purposes will be held as cash on deposit.
Risk is spread by investing in a number of different businesses within venture capital trust qualifying industry sectors. The maximum amount which the Company will invest in a single portfolio 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.
The Company's maximum exposure in relation to gearing is restricted to 10 per cent. of the adjusted share capital and reserves.
Record date for second special dividend 10 December 2021 Payment date of second special dividend 31 December 2021 Record date for second interim dividend 7 January 2022 Payment date of second interim dividend 31 January 2022 Financial year end 31 March
| Unaudited six months ended 30 September 2021 (pence per share) |
Unaudited six months ended 30 September 2020 (pence per share) |
Audited year ended 31 March 2021 (pence per share) |
|||
|---|---|---|---|---|---|
| Opening net asset value Capital return Revenue return |
73.13 2.47 0.05 |
70.13 1.48 0.43 |
70.13 5.64 1.46 |
||
| Total return Impact from share capital movements Dividends paid |
––––– 2.52 (0.02) (16.83) ––––– |
––––– 1.91 0.05 (2.50) ––––– |
––––– 7.10 0.14 (4.24) ––––– |
||
| Net asset value | 58.80 | 69.59 | 73.13 | ||
| Total dividends paid to 30 September 2021 Net asset value as at 30 September 2021 |
|||||
| Total shareholder value to 30 September 2021 | 239.67 |
A more detailed breakdown of the dividends paid per year can be found at www.albion.capital/funds/AAVC under the 'Dividend History' section.
The financial summary above is for the Company, Albion Venture Capital Trust PLC Ordinary shares only. Details of the financial performance of the C shares and Albion Prime VCT PLC, which have been merged into the Company, can be found on the Company's webpage at www.albion.capital/funds/AAVC under the 'Financial summary for previous funds' section.
The Directors have declared a second interim dividend of 1.47 pence per share for the year ending 31 March 2022, which will be paid on 31 January 2022 to shareholders on the register on 7 January 2022.
The Board has also declared a second special dividend of 7.00 pence per share, which will be paid on 31 December 2021 to shareholders on the register on 10 December 2021. Further details can be found in the Interim management report on page 5.
I am pleased to report a total return of 2.52 pence per share for the six months to 30 September 2021, which represents a 3.4% uplift on the opening net asset value. Following the payment of the first special dividend of 15.00 pence per share and the first interim dividend of 1.83 pence per share paid to shareholders on 30 July 2021, the net asset value ("NAV") at 30 September 2021 was 58.80 pence per share (31 March 2021: 73.13p). Our portfolio companies continue to show resilience and their growth demonstrates the value they provide to their customers.
The gain on investments for the six months to 30 September 2021 was £2.9 million compared to £1.9 million for the same period in the previous year. The key movements in the period include: a £0.9 million uplift in the valuation of Credit Kudos, demonstrating the value of its software platform; and a £0.6 million uplift in the valuation of Elliptic Enterprises, supported by an externally led Series C fundraising that raised \$60 million. We have also seen many of our other portfolio companies performing well. For example, Arecor Therapeutics listed onto the AIM stock exchange during the period and its share price has since increased by 85% leading to an increase in value of £0.5 million. The renewable energy portfolio continues to be a strong source of income for the Company, although electricity generation has been impacted by unfavourable weather conditions, the effect of which has been tempered by higher electricity prices and rising inflation. Our school investment, Radnor House in Sevenoaks, has seen an uplift of £0.5 million following the completion of an updated third-party valuation. In general, it is reassuring and encouraging to see many of our portfolio companies trading strongly as we navigate out of the pandemic.
However, there have also been some write-downs in our portfolio, particularly Avora (£0.3 million) and Xperiome (£0.2 million) due to slower growth than hoped.
Further details of the portfolio of investments can be found on pages 9 and 10.
In line with our dividend policy targeting a dividend around 5% of NAV per annum the Company paid a first interim dividend of 1.83 pence per share during the period to 30 September 2021 (30 September 2020: 2.50 pence per share). As noted above, the Company also paid a special dividend of 15.00 pence per share alongside the first interim dividend.
