Interim / Quarterly Report • Sep 30, 2017
Interim / Quarterly Report
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for the six months ended 30 September 2017
| Investment Objective | 03 |
|---|---|
| Financial Summary | 04 |
| Chairman's Statement | 06 |
| Investment Adviser's Review | 08 |
| Investment Portfolio | 10 |
| Investment Review | 15 |
| Principal Risks and Uncertainties | 30 |
| Statement of Directors' Responsibilities | 31 |
| Income Statement | 32 |
| Condensed Balance Sheet | 35 |
| Statement of Changes in Equity | 39 |
| Cash Flow Statement | 43 |
| Notes to the Financial Statements | 46 |
| Corporate Information | 48 |
Pembroke VCT plc (the "Company") is a generalist VCT focused on early-stage investments in the leisure and luxury brands sectors.
The Company invests in a diversified portfolio of small, principally unquoted companies, and selects those which Oakley Investment Managers LLP (the "Investment Adviser") believes will provide an opportunity for value appreciation.
The Board of Directors of the Company (the "Board") believes that the Company can benefit from leveraging the previous sector experience of the Investment Adviser and also that there are likely to be synergistic advantages from grouping similar businesses. Consequently, most investments fall within one of four sectors:
| Six months ended 30.09.17 | Year ended 31.03.17 | Six months ended 30.09.16 | |||||||
|---|---|---|---|---|---|---|---|---|---|
| Ordinary Shares (unaudited) |
B Ordinary Shares (unaudited) |
Total (unaudited) |
Ordinary Shares (audited) |
B Ordinary Shares (audited) |
Total (audited) |
Ordinary Shares (unaudited) |
B Ordinary Shares (unaudited) |
Total (unaudited) |
|
| Net assets | £20,479,828 | £26,175,535 | £46,655,363 | £20,706,329 | £15,679,533 | £36,385,862 | £21,870,039 | £13,509,164 | £35,379,203 |
| Number of shares in issue | 18,093,173 | 25,346,738 | 43,439,911 | 18,092,297 | 15,285,811 | 33,378,108 | 18,091,202 | 12,482,091 | 30,573,293 |
| Net asset value per share | 113.19p | 103.27p | n/a | 114.45p | 102.58p | n/a | 120.89p | 108.23p | n/a |
| Investment income | £158,134 | £234,660 | £392,794 | £601,998 | £603,037 | £1,205,035 | £300,572 | £274,937 | £575,509 |
| Profit/(loss) on ordinary activities before tax | |||||||||
| Revenue | £49,135 | £55,659 | £104,794 | £(412,942) | £254,506 | £(158,436) | £189,410 | £185,959 | £375,369 |
| Capital | £(95,724) | £(82,737) | £(178,461) | £1,327,698 | £(329,829) | £997,869 | £1,575,670 | £378,996 | £1,954,666 |
| Total | £(46,589) | £(27,078) | £(73,667) | £914,756 | £(75,323) | £839,433 | £1,765,080 | £564,955 | £2,330,035 |
| Return per share | |||||||||
| Revenue | 0.22p | 0.18p | n/a | (2.13)p | 1.65p | n/a | 0.83p | 1.28p | n/a |
| Capital | (0.48)p | (0.29)p | n/a | 7.34p | (2.49)p | n/a | 8.82p | 3.42p | n/a |
| Total | (0.26)p | (0.11)p | n/a | 5.21p | (0.84)p | n/a | 9.65p | 4.70p | n/a |
I am pleased to present the half-year report for the six months ended 30 September 2017.
After having successfully raised £43.9 million in our Ordinary Share and B Ordinary Share offers since February 2013, the Board has agreed to launch a new share offer to raise up to £20 million in the B Ordinary Share class. The Investment Adviser continues to see a strong pipeline of new opportunities, alongside a number of chances to invest profitably in existing portfolio companies where follow‑on investments would accelerate their growth.
We believe the Company's existing strategy was not materially affected by the regulatory changes which came into effect for VCTs in November 2015. Our focus continues to be on providing development capital to high-growth companies and we anticipate this objective will remain unchanged following publication of the government's Patient Capital Review in November 2017.
We have now invested £15.0 million from the Ordinary Share class and £14.0 million from the B Ordinary Share class in 27 companies.
During the period, the Total Return (NAV plus cumulative dividends paid) of the Ordinary Share class has fallen from 120.25 pence per share at 31 March 2017 to 119.79 pence per share at 30 September 2017. The Total Return of the B Ordinary Share class has risen from 104.58 pence per share at 31 March 2017 to 106.27 pence per share at 30 September 2017. These returns do not include the final dividend for the year ending 31 March 2017 of 2 pence per Ordinary and 2 pence per B Ordinary share discussed further below.
During the period, Pembroke has invested £0.8 million in one new company (Heist Studios) and £1.7 million into follow‑on investments in five companies (Boom Cycle, Plenish, KX U, La Bottega and Sourced Market) from the B Ordinary Share class.
There have been no revaluations of equity participations across the portfolio since the results for the year ending 31 March 2017, resulting in total investments valued at £35.7 million at the end of the period, representing a 18% increase on cost of £30.3 million. For further details please see the Investment Adviser's Review and Investment Portfolio on pages 8 to 14.
In September 2017 the Company approved a dividend of 2 pence per Ordinary Share and 2 pence per B Ordinary Share which was paid on 26 October 2017. The Board retains its target of paying dividends of 3 pence per B Ordinary Share each year throughout the life of the Company, payable biannually in interim and final instalments.
The Company made a loss of £0.1 million in the period to 30 September 2017, representing a weighted loss per Ordinary Share of (0.11) pence and a weighted loss per B Ordinary Share of (0.26) pence. Income arose from interest income, principally from loan notes provided to a number of the portfolio companies, totalling £0.4 million. This was offset by Company expenses and Investment Adviser fees amounting, in total, to £0.5 million. Total expenses in the Company (including Investment Adviser fees) are capped at 0.5% of NAV per quarter. NAV at 30 September 2017 was £46.7 million, equivalent to 113.19 pence per Ordinary share and 103.27 pence per B Ordinary share. This includes the cost to NAV of the issue costs of the B Ordinary Share offer.
The Investment Adviser is positive about the current pipeline and sees a number of attractive opportunities to invest in 2018 and beyond.
If you have any questions relating to your investment, please contact the company secretary on 0131 243 7210 or email [email protected]. For further information refer to the Company's website www.pembrokevct.com.
The Company has invested a total of £2.5 million during this period from the B Ordinary Share class, making one new investment and five follow‑on investments of £1.7 million in a mix of debt and equity.
At the end of the period, the portfolio comprised 27 investments with a cost of £30.3 million and a fair valuation of £35.7 million representing a 17.8% increase.
The Company has made one new investment in the period from the B Ordinary Share class of £0.8 million in Heist Studios, an innovator producer of hosