Prospectus • Dec 19, 2014
Prospectus
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Mobeus Income & Growth 4 VCT plc
The Income & Growth VCT plc
Registered in England & Wales under number 05153931
under number 03946235
Registered in England & Wales
Registered in England & Wales under number 03707697
ISIN: GB00B01WL239 ISIN: GB00B0LKLZ05 ISIN: GB00B1FMDH51 ISIN: GB00B29BN198
Registered in England & Wales under number 04069483
This document constitutes a supplementary prospectus prepared in accordance with the Prospectus Rules and approved by the Financial Conduct Authority ("FCA") ("Supplementary Prospectus"). This Supplementary Prospectus is supplemental to, and should be read in conjunction with, the prospectus, dated 10 December 2014 ("the Prospectus") issued by Mobeus Income & Growth VCT plc ("MIG"), Mobeus Income & Growth 2 VCT plc ("MIG 2"), Mobeus Income & Growth 4 VCT plc ("MIG 4") and The Income & Growth VCT plc ("I&G") (together "the Companies" and each "a Company"), such Prospectus containing offers for subscription to raise, in aggregate, up to £39 million through the issue of ordinary shares of 1p each in the capital of each Company ("the Offers"). Except as expressly stated herein, or unless the context otherwise requires, the definitions used or referred to in the Prospectus also apply in this Supplementary Prospectus.
Persons receiving this document should note that Howard Kennedy Corporate Services LLP (the sponsor to the Offers) and Mobeus Equity Partners LLP (the promoter to the Offers) are acting for the Companies and noone else and will not be responsible to anyone other than the Companies for providing the protections afforded to customers of Howard Kennedy Corporate Services LLP and Mobeus Equity Partners LLP (subject to the responsibilities and liabilities imposed by the Financial Services and Markets Act 2000 and the regulatory regime established thereunder) in providing advice in relation to the Offers. Howard Kennedy Corporate Services LLP and Mobeus Equity Partners LLP are authorised and regulated in the United Kingdom by the FCA.
The Companies and the Directors of the Companies accept responsibility for the information contained in the Prospectus and this Supplementary Prospectus. To the best of the knowledge and belief of the Companies and the Directors of the Companies (who have taken all reasonable care to ensure that such is the case) the information contained in the Prospectus and this Supplementary Prospectus is in accordance with the facts and does not omit anything likely to affect the import of such information.
On 18 December 2014, I&G published the 2014 I&G Accounts, which are being incorporated by reference and can be accessed at the following website, www.incomeandgrowthvct.co.uk. The 2014 I&G Accounts contain a description of I&G's financial condition, changes in financial condition and results of operation for the financial year ended 30 September 2014. I&G's auditors, BDO LLP, Registered Auditor, 55 Baker Street London W1U 7EU have reported on the 2014 I&G Accounts without qualification and without statements under sections 495 to 497 of CA 2006. The 2014 I&G Accounts were prepared in accordance with UK generally accepted accounting practice (GAAP), the fair value rules of CA 2006 and the Statement of Recommended Practice 'Financial Statements of Investment Trust Companies and Venture Capital Trusts.
| 1 Historical Financial Information Nature of Information |
2014 I&G Accounts Page No. |
|---|---|
| Income statement | 45 |
| Balance sheet | 46 |
| Reconciliation of movements in shareholders' funds | 47 |
| Cash flow statement | 48 |
| Accounting policies | 49 – 51 |
| Notes to the financial statements | 49 – 69 |
| Independent auditor's report | 43 – 44 |
2 Selected Financial Information
The key figures that summarise the financial condition of I&G, which have been extracted without material adjustment from the historical financial information referred to in Section 1 above, are set out in the following table:
| Capital | £ |
|---|---|
| Total fixed assets (investments) | 39,825,198 |
| Total gross assets | 71,456,726 |
| Net assets | 69,306,405 |
| Net asset value per share | 114.60p |
| Earnings per share (p) | |
| Earnings (i.e. revenue return) | 3.55p |
| Capital return | 7.58p |
| Total return | 11.13p |
| Dividends paid per share (p) | 10.00p |
A second interim dividend of 8p per share was paid on 30 October 2014. The Directors are proposing a final dividend of 4p for the year ended 30 September 2014.
3 Operating and Financial Review
The operating and financial review of I&G, for the year ended 30 September 2014, is included in the 2014 Accounts as set out below:
| Nature of Information | 2014 I&G Accounts Page No. |
|---|---|
| Chairman's statement | 3 – 5 |
| Investment adviser's review | 12 – 19 |
| Investment portfolio summary | 20 – 25 |
| Strategic report | 6 – 28 |
| Directors' report | 30 – 32 |
As a result of the publication of the 2014 I&G Accounts, the summary section of the Prospectus is hereby supplemented as follows:
| B7 | Selected financial |
Certain selected historical information of I&G is set out below: | ||
|---|---|---|---|---|
| information and |
Year ended 30 September 2014 (audited) |
|||
| statement of any significant changes |
Investment income | £3,198,619 | ||
| Profit/loss on ordinary activities before taxation |
£6,347,215 | |||
| Earnings per I&G Share | 11.13p | |||
| Dividends per I&G Share | 10.0p | |||
| Total assets | £71,456,726 | |||
| NAV per I&G Share | 114.60p |
| I&G's net asset value per I&G Share has decreased from 120.8p as at 30 September 2011 to 114.60p as at 30 September 2014 while dividends of 46p in aggregate have been paid per I&G Share between financial years 1 October 2011 and 30 September 2014. There has been no significant change in the financial condition or operating results of I&G since 30 September 2014 (being the end of the last financial period for which financial information has been published). |
|||||||
|---|---|---|---|---|---|---|---|
| B10 | Qualifications in the audit report |
Not applicable. There was no qualification in the audit report for I&G in the years ended 30 September 2012, 2013 and 2014. |
|||||
| B45 | Investment portfolio |
The Companies invest in a diverse portfolio of UK unquoted companies. Investments are structured as part loan and part equity in order to generate regular income for the Companies and to generate capital gains from trade sales and flotations of investee companies. A summary of I&G's portfolio is set out below: |
|||||
| Net assets* (£m) |
NAV per share* (p) |
Cumulative Dividends paid* (p) |
Total return* (p) |
Number of venture capital investments* |
Carry value of the venture capital investments (£m)* |
||
| 69.31 | 114.60 | 50.50 | 165.10 | 40 | 39.83 | ||
| * as at 30 September 2014 |
|||||||
| B46 | Most recent NAV per Share |
As at 30 September 2014, the audited NAV per I&G Share was 114.60p. |
The Offers are being made on the terms and subject to the conditions of the Prospectus. The publication of this Supplementary Prospectus triggers the right for investors to withdraw their applications made in respect of the Offers under section 87Q of the Financial Services and Markets Act 2000. The Companies will accept withdrawals of applications by telephone or by post until 5.00 p.m. on 23 December 2014. Investors who wish to withdraw their applications should contact Mobeus on 020 7024 7600 or [email protected] (no investment, financial or tax advice can be given) or by writing to the receiving agent Mobeus Offers, The City Partnership (UK) Limited, Thistle House, 21 Thistle Street, Edinburgh EH2 1DF.
Copies of the Prospectus and this document are available free of charge from the national storage mechanism (www.morningstar.co.uk/uk/NSM) and the promoter of the Offers:
Mobeus Equity Partners LLP telephone: 020 7024 7600 30 Haymarket download: www.mobeusequity.co.uk/investor-area London SW1Y 4EX email: [email protected]
19 December 2014
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