The Company will pay a second interim dividend for the financial year ending 31 March 2022 of 1.47 pence per share on 31 January 2022 to shareholders on the register on 7 January 2022, being 2.5% of the 30 September 2021 NAV.
As indicated in the Chairman's statement in the Annual Report and Financial Statements, as a result of the additional liquidity generated from the sale of the Company's care homes in March 2021 and the requirement to maintain the Company's qualifying VCT status, the Board declare a second special dividend of 7.00 pence per share. This will be paid on 31 December 2021 to shareholders on the register on 10 December 2021.
This will result in special dividends paid for the year ending 31 March 2022 totaling 22.00 pence per share, representing 30.1% of opening NAV, and interim dividends paid totaling 3.30 pence per share, representing 4.5% of opening NAV.
The Company continues to offer a DRIS whereby shareholders can elect to receive dividends in the form of new shares. Shareholders not currently in the DRIS have the option to elect to have their dividends reinvested into new shares through the DRIS by logging into their account at www.investorcentre.co.uk. Please note that shareholders who hold their shares in CREST will need to contact their CREST service provider.
The terms and conditions for the DRIS can be found on the Company's webpage on the Manager's website at www.albion.capital/funds/AAVC under the 'Fund reports' section.
During the period the Company has invested £3.5 million into new and existing portfolio companies, with new investments comprising:
A further £1.1 million was invested in existing portfolio companies, the largest being £0.6 million into uMotif, to support the business as it continues to develop its electronic patient report platform for clinical trials.
The following pie chart shows the different sectors in which the Company's assets, at carrying value, were invested at 30 September 2021.
It remains the Board's primary objective to maintain sufficient resources for investment in new and existing portfolio companies and for the continued payment of dividends to shareholders. The Board's policy is to buyback 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. The Board continues to review the use of buy-backs and is satisfied that it is an important means of providing market liquidity for shareholders.
Details of the transactions that took place with the Manager during the period can be found in note 5. There are no other related party transactions or balances that require disclosure.
The longer term implications of the Covid-19 crisis is the key risk facing the Company, including its impact on the UK and Global economies. In accordance with 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 Financial Statements for the year ended 31 March 2021. The Covid-19 pandemic has created heightened uncertainty, but has not changed the nature of the principal risks. The Board considers that the present processes for mitigating those risks remain appropriate.
The principal risks faced by the Company are:
A detailed explanation of the principal risks facing the Company can be found in the Annual Report and Financial Statements for the year ended 31 March 2021 on pages 18 to 20, copies of which are available on the Company's webpage on the Manager's website at www.albion.capital/funds/AAVC under the 'Financial Reports and Circulars' section.
Your Board, in conjunction with the boards of the other five VCTs managed by Albion Capital Group LLP, has announced to the market the intention of the VCTs to launch prospectus top up offers of new ordinary shares for subscription in the 2021/2022 and 2022/2023 tax years. The prospectus is expected to be published in early January 2022, with more information available at www.albion.capital.
The proceeds will be used to provide support to our existing portfolio companies and to enable us to take advantage of new and exciting investment opportunities as they arise, four of which are detailed above.
To ensure efficient Shareholder communication the Board is actively encouraging Shareholders who are currently receiving hard copy information to change their preferences to electronic communications. There are many reasons why we think this is the right thing to do including being more environmentally friendly, less human contact, and speed including the immediacy of getting information to you regarding the Company and new Offers.
Shareholders can sign up for e-Comms by going to: www.investorcentre.co.uk/ecomms.
The Board is encouraged by the performance of the portfolio as a whole and the prospects for its portfolio companies. The pipeline of new and follow on investments continues to remain strong, demonstrated by the £3.5 million invested in the first six months of the year, and the investment focus on growth and technology businesses provides the opportunity to continue to generate shareholder value over the medium to long term.
