Interim / Quarterly Report • Sep 30, 2011
Interim / Quarterly Report
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| Page | |
|---|---|
| Chairman's Statement | 4 |
| Investment Portfolio | 8 |
| Reconciliation of Investment Portfolio Movement since 31 March 2011 | 9 |
| Top 15 Investments | 10 |
| Statement of Comprehensive Income | 14 |
| Balance Sheet | 15 |
| Reconciliation of Movement in Shareholders' Equity | 16 |
| Statement of Cash Flows | 17 |
| Notes to the Interim Financial Statements | 19 |
The Total Return as at 30 September 2011 to those Shareholders who invested in the first round of fundraising is 183.7 pence per share. This compares to 153.0 pence per share at 30 September 2010 and 176.2 pence per share at 31 March 2011.
NAV Per Share (pence) Cumulative Dividend Paid (pence)
Following the strong performance reported previously for the year to March 2011, I am pleased to report further progress in the current financial year. The Net Asset Value per share increased by 6.25% from 120.0 pence per share at 31 March 2011 to 127.5 pence per share out of which dividends totalling 21.0 pence per share were paid resulting in a Net Asset Value of 106.5 pence per share at 30 September 2011. This compares to decreases in the FTSE SmallCap Index of 12.9% and the FTSE AiM All-Share Index of 22.3%. The Total Return increased by 7.5 pence per share to 183.7 pence per share over the same period.
In August 2011 a dividend was paid to shareholders of £7.5 million or 21.0 pence per share. This comprised a final dividend of 3.0 pence per share plus a special dividend of 18.0 pence per share following the profit achieved on the £6.54 million partial realisation of the Company's holding in retail chain GO Outdoors Limited which completed in April 2011. These payments take the total dividends over the life of the Company to 77.2 pence per share.
It was pleasing to note that £1.2 million was reinvested by Shareholders through the Dividend Re-Investment Scheme. Your Board intends to maintain, where possible, an underlying annual dividend of 5.0 pence per share, increasing this when profitable realisations are achieved. The Board is therefore proposing to maintain an interim dividend at 2.0 pence per share which will be paid on 20 January 2012 to Shareholders on the register at 23 December 2011.
The performance in the first six months of this financial year has again been delivered against a backdrop of both financial and political uncertainty particularly so across Europe which has negatively impacted confidence. However several of the portfolio companies have taken tough actions over recent years to improve efficiency with the effects now evident in recent trading results and improving valuations. The portfolio remains well funded and there should be opportunities for further value growth as economic conditions improve.
In the first six months of the financial year the Company invested £0.86 million which comprised one new investment and three follow-on investments. In recent months the Fund Manager has also seen an increase in the number of investment opportunities with management teams looking to fund expansion plans and vendors prepared to consider realisation events. Subsequent to the period end the Board has approved new investments totalling £2.3 million, all of which are currently going through due diligence processes. It is with this in mind that the Board sought to increase the Company's investment capacity via the linked offer in December 2010 with British Smaller Companies VCT2 plc, with a total of £4.41 million gross proceeds being raised by the Company.
| Total Return % |
6 months |
1 year |
3 years |
5 years |
Since Flotation 1996 |
|---|---|---|---|---|---|
| NAV+ | 4.3 | 20.1 | 32.4 | 39.2 | 83.7 |
| FTSE All-Share™ |
-13.5 | -7.4 | 6.9 | -13.0 | 42.0 |
| Offer price |
Offer price net of tax |
Net Asset Value at 30 September 2011 |
Cumulative dividends paid since Fundraising* |
Total Return since Fundraising* |
Total Return since Funds invested with participation in the DRIS &* |
IRR**** | |
|---|---|---|---|---|---|---|---|
| Tax Year | Pence | Pence | Pence | Pence | Pence | Pence | % |
| 1995/96 & 1996/97 | 100.00 | 80.00 | 106.50 | 77.2 | 183.7 | 197.7 | 4.8% |
| 1996/97 & 1997/98 | 100.00 | 80.00 | 106.50 | 76.1 | 182.6 | 196.6 | 5.1% |
| 1997/98 & 1998/99 | 105.00 | 84.00 | 106.50 | 72.6 | 179.1 | 193.1 | 4.8% |
| 2004/05 (C share***) | 99.50 | 59.70 | 119.78 | 45.4 | 165.2 | 173.6 | 8.9% |
| 2005/06 | 100.00 | 60.00 | 106.50 | 46.8 | 153.3 | 163.7 | 9.1% |
| 2006/07 & 2007/08 | 102.50 | 71.75 | 106.50 | 42.3 | 148.8 | 156.7 | 9.5% |
| 2007/08 & 2008/09 | 106.25 | 74.38 | 106.50 | 37.3 | 143.8 | 162.8 | 9.7% |
| 2009/10 & 2010/11 | 97.25 | 68.08 | 106.50 | 27.3 | 133.8 | 135.4 | 24.8% |
| 2010/11 & 2011/12 | 128.00 | 89.60 | 106.50 | 21.0 | 127.5 | 127.5 | -1.0% |