Chairman 1 December 2021
The Directors Richard Glover, John Kerr, Ann Berresford and Richard Wilson are responsible for preparing the Halfyearly Financial Report. In preparing these condensed Financial Statements for the period to 30 September 2021 we, the Directors of the Company, confirm that to the best of our knowledge:
(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.
For and on behalf of the Board
Richard Glover Chairman 1 December 2021
| % voting | As at 30 September 2021 Cumulative movement Cost* in value Value |
Change in value for the period** |
|||
|---|---|---|---|---|---|
| Fixed asset investments | rights | £'000 | £'000 | £'000 | £'000 |
| Chonais River Hydro Limited | 9.2 | 3,074 | 1,065 | 4,139 | (132) |
| Radnor House School (TopCo) Limited | 6.9 | 1,259 | 1,367 | 2,626 | 453 |
| The Evewell Group Limited | 5.2 | 1,272 | 783 | 2,055 | (20) |
| Elliptic Enterprises Limited | 1.6 | 1,244 | 624 | 1,868 | 624 |
| Gharagain River Hydro Limited | 11.5 | 1,363 | 377 | 1,740 | (54) |
| Cantab Research Limited (T/A Speechmatics) | 2.8 | 1,144 | 565 | 1,709 | 565 |
| Credit Kudos Limited | 2.7 | 584 | 897 | 1,481 | 897 |
| Phrasee Limited | 2.3 | 538 | 862 | 1,400 | – |
| Threadneedle Software Holdings Limited (T/A Solidatus) | 2.1 | 1,262 | – | 1,262 | – |
| The Street by Street Solar Programme Limited | 6.5 | 676 | 514 | 1,190 | 12 |
| uMotif Limited | 4.0 | 1,078 | 35 | 1,113 | – |
| Beddlestead Limited | 9.1 | 1,142 | (58) | 1,084 | 278 |
| Healios Limited | 2.4 | 678 | 339 | 1,017 | – |
| Concirrus Limited | 1.9 | 975 | – | 975 | – |
| Seldon Technologies Limited | 4.6 | 902 | – | 902 | – |
| Alto Prodotto Wind Limited | 7.4 | 530 | 330 | 860 | (21) |
| MHS 1 Limited | 14.8 | 1,026 | (168) | 858 | (58) |
| Arecor Therapeutics PLC (previously Arecor Limited) | 0.7 | 249 | 576 | 825 | 469 |
| Gravitee TopCo Limited (T/A Gravitee.io) | 3.7 | 813 | – | 813 | – |
| NuvoAir Holdings Inc. | 2.4 | 741 | – | 741 | – |
| The Voucher Market Limited (T/A WeGift) | 1.8 | 735 | – | 735 | – |
| Regenerco Renewable Energy Limited | 4.5 | 451 | 276 | 727 | 1 |
| Brytlyt Limited | 3.4 | 577 | – | 577 | – |
| Limitless Technology Limited | 1.8 | 471 | 47 | 518 | – |
| Imandra Inc. | 1.3 | 175 | 261 | 436 | 261 |
| Erin Solar Limited | 18.6 | 520 | (100) | 420 | (28) |
| Dragon Hydro Limited | 7.3 | 264 | 147 | 411 | (26) |
| uMedeor Limited (T/A uMed) | 3.2 | 334 | – | 334 | – |
| Accelex Technology Limited | 3.6 | 324 | – | 324 | – |
| AVESI Limited | 7.4 | 242 | 81 | 323 | (1) |
| Harvest AD Limited | - | 307 | (2) | 305 | (8) |
| TransFICC Limited | 1.9 | 286 | – | 286 | – |
| Greenenerco Limited | 3.9 | 106 | 65 | 171 | (5) |
| Premier Leisure (Suffolk) Limited | 9.9 | 175 | (10) | 165 | (9) |
| Xperiome Limited (previously Raremark) | 2.4 | 308 | (214) | 94 | (156) |
| Symetrica Limited | 0.3 | 83 | (17) | 66 | – |
| Kew Green VCT (Stansted) Limited | 45.2 | 1,234 | (1,211) | 23 | – |
| Avora Limited | 4.2 | 750 | (732) | 18 | (267) |
| Forward Clinical Limited (T/A Pando) | 1.2 | 149 | (145) | 4 | (1) |
| Total fixed asset investments | 28,041 | 6,554 | 34,595 | 2,774 |
* The cost includes the original cost from Albion Venture Capital Trust PLC and the carried over value on merger from Albion Prime VCT PLC as at 25 September 2012.
** As adjusted for additions and disposals during the period.
| Fixed asset investment realisations during the period to 30 September 2021 |
Cost* £'000 |
Opening carrying value £'000 |
Disposal proceeds £'000 |
Total realised gain £'000 |
Gain on opening value £'000 |
|---|---|---|---|---|---|
| Loan stock repayments and other: | |||||
| Alto Prodotto Wind Limited | 21 | 28 | 28 | 7 | – |
| Dragon Hydro Limited | 13 | 13 | 13 | – | – |
| Greenenerco Limited | 4 | 5 | 5 | 1 | – |
| Escrow adjustments and other** | – | – | 165 | 165 | 165 |
| Total realisations | 38 | 46 | 211 | 173 | 165 |
* The cost includes the original cost from Albion Venture Capital Trust PLC and the carried over value on merger from Albion Prime VCT PLC as at 25 September 2012.
** These comprise fair value movements on deferred consideration on previously disposed investments, release of the G. Network Communications discount which is treated as a financing transaction, and expenses which are incidental to the purchase or disposal of an investment.
| Total change in value of investments for the period | 2,774 |
|---|---|
| Movement in loan stock accrued interest | 1 _ |
| Unrealised gains sub-total Realised gains in current period |
2,775 165 |
| Total gains on investments as per Income statement | _ 2,940 |
| Unaudited six months ended 30 September 2021 |
Unaudited six months ended 30 September 2020 |
Audited year ended 31 March 2021 |
||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Note | Revenue Capital £'000 |
£'000 | £'000 | Total Revenue £'000 |
Capital £'000 |
£'000 | Total Revenue £'000 |
Capital £'000 |
Total £'000 |
|
| Gains on investments | 3 | – | 2,940 | 2,940 | – | 1,898 | 1,898 | – | 6,508 | 6,508 |
| Investment income | 4 | 412 | – | 412 | 884 | – | 884 | 2,467 | – | 2,467 |
| Investment management fee |
5 | (158) | (472) | (630) | (167) | (501) | (668) | (337) (1,010) (1,347) | ||
| Other expenses | (193) | – | (193) | (180) | – | (180) | (363) | – | (363) | |
| Profit on ordinary activities before tax |
61 | 2,468 | 2,529 | 537 | 1,397 | 1,934 | 1,767 | 5,498 | 7,265 | |
| Tax (charge)/credit on ordinary activities |
(11) | 11 | – | (101) | 95 | (6) | (299) | 192 | (107) | |
| Profit and total comprehensive income attributable to shareholders |
50 | 2,479 | 2,529 | 436 | 1,492 | 1,928 | 1,468 | 5,690 | 7,158 | |
| Basic and diluted return per share (pence)* |
7 | 0.05 | 2.47 | 2.52 | 0.43 | 1.48 | 1.91 | 1.46 | 5.64 | 7.10 |
* adjusted for treasury shares
Comparative figures have been extracted from the unaudited Half-yearly Financial Report for the six months ended 30 September 2020 and the audited statutory accounts for the year ended 31 March 2021.
The accompanying notes on pages 15 to 20 form an integral part of this Half-yearly Financial Report.