* This assumes that at the time of investment the tax relief given on the investment was not also invested in shares of the Company
** Assuming that all dividends were invested under the terms of the current Dividend Re-Investment Scheme
*** NAV has been adjusted for conversion of C shares into Ordinary shares in May 2007
**** The IRR calculation has been performed based on the issue date of 5 April in the earlier tax year in all cases
In April 2011 a £28 million investment was made into portfolio business GO Outdoors Limited by 3i plc. This enabled a £6.54 million partial realisation, representing a £2.07 million gain on 31 March 2011 valuation and £6.49 million uplift on cost. The Company retains a significant minority shareholding and the Fund Manager is now working closely with management and 3i to continue the rollout of this highly successful outdoor equipment retail model. A further £233,000 of proceeds was received from the repayment of the Company's preference shares in contract caterer Waterfall Services Limited and £93,000 from the partial realisation of 10% of the Company's holding in AIM quoted coal service business Hargreaves Services plc.
Overall the portfolio saw a value gain of £2.35 million (7.9%) over the 6 months to 30 September 2011. Several of our portfolio companies have made significant progress in the period and remain well placed to grow further as economic conditions improve. There were particularly strong performances resulting in valuation increases from both Deep-Secure Ltd (£0.99 million) and President Engineering Group Ltd (£0.90 million) with further notable increases delivered by GO Outdoors Limited, Hargreaves Services plc and Waterfall Services Limited. Whilst GO Outdoors remains the Company's single biggest portfolio investment, this holding has reduced from 33% to 19% as a percentage of total Net Asset Value following the partial realisation in April 2011.
The level of new investment opportunities under consideration has increased which is translating into new investments for the Company and some acquisitions for the portfolio. In July 2011 £0.6 million was invested as part of the management buyout of Bagel Nash Limited, a bakery and successful retail chain operating in the North East. Three follow-on investments totalling £0.26 million were also made into the existing portfolio: £0.1 million was invested into specialist healthcare communications company, Fishawack Limited, to fund the acquisition of a Swiss competitor; £0.12 million was invested into AIM quoted diagnostic healthcare group, EKF Diagnostics Holdings plc, to help fund the acquisition of a US based diagnostics group and £0.04 million was invested into niche international recruitment consultant, Darwin Rhodes Group Limited, to fund a shareholder restructuring alongside investment from new institutional co-investment partner Calculus Capital.
The revenue profit before tax for the period was £0.59 million which compares to £0.45 million for the same period in 2010. The capital profit before tax for the six months to September 2011 is £2.23 million which compares to a £2.46 million capital profit for the same period in 2010.
The movement in Net Asset Value per share is as follows:
| Pence/share | |
|---|---|
| 31 March 2011 | 120.0 |
| Issue of shares | (0.3) |
| Dividends paid in period | (21.0) |
| Dividend Re-Investment Scheme/ Purchase of own shares |
(0.6) |
| Realisation of investments | 6.3 |
| Net increase in value | 2.1 |
| 30 September 2011 | 106.5 |
The investment valuation growth highlighted above has resulted in the Net Asset Value per share increasing to 127.5 pence per share at 30 September 2011 prior to the payment of the 21.0 pence dividend in August 2011 (120.0 pence per share at 31 March 2011). The Total Return (Net Asset Value plus cumulative dividends paid) at 30 September 2011 now stands at 183.7 pence per share compared to 176.2 pence per share at 31 March 2011, an increase of 7.5 pence per share.
In the six months to September 2011 the Company has issued a total of 2,699,270 new shares raising a net total of £2.92 million of new cash for the Company. Of the shares issued in the period 1,277,941 were issued pursuant to the Dividend Re-Investment Scheme and the balance was in respect of shares issued under the linked offer referred to above. The Company also re-purchased 46,020 of its own shares pursuant to the Share Buy Back Scheme.
Cash and investment in gilts totalled £13.09 million at 30 September 2011 (£11.68 million at September 2010), representing 33% (September 2010: 36%) of Net Asset Value before taking account of any interim dividend. The Board continually reviews the Company's medium term investment capacity to ensure that it is sufficient to meet investment opportunities as they arise.