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.
| Unaudited 30 September 2021 |
Unaudited 30 September 2020 |
Audited 31 March 2021 |
|
|---|---|---|---|
| Note | £'000 | £'000 | £'000 |
| Fixed asset investments | 34,595 | 52,885 | 28,355 |
| Current assets | |||
| Trade and other receivables | 2,144 | 108 | 1,561 |
| Cash and cash equivalents | 24,125 | 17,898 | 43,562 |
| 26,269 | 18,006 | 45,123 | |
| Total assets | 60,864 | 70,891 | 73,478 |
| Payables: amounts falling due within one year |
|||
| Trade and other payables | (877) | (810) | (790) |
| Total assets less current liabilities | 59,987 | 70,081 | 72,688 |
| Equity attributable to equity holders | |||
| Called-up share capital 8 |
1,192 | 1,162 | 1,165 |
| Share premium | 43,061 | 40,449 | 40,668 |
| Capital redemption reserve | 25 | 7 | 7 |
| Unrealised capital reserve | 6,355 | 15,008 | 3,588 |
| Realised capital reserve | 4,816 | 6,211 | 21,829 |
| Other distributable reserve | 4,538 | 7,244 | 5,431 |
| Total equity shareholders' funds | 59,987 | 70,081 | 72,688 |
| Basic and diluted net asset value per share (pence)* |
58.80 | 69.59 | 73.13 |
* excluding treasury shares
Comparative figures have been extracted from the unaudited Half-yearly Financial Report for the six months ended 30 September 2020 and the audited statutory accounts for the year ended 31 March 2021.
The accompanying notes on pages 15 to 20 form an integral part of this Half-yearly Financial Report.
These Financial Statements were approved by the Board of Directors and authorised for issue on 1 December 2021, and were signed on its behalf by
Richard Glover Chairman Company number: 03142609
| Called-up share capital £'000 |
premium £'000 |
Capital Share redemption reserve £'000 |
Unrealised capital reserve £'000 |
Realised reserve* £'000 |
Other capital distributable reserve* £'000 |
Total £'000 |
|
|---|---|---|---|---|---|---|---|
| At 1 April 2021 | 1,165 | 40,668 | 7 | 3,588 | 21,829 | 5,431 72,688 | |
| Return/(loss) and total comprehensive income for the period Transfer of previously unrealised |
– | – | – | 2,775 | (296) | 50 | 2,529 |
| gains on realisations of investments | – | – | – | (8) | 8 | – | – |
| Purchase of shares for cancellation | (17) | – | 17 | – | – | (943) | (943) |
| Issue of equity | 44 | 2,410 | – | – | – | – | 2,454 |
| Cost of issue of equity | – | (17) | – | – | – | – | (17) |
| Net dividends paid (note 6) | – | – | – | – | (16,724) | – (16,724) | |
| At 30 September 2021 | 1,192 | 43,061 | 25 | 6,355 | 4,816 | 4,538 59,987 | |
| At 1 April 2020 | 1,148 | 39,477 | 7 | 13,178 | 6,549 | 10,269 | 70,628 |
| Return/(loss) and total comprehensive income for the period |
– | – | – | 1,838 | (346) | 436 | 1,928 |
| Transfer of previously unrealised gains on realisations of investments |
– | – | – | (8) | 8 | – | – |
| Purchase of treasury shares | – | – | – | – | – | (931) | (931) |
| Issue of equity | 14 | 1,004 | – | – | – | – | 1,018 |
| Cost of issue of equity | – | (32) | – | – | – | – | (32) |
| Net dividends paid (note 6) | – | – | – | – | – | (2,530) (2,530) | |
| At 30 September 2020 | 1,162 | 40,449 | 7 | 15,008 | 6,211 | 7,244 70,081 | |
| At 1 April 2020 | 1,148 | 39,477 | 7 | 13,178 | 6,549 | 10,269 | 70,628 |
| Return and total comprehensive income for the year |
– | – | – | 1,831 | 3,859 | 1,468 | 7,158 |
| Transfer of previously unrealised | |||||||
| gains on realisations of investments | – | – | – | (11,421) | 11,421 | – | – |
| Purchase of treasury shares | – | – | – | – | – | (2,043) (2,043) | |
| Issue of equity | 17 | 1,225 | – | – | – | – | 1,242 |
| Cost of issue of equity | – | (34) | – | – | – | – | (34) |
| Net dividends paid (note 6) | – | – | – | – | – | (4,263) (4,263) | |
| At 31 March 2021 | 1,165 | 40,668 | 7 | 3,588 | 21,829 | 5,431 | 72,688 |
* These reserves amount to £9,355,000 (30 September 2020: £13,455,000; 31 March 2021: £27,260,000) which is considered distributable.