Your Company continues to offer a dividend reinvestment scheme. The Dividend Re-Investment Scheme was amended earlier this year giving the directors discretion to allow Shareholders to opt for a special dividend to be paid in cash. Your Board was particularly pleased that following the payment of the special dividend in August 2011 that 16% (2010: 17.6%) of Shareholders re-invested £1.20 million of dividends (2010: £0.14 million).
These are effected in the market through the Company's broker Singer Capital Markets. During the six month period to 30 September 2011, your Company acquired 46,020 shares at a cost of £0.04 million (2010: 260,000 shares at a cost of £0.20 million).
The changes announced in the Budget earlier this year are (subject to EU State Aid approval) proposed to be introduced from April 2012. The following are the key changes proposed:
This is a very positive step by the Government recognising the importance of venture capital trusts to the UK economy.
The Government has also undertaken a consultation exercise to refocus venture capital trusts to ensure that they are targeting genuine risk investments, and the outcome of this is currently awaited.
I am delighted to note the continued significant progress made within the portfolio over the last six months. There are now some signs of renewed demand for equity finance for growth and for management buy outs and your Company is well positioned to capitalise on these opportunities as they present themselves.
I would like to thank Shareholders for their continued support.
Helen Sinclair 23 November 2011
| Name of Company | Date of Initial Investment |
Industry Sector |
Original Cost |
Realised Proceeds to Date* |
Investment Valuation at 30 September Unrealised 2011 |
Realised and to Date |
|---|---|---|---|---|---|---|
| £000 | £000 | £000 | £000 | |||
| Current Investments | ||||||
| GO Outdoors Limited | May-98 | Consumer Products | 556 | 6,995 | 7,419 | 14,414 |
| Deep-Secure Ltd | Dec-09 | Software | 1,000 | – | 2,080 | 2,080 |
| President Engineering Group Ltd | Sept-10 | Manufacturing | 1,000 | – | 1,900 | 1,900 |
| Adex Bridge Investments Limited | Mar-10 | Turnaround | 1,750 | – | 1,750 | 1,750 |
| Waterfall Services Limited | Feb-07 | Support Services | 1,000 | 233 | 1,634 | 1,867 |
| North Western Investments Limited | Feb-10 | Turnaround | 1,000 | – | 1,000 | 1,000 |
| 4G Capital Limited | Mar-10 | Software | 1,000 | – | 1,000 | 1,000 |
| Fishawack Limited | Jan-08 | Communications | 878 | – | 932 | 932 |
| Hargreaves Services plc | Dec-07 | Industrial | 469 | 93 | 849 | 942 |
| Harvey Jones Holdings Limited | May-07 | Manufacturing | 777 | – | 703 | 703 |
| Mattioli Woods plc | Nov-05 | Support Services | 326 | – | 604 | 604 |
| Bagel Nash Limited | Jul-11 | Retail | 600 | – | 600 | 600 |
| Lightmain Company Limited | Mar-10 | Manufacturing | 600 | – | 598 | 598 |
| RMS Group Holdings Limited | Jul-07 | Industrial | 1,050 | 537 | 575 | 1,112 |
| Harris Hill Holdings Limited | Jun-07 | Recruitment | 600 | – | 558 | 558 |
| Bluebell Telecom Group Limited | Sep-10 | Telecommunications | 500 | – | 500 | 500 |
| K3 Business Technology Group plc | Apr-08 | Software | 402 | – | 480 | 480 |
| EKF Diagnostics Holdings plc | Jul-10 | Pharmaceuticals | 366 | 105 | 474 | 579 |
| Tikit Group plc | Jun-01 | Software | 226 | 95 | 437 | 532 |
| Darwin Rhodes Group Limited | Apr-08 | Recruitment | 488 | – | 405 | 405 |
| Pressure Technologies plc | Jun-07 | Industrial | 425 | – | 347 | 347 |
| Primal Pictures Limited | Mar-01 | Healthcare | 500 | 93 | 340 | 433 |
| Cambridge Cognition Limited | May-02 | Software | 325 | – | 330 | 330 |
| Woodspeen Training plc | Dec-10 | Training Provider | 250 | – | 194 | 194 |
| Patsystems plc | Oct-07 | Software | 222 | – | 156 | 156 |
| Brulines plc | Oct-06 | Software | 163 | – | 123 | 123 |
| Straight plc | Feb-04 | Industrial | 341 | 138 | 108 | 246 |
| Ellfin Home Care Limited | Dec-07 | Healthcare | 823 | – | 103 | 103 |
| Belgravium Technologies plc | Oct-05 | Software | 200 | – | 100 | 100 |
| 17,837 | 8,289 | 26,299 | 34,588 | |||
| Full realisations since March 2002 | 11,970 | 16,705 | – | 16,705 | ||
| Full realisations prior to March 2002 | 6,394 | 3,246 | – | 3,246 | ||
| Total realised and unrealised to date | 36,201 | 28,240 | 26,299 | 54,539 |
*Proceeds include premium and profits on loan repayments and preference share redemptions
| Name of Company | Investment Valuation at 30 March 2011 |
Realisations Additions |
Valuations gains (losses) |
Investment Valuation at 30 September 2011 |
|
|---|---|---|---|---|---|
| £000 | £000 | £000 | £000 | £000 | |
| Current Investments | |||||
| GO Outdoors Limited | 13,521 | (6,535) | – | 433 | 7,419 |
| Deep-Secure Ltd | 1,092 | – | – | 988 | 2,080 |
| President Engineering Group Ltd | 1,000 | – | – | 900 | 1,900 |
| Adex Bridge Investments Limited | 1,750 | – | – | – | 1,750 |
| Waterfall Services Limited | 1,821 | (233) | – | 46 | 1,634 |
| North Western Investments Limited | 1,000 | – | – | – | 1,000 |
| 4G Capital Limited | 1,000 | – | – | – | 1,000 |
| Fishawack Limited | 811 | – | 103 | 18 | 932 |
| Hargreaves Services plc | 869 | (92) | – | 72 | 849 |
| Harvey Jones Holdings Limited | 699 | – | – | 4 | 703 |
| Other investments | 6,383 | (5) | 760 | (106) | 7,032 |
| Total Movement | 29,946 | (6,865) | 863 | 2,355 | 26,299 |
GO Outdoors is a retailer of outdoor clothing and equipment. The original investment of £500,000 in May 1998 supported the buyout with a second investment in March 2002 to support the company's first acquisition. The company has continued its expansion opening a further 8 stores since January 2011, taking the total number of outlets to 35 with further expansion planned. The £28 million investment from 3i plc in April 2011
www.gooutdoors.co.uk
Deep-Secure's market leading products protect against threats to security using high security network border gateway technology, which enables customers to maintain network separation and apply content inspection so as to defend sensitive and protected information from intruders. As working practices change and more information is shared electronically, increasing levels of exposure to leakage and attack demands more businesses rely on higher levels of security to protect their data. The main customers are in the government and defence sectors where tight security is essential.
was in part to fund a continuation of the rollout of
this successful retail concept.
President Engineering is a niche manufacturer of branded engineering products sold through agents to a diverse international customer base. The company provides mining safety systems sold to developed and developing economies under the Conflow brand and also cryogenic valves sold to the oil and gas sector under the Bestobell brand. The Company backed a management buyout by the existing management team to continue the international development of these brands.
Adex Bridge is an investment company formed to provide investment to SME businesses whose performance needs to be improved. Adex Bridge is particularly focused on the Midlands and South West regions. With links to banks and other lenders it is well placed to source turnaround activities. Managing Director Peter Bridge has previously run several engineering groups and has a successful track record of leading performance improvements with a wide range of private equity backed businesses.
Waterfall is a contract caterer specialising in the care home sector. Since the original investment the company has expanded its original catering services business from supplying residential and care homes to supplying the educational market.
There has been both organic and acquisitive growth which has broadened and diversified the customer base with significant progress being made in expanding the services provided to both the education and home care sectors.
in Merseyside. The managing director has a background in international sales and marketing in a variety of industrial and service sectors gained both as managing director and chairman and a proven track record of transforming business performance.
North Western Investments is an investment company with significant contacts across the North West of England which makes it well-placed to expand its activities which are principally focused on acquiring and improving underperforming businesses. It supports an experienced turnaround management team based
4G Capital is an investment company led by an experienced serial entrepreneur in the software sector. With significant experience of running software businesses and developing teams and business strategies the company has identified the opportunity to fund more traditional software companies to transition them to providing webbased services. The entrepreneur's past successes in growth and improvement programmes have delivered shareholder value in a variety of technology, manufacturing and service businesses.