| Unaudited six months ended 30 September 2021 £'000 |
Unaudited six months ended 30 September 2020 £'000 |
Audited year ended 31 March 2021 £'000 |
|
|---|---|---|---|
| Cash flow from operating activities | |||
| Loan stock income received | 403 | 793 | 2,985 |
| Deposit interest received | 2 | 13 | 14 |
| Dividend income received | 7 | 11 | 24 |
| Investment management fee paid | (790) | (671) | (1,337) |
| Other cash payments | (220) | (220) | (378) |
| UK Corporation tax refund/(paid) | 97 | – | (204) |
| Net cash flow from operating activities | (501) | (74) | 1,104 |
| Cash flow from investing activities | |||
| Purchase of fixed asset investments | (4,180) | (1,775) | (5,040) |
| Disposal of fixed asset investments | 191 | 264 | 30,620 |
| Net cash flow from investing activities | (3,989) | (1,511) | 25,580 |
| Cash flow from financing activities | |||
| Issue of share capital | – | 668 | 668 |
| Cost of issue of equity | (17) | (17) | (17) |
| Dividends paid* | (14,256) | (2,207) | (3,714) |
| Purchase of own shares (including costs) | (674) | (743) | (1,841) |
| Net cash flow from financing activities | (14,947) | (2,299) | (4,904) |
| (Decrease)/increase in cash and cash equivalents | (19,437) | (3,884) | 21,780 |
| Cash and cash equivalents at start of period | 43,562 | 21,782 | 21,782 |
| Cash and cash equivalents at end of period | 24,125 | 17,898 | 43,562 |
* The equity dividends paid in the cash flow is different to the dividends disclosed in note 6 due to the non-cash effect of the Dividend Reinvestment Scheme.
The condensed Financial Statements have been prepared 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 Statement of Recommended Practice "Financial Statements of Investment Trust Companies and Venture Capital Trusts" ("SORP") issued by The Association of Investment Companies ("AIC"). The Financial Statements have been prepared on a going concern basis.
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 International Private Equity and Venture Capital Valuation ("IPEV") Guidelines as updated in 2018 and further detail on the valuation techniques used are outlined in note 2 below.
Company information can be found on page 2.
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, those 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, including loan stock, are classified 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;
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 Income statement when a share becomes ex-dividend.
Receivables (including debtors due after more than one year), payables and cash are carried at amortised cost, in accordance with FRS 102. Debtors due after more than one year meet the definition of a financing transaction held at amortised cost, and interest will be recognised through capital over the credit period using the effective interest method. There are no financial liabilities other than payables.
Gains and losses arising from changes in the fair value of the investments are included in the Income statement for the period as a capital item and allocated to the unrealised capital reserve.
Dividend income is included in revenue when the investment is quoted ex-dividend.
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.
Interest income is recognised on an accruals basis using the rate of interest agreed with the bank.
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:
Taxation is applied on a current basis in accordance with FRS 102. Current tax is tax payable (refundable) in respect of the taxable profit (tax 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.
This reserve accounts for the nominal value of the shares.
This reserve accounts for the difference between the price paid for shares and the nominal value of the shares, less issue costs and transfers to the other distributable 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.
Increases and decreases in the valuation of investments held at the period end against cost are included in this reserve.
The following are disclosed in this 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 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 by the Company are accounted for in the period in which the dividend is paid or approved at the Annual General Meeting.