Fishawack is an established, specialist healthcare communications agency focusing on the medical sector, with a strong reputation for providing specialist support for many of the world's top global pharmaceutical companies. To increase its international reach and service capacity and broaden the customer base three acquisitions have been made of its US partner, a UK and a Swiss-based medical communications business. Fishawack continues to seek further sales growth, both organically and through acquisition.
www.fishawack.com
www.caterplus.co.uk
In the years following its founding in 1994 Hargreaves Services established itself as the largest independent bulk haulage company in Britain. The group has a national network of depots and facilities, and specialises in supplying and processing carbon-based minerals. It has www.hargreavesservices.co.uk
expanded into energy trading in mainland Europe and operates a colliery and coke plant. Results for the year to 31 May 2011 were in line with expectations, with continuing strong performance from the energy trading division.
www.harveyjones.com
Harvey Jones is a manufacturer/retailer of kitchen furniture. The business has a manufacturing facility in the UK and stores in London and affluent provincial towns and cities principally in the South of England. Its strong brand positioning has helped Harvey Jones to retain volumes through the economic downturn. The business has continued to selectively open new stores increasing its footprint to 21 from 10 at the time of investment. This increased market share, coupled with a low level of gearing, positions Harvey Jones well to benefit as market conditions improve.
Mattioli Woods provides pensions consultancy and administration services primarily to ownermanagers, senior executives and professional persons. The Group's key activities include complex pensions consultancy, the provision of
www.mattioli–woods.com
Self-Invested Personal Pensions ("SIPP") and Small Self-Administered Pension Schemes ("SSAS"). The company operates a fee-driven model and is well positioned to take advantage of regulatory changes in its market.
www.bagelnash.com
Bagel Nash is an established operator chain of 11 espresso and bagel bars in Leeds, Manchester, York and Huddersfield and also runs a bakery supplying products to its own stores and the UK
wholesale trade. An experienced team completed the buyout in July 2011 and value growth is expected via a retail rollout strategy.
Lightmain is a manufacturer and installer of playground equipment and multi-user games areas across the UK. The business has a reputation for quality and an established customer base which provides visibility of forward orders. Although the group has some exposure to local authority spending reviews it also generates significant revenues from other sources.
www.rms-europe.co.uk
RMS operates from six sites on the Humber estuary handling around 2 million tonnes of cargo a year. RMS has continued to broaden its range of customer services and expand its operations along the Humber estuary. Whilst dependent on the overall level of commodity movements the financing structure of the company has been defensively constructed giving it a competitive advantage over others in its sector. The management team have used the tough economic conditions to consolidate their market position and have been able to repay half of the original loan.
www.harrishill.co.uk
Harris Hill is a niche recruitment business with a strong reputation for providing excellent permanent and temporary recruitment solutions to the charity and not for profit sectors. Whilst market conditions have been difficult over recent
months at the level of earnings before interest, tax and amortisation the business has remained profitable and is well placed for a recovery as conditions begin to improve.
www.lightmain.co.uk
For the 6 months ended 30 September 2011
| Unaudited 6 months ending 30 September 2011 |
Unaudited 6 months ending 30 September 2010 |
||||||
|---|---|---|---|---|---|---|---|
| Notes | Revenue £000 |
Capital £000 |
Total £000 |
Revenue £000 |
Capital £000 |
Total £000 |
|
| Gains on disposal of investments Gains on investments held at fair value Income Administrative expenses: |
2 | – – 857 |
2,174 360 – |
2,174 360 857 |
– – 693 |
80 2,593 – |
80 2,593 693 |
| Fund management fee Other expenses |
(103) (162) |
(308) – |
(411) (162) |
(73) (173) |
(217) – |
(290) (173) |
|
| (265) | (308) | (573) | (246) | (217) | (463) | ||
| Profit before taxation Taxation |
3 | 592 46 |
2,226 (46) |
2,818 – |
447 (46) |
2,456 46 |
2,903 – |
| Profit for the period attributable to equity Shareholders |
638 | 2,180 | 2,818 | 401 | 2,502 | 2,903 | |
| Total comprehensive income for the period attributable to equity Shareholders |
638 | 2,180 | 2,818 | 401 | 2,502 | 2,903 | |
| Basic and diluted earnings per Ordinary share |
5 | 1.78p | 6.07p | 7.85p | 1.23p | 7.65p | 8.88p |
As at 30 September 2011
| Unaudited 6 months ended |
Unaudited 6 months ended |
Audited year ended |
||
|---|---|---|---|---|
| Notes | 30 September 2011 £000 |
30 September 2010 £000 |
31 March 2011 £000 |
|
| Assets | ||||
| Non-current assets | ||||
| Investments | 26,299 | 20,355 | 29,946 | |
| Fixed income government securities | 2,492 | 10,336 | 8,537 | |
| Financial assets at fair value through profit or loss | 28,791 | 30,691 | 38,483 | |
| Current assets | ||||
| Trade and other receivables | 442 | 345 | 359 | |
| Cash and cash equivalents | 10,593 | 1,348 | 3,114 | |
| 11,035 | 1,693 | 3,473 | ||
| Liabilities | ||||
| Current liabilities | ||||
| Trade and other payables | (463) | (92) | (784) | |
| Net current assets | 10,572 | 1,601 | 2,689 | |
| Net assets | 39,363 | 32,292 | 41,172 | |
| Shareholders' equity | ||||
| Share capital | 3,916 | 3,433 | 3,646 | |
| Share premium account | 22,139 | 17,154 | 19,492 | |
| Capital redemption reserve | 221 | 221 | 221 | |
| Treasury share reserve | (1,909) | (1,378) | (1,866) | |
| Capital reserve | – | 197 | (372) | |
| Investment holdings gains | 7,679 | 3,956 | 11,780 | |
| Special reserve | 2,408 | 2,408 | 2,408 | |
| Retained earnings | 4,909 | 6,301 | 5,863 | |
| Total Shareholders' equity | 39,363 | 32,292 | 41,172 | |
| Basic and diluted Net Asset Value per Ordinary share | 6 | 106.5p | 98.8p | 120.0p |
Signed on behalf of the Board
Helen Sinclair Chairman 23 November 2011
For the 6 months ended 30 September 2011
| Unaudited 6 months ended 30 September 2011 £000 |
Unaudited 6 months ended 30 September 2010 £000 |
Audited year ended 31 March 2011 £000 |
|
|---|---|---|---|
| Opening Shareholders' equity | 41,172 | 29,008 | 29,008 |
| Revenue return for the period Capital expenses Gain on investments held at fair value Realisation of prior year investment holding gains Gain on disposal of investments in the period |
639 (355) 360 – 2,174 |
401 (171) 2,593 – 80 |
616 (516) 10,254 – 19 |
| Total comprehensive income for the period | 2,818 | 2,903 | 10,373 |
| Dividends Purchase of own shares Issue of Ordinary share capital Issue of Ordinary share capital costs Issue of share capital on DRIS* |
(7,501) (43) 1,819 (104) 1,202 |
(1,393) (203) 1,943 (109) 143 |
(2,046) (691) 4,436 (149) 241 |
| Total transactions with Shareholders | (4,627) | 381 | 1,791 |
| Closing Shareholders' equity | 39,363 | 32,292 | 41,172 |
* DRIS being the Dividend Re-Investment Scheme
For the 6 months ended 30 September 2011
| Unaudited 6 months ended 30 September 2011 £000 |
Unaudited 6 months ended 30 September 2010 £000 |
Audited year ended 31 March 2011 £000 |
|
|---|---|---|---|
| Net cash inflow from operating activities | 186 | 221 | 717 |
| Cash flows from (used in) investing activities | |||
| Purchase of fixed asset investments | (1,350) | (2,500) | (6,802) |
| Proceeds from sale of fixed asset investments | 13,577 | 1,478 | 5,588 |
| Net cash from (used in) investing activities | 12,227 | (1,022) | (1,214) |
| Cash flows (used in) from financing activities | |||
| Issue of Ordinary shares | 1,819 | 1,944 | 4,677 |
| Cost of Ordinary share issue | (104) | (161) | (149) |
| Purchase of own Ordinary shares | (350) | (203) | (691) |
| Dividends paid (Net of Dividend Re-Investment Scheme) | (6,299) | (1,251) | (2,046) |
| Net cash (used in) from financing activities | (4,934) | 329 | 1,791 |
| Net increase (decrease) in cash and cash equivalents | 7,479 | (472) | 1,294 |
| Cash and cash equivalents at the beginning of the period | 3,114 | 1,820 | 1,820 |
| Cash and cash equivalents at the end of the period | 10,953 | 1,348 | 3,114 |
For the 6 months ended 30 September 2011
| Unaudited 6 months ended 30 September 2011 £000 |
Unaudited 6 months ended 30 September 2010 £000 |
Audited year ended 31 March 2011 £000 |
|
|---|---|---|---|
| Profit before tax | 2,818 | 2,903 | 10,373 |
| (Increase) decrease in prepayments and accrued income | (83) | 1,710 | 1,696 |
| Decrease in accruals and other creditors | (15) | (1,719) | (1,079) |
| Profit on realisation of investments in the year | (2,174) | (80) | (19) |
| Revaluation of investments in the period | (360) | (2,593) | (10,254) |
| Net cash inflow from operating activities | 186 | 221 | 717 |
These half year statements have been approved by the directors whose names appear at note 8, each of whom has confirmed that to the best of their knowledge:
The half year statements are unaudited and have not been reviewed by the auditors pursuant to the Auditing Practices Board (APB) guidance on Review of Interim Financial Information. They do not constitute statutory accounts as defined in section 434 of the Companies Act 2006. The comparative figures for the year ended 31 March 2011 also do not constitute statutory accounts and have been extracted from the Company's published statutory accounts for the year ended 31 March 2011. Those accounts were reported upon without qualification by the auditors and have been delivered to the Registrar of Companies.