The Directors are of the opinion that the Company is engaged in a single operating segment of business, being investment in smaller companies principally based in the UK.
| Unaudited | Unaudited | Audited | |
|---|---|---|---|
| six months ended | six months ended | year ended | |
| 30 September 2021 | 30 September 2020 | 31 March 2021 | |
| £'000 | £'000 | £'000 | |
| Unrealised gains on fixed asset investments | 2,775 | 1,838 | 1,831 |
| Realised gains on fixed asset investments | 165 | 60 | 4,677 |
| –––––––––––––––– | ––––––––––––––– | –––––––––––––––– | |
| 2,940 | 1,898 | 6,508 | |
| –––––––––––––––– | ––––––––––––––– | –––––––––––––––– |
| Unaudited six months ended 30 September 2021 30 September 2020 £'000 |
Unaudited six months ended £'000 |
Audited year ended 31 March 2021 £'000 |
|
|---|---|---|---|
| Loan stock interest | 403 | 863 | 2,432 |
| Dividend income | 7 | 11 | 24 |
| Bank interest | 2 | 10 | 11 |
| 412 | ––––––––––––– ––––––––––––– 884 |
––––––––––––– 2,467 |
–––––––––––––––– –––––––––––––––– ––––––––––––––––
| Unaudited six months ended 30 September 2021 30 September 2020 |
Unaudited six months ended |
Audited year ended 31 March 2021 |
|
|---|---|---|---|
| Investment management fee charged to revenue Investment management fee charged to capital |
£'000 158 472 |
£'000 167 501 |
£'000 337 1,010 |
| –––––––––––––––– 630 –––––––––––––––– |
––––––––––––––– 668 ––––––––––––––– |
–––––––––––––––– 1,347 –––––––––––––––– |
Further details of the Management agreement under which the investment management fee and any performance incentive fee are paid are given in the Strategic report on pages 13 and 14 of the Annual Report and Financial Statements for the year ended 31 March 2021.
During the period, services of a total value of £630,000 in management fees and £28,000 in administration fees (30 September 2020: £668,000 in management fees and £27,000 in administration fees; 31 March 2021: £1,347,000 in management fees and £54,000 in administration fees), 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 disclosed within payables was £199,000 (30 September 2020: £347,000; 31 March 2021: £359,000).
Albion Capital Group LLP is, from time to time, eligible to receive arrangement fees and monitoring fees from portfolio companies. During the period to 30 September 2021, fees of £98,000 attributable to the investments of the Company were received pursuant to these arrangements (30 September 2020: £79,000; 31 March 2021: £193,000).
Albion Capital Group LLP, its partners and staff hold a total of 1,000,404 shares in the Company as at 30 September 2021.
| Unaudited six months ended £'000 |
Unaudited six months ended 30 September 2021 30 September 2020 £'000 |
Audited year ended 31 March 2021 £'000 |
|
|---|---|---|---|
| First interim and first special dividend of 16.83p per share paid on | |||
| 30 July 2021 (31 July 2020: First interim dividend of 2.50p per share) Second interim dividend of 1.74p per share paid on 29 January 2021 |
16,728 – |
2,541 – |
2,541 1,745 |
| Unclaimed dividends | (4) | (11) | (23) |
| 16,724 | ––––––––––––– ––––––––––––– 2,530 –––––––––––––––– –––––––––––––––– |
––––––––––––– 4,263 –––––––––––––––– |
The Directors have declared a second interim dividend for the year ending 31 March 2022 of 1.47 pence per share (total approximately £1,500,000), payable on 31 January 2022 to shareholders on the register on 7 January 2022.