The accounting policies and methods of computation followed in the half year statements are the same as those adopted in the preparation of the audited statutory accounts for the year ended 31 March 2011, except as noted below.
The audited statutory accounts for the year ended 31 March 2011 were prepared in accordance with the International Financial Reporting Standards (IFRSs) as adopted by the European Union and those parts of the Companies Act 2006 applicable to companies reporting under IFRS. Where guidance set out in the Statement of Recommended Practice 'Financial Statements of Investment Trust Companies and Venture Capital Trusts' issued by the Association of Investment Companies in January 2009 ("SORP") is consistent with the requirements of IFRS, the statutory accounts and these interim financial statements have been prepared in compliance with the recommendations of the SORP.
Other standards and interpretations which have been issued and are effective for this accounting period but are not currently relevant for the Company are IFRS 1 (Revised), IFRS 2 (Amendment), IFRS 3 (Revised), IFRS 5 (Amendment), IAS 27 (Revised), IAS 32 (Amendment) and IFRICs 17 and 18.
| Unaudited 6 months ended 30 September 2011 £000 |
Unaudited 6 months ended 30 September 2010 £000 |
|
|---|---|---|
| Income from investments | ||
| – Dividends from unquoted companies | 328 | 202 |
| – Dividends from AIM quoted companies | 29 | 27 |
| 357 | 229 | |
| – Interest on loans to unquoted companies | 312 | 162 |
| – Fixed interest Government securities | 127 | 253 |
| Income from investments held at fair value through profit or loss | 796 | 644 |
| Interest on deposits | 61 | 49 |
| 857 | 693 |
| Unaudited 6 months ended 30 September 2011 |
Unaudited 6 months ended 30 September 2010 |
|||||
|---|---|---|---|---|---|---|
| Revenue £000 |
Capital £000 |
Total £000 |
Revenue £000 |
Capital £000 |
Total £000 |
|
| Profit on ordinary activities before taxation | 592 | 2,226 | 2,818 | 447 | 2,456 | 2,903 |
| Profit on ordinary activities multiplied by standard small company rate of corporation tax in UK of 20% (2010: 21%) |
118 | 445 | 563 | 94 | 516 | 610 |
| Effect of: UK dividends received Non taxable profits on investments Excess management expenses |
(72) – – |
– (506) 15 |
(72) (506) 15 |
(48) – – |
– (561) (1) |
(48) (561) (1) |
| Tax charge credit | 46 | (46) | – | 46 | (46) | – |
The Company has no provided, or unprovided, deferred tax liability in either period. Deferred tax assets in respect of losses have not been recognised as the directors currently believe that there will not be sufficient taxable profits against which the assets can be recovered.
Due to the Company's status as a venture capital trust, and the continued intention to meet the conditions required to comply with Chapter 3 of Part 6 of the Income Tax Act 2007, the Company has not provided deferred tax on any capital gains or losses arising on the revaluation or realisation of investments.
Amounts recognised as distributions to equity holders in the period:
| Unaudited 6 months ended 30 September 2011 |
Unaudited 6 months ended 30 September 2010 |
Audited year ended 31 March 2011 |
|||||
|---|---|---|---|---|---|---|---|
| Revenue £000 |
Capital £000 |
Total £000 |
Revenue £000 |
Total £000 |
Revenue £000 |
Total £000 |
|
| Interim – 2.0p per Ordinary share; paid on 7 January 2011 Final paid – 3.0p per Ordinary share; paid on 22 August 2011 (2010: 3.0p per Ordinary share) |
– 873 |
– – |
– 873 |
– 983 |
– 983 |
653 983 |
653 983 |
| Special dividend – 18.0p per Ordinary share; paid on 22 August 2011 (2010: 1.25p) |
720 | 5,908 | 6,628 | 410 | 410 | 410 | 410 |
| Dividends paid | 1,593 | 5,908 | 7,501 | 1,393 | 1,393 | 2,046 | 2,046 |
An interim dividend of 2.0 pence per share in respect of the period to 30 September 2011, amounting to £739,000 is proposed. This has not been recognised in the period ended 30 September 2011 as the obligation did not exist at the balance sheet date.