The Directors have also declared a second special dividend of 7.00 pence per share (total approximately £7,141,000), which will be paid on 31 December 2021 to shareholders on the register on 10 December 2021.
| Unaudited six months ended 30 September 2021 |
Unaudited six months ended 30 September 2020 |
Audited year ended 31 March 2021 |
||||
|---|---|---|---|---|---|---|
| Revenue | Capital | Revenue | Capital | Revenue | Capital | |
| Return attributable to equity shares (£'000) |
50 | 2,479 | 436 | 1,492 | 1,468 | 5,690 |
| Weighted average shares in issue (adjusted for treasury shares) |
100,483,335 | 101,213,085 | 100,836,952 | |||
| Return attributable per equity share (pence) |
0.05 | 2.47 | 0.43 | 1.48 | 1.46 | 5.64 |
The weighted average number of shares is calculated after adjusting for treasury shares of 17,153,431 (30 September 2020: 15,519,396; 31 March 2021: 17,153,431).
There are no convertible instruments, derivatives or contingent share agreements in issue so basic and diluted return per share are the same.
| Allotted, called-up and fully paid shares of 1 penny each | Unaudited 30 September 2021 30 September 2020 |
Unaudited | Audited 31 March 2021 |
|---|---|---|---|
| Number of shares | 119,164,991 | 116,220,062 | 116,549,525 |
| Nominal value of allotted shares (£'000) | 1,192 | 1,162 | 1,165 |
| Voting rights (number of shares net of treasury shares) | 102,011,560 | 100,700,666 | 99,396,094 |
During the period to 30 September 2021 the Company purchased 1,743,454 Ordinary shares (nominal value of £17,435) to be cancelled (30 September 2020: 1,435,365 shares for treasury; 31 March 2021: 3,069,400 shares for treasury) at a cost of £943,000 (30 September 2020: £931,000; 31 March 2021: £2,043,000) representing 1.5 per cent. of the shares in issue as at 30 September 2021.
The total number of Ordinary shares held in treasury as at 30 September 2021 was 17,153,431 (30 September 2020: 15,519,396; 31 March 2021: 17,153,431) representing 14.4 per cent. of the share capital as at 30 September 2021.
Under the terms of the Dividend Reinvestment Scheme Circular dated 10 July 2008, the following new Ordinary shares of nominal value 1 penny per share were allotted during the period:
| Date of allotment | Number of shares allotted |
Aggregate nominal value of shares (£'000) |
Issue price (pence per share) |
Net invested (£'000) |
Opening- market price on allotment date (pence per share) |
|---|---|---|---|---|---|
As at 30 September 2021, the Company had no financial commitments (30 September 2020 and 31 March 2021: £nil).
There are no contingencies or guarantees of the Company as at 30 September 2021 (30 September 2020 and 31 March 2021: £nil).
Since 30 September 2021 the Company has had the following material post balance sheet events:
• Investment of £669,000 in an existing portfolio company, Elliptic Enterprises Limited.
Other than transactions with the Manager as described in note 5, there are no other related party transactions.
The Board has conducted a detailed assessment of the Company's ability to meet its liabilities as they fall due. Cash flow forecasts are updated and discussed quarterly at Board level and have been stress tested to allow for the forecasted impact of Coronavirus (Covid-19). The Board has revisited and updated their assessment of liquidity risk and concluded that it remains unchanged since the last Annual Report and Financial Statements. Further details can be found on page 67 of those accounts.
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 cash and liquid 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, and the subsequent updated Going concern, risk and viability guidance issued by the FRC due to Covid-19 in 2020.
The information set out in this Half-yearly Financial Report does not constitute the Company's statutory accounts within the terms of section 434 of the Companies Act 2006 for the periods ended 30 September 2021 and 30 September 2020 and is unaudited. The information for the year ended 31 March 2021 does not constitute statutory accounts within the terms of section 434 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.
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/AAVC, where the Report can be accessed as a PDF document in the 'Financial Reports and Circulars' section.
A member of The Association of Investment Companies
This report is printed on Revive 100 offset a totally recycled paper produced using 100% recycled waste at a mill that has been awarded the ISO 14001 certificate for environmental management. The pulp is bleached using a totally chlorine free (TCF) process.
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