A special dividend of 18.0 pence per Ordinary share was paid on 22 August 2011 to Shareholders following the profit generated from the partial realisation of the Company's investment in GO Outdoors Limited.
The basic and diluted earnings per Ordinary share is based on the profit for the period attributable to equity Shareholders of £2,818,000 (30 September 2010: profit of £2,903,000) and on 35,900,838 shares (30 September 2010: 32,734,626), being the weighted average number of shares in issue during the period.
The basic and diluted revenue earnings per Ordinary share is based on the revenue profit for the period attributable to equity Shareholders of £638,000 (30 September 2010: profit of £401,000) and on 35,900,838 shares (30 September 2010: 32,734,626), being the weighted average number of shares in issue during the period.
The basic and diluted capital earnings per Ordinary share is based on the capital profit for the period attributable to equity Shareholders of £2,180,000 (30 September 2010: profit of £2,502,000) and on 35,900,838 shares (30 September 2010: 32,734,626), being the weighted average number of shares in issue during the period.
During the period the Company allotted 1,277,941 (30 September 2010: 166,512) Ordinary shares in respect of its Dividend Re-Investment Scheme.
The Company has also repurchased 46,020 (30 September 2010: 260,000) of its own shares in the period and these shares are held in treasury. The total of 2,207,305 treasury shares have been excluded in calculating the number of Ordinary shares in issue at 30 September 2011 (30 September 2010: 1,642,837 treasury shares). The Company has no securities that would have a dilutive effect and hence basic and diluted earnings per share are the same.
The Net Asset Value per Ordinary share is calculated on attributable assets of £39,363,000 and 36,953,730 shares in issue at the period end (30 September 2010: assets of £32,292,000 and 32,687,004 shares, 31 March 2011: assets of £41,172,000 and 34,330,480 shares).
During the period the Company allotted 1,277,941 (30 September 2010: 166,512, 31 March 2011: 272,598) Ordinary shares in respect of its Dividend Re-Investment Scheme.
The Company has also repurchased 46,020 (30 September 2010: 260,000, 31 March 2011: 778,448) of its own shares in the period and these shares are held in treasury. The total of 2,207,305 treasury shares have been excluded in calculating the number of Ordinary shares in issue at 30 September 2011 (30 September 2010: 1,642,837 treasury shares, 31 March 2011: 2,161,285 treasury shares). The Company has no securities that would have a dilutive effect and hence basic and diluted Net Asset Value per share are the same.
Total Return per share is calculated on cumulative dividends paid of 77.2 pence per Ordinary share (30 September 2010: 54.2 pence per Ordinary share and 31 March 2011: 56.2 pence per Ordinary share) plus the Net Asset Value at those dates as calculated per note 6.
The directors of the Company are: Mrs H Sinclair, Mr CWER Buchan and Mr PS Cammerman.
On 25 August 2011 KHM Secretarial Services Limited were appointed company secretary replacing Clare Mackintosh of Keeble Hawson LLP.
There has been no change to the principal risks and uncertainties facing the Company since the publication of the statutory accounts for the year ended 31 March 2011. In summary, the principal risks are:
Full details of the principal risks can be found in the statutory accounts of the Company for the year ended 31 March 2011, on page 26, a copy of which can be found at www.yfmep.com.
Copies of this interim report can be obtained from the Company's registered office: Saint Martins House, 210-212 Chapeltown Road, Leeds, LS7 4HZ or from the Fund Manager's website: www.yfmep.com.
Capita Registrars Limited The Registry 34 Beckenham Road Beckenham Kent BR3 4TU
Keeble Hawson LLP Protection House 16-17 East Parade Leeds LS1 2BR
Singer Capital Markets One Hanover Street London W1S 1AX
Brewin Dolphin Securities Limited 34 Lisbon Street Leeds LS1 4LX
Grant Thornton UK LLP 2 Broadfield Court Sheffield South Yorkshire S8 0XF
PricewaterhouseCoopers LLP 1 Embankment Place London WC2N 6RH
The Royal Bank of Scotland plc 27 Park Row Leeds LS1 5QB
Lloyds Bank Corporate Markets 40 Spring Gardens Manchester M2 1EN
Saint Martins House T: 0113 294 5000 210-212 Chapeltown Road F: 0113 294 5002 Leeds LS7 4HZ E: [email protected]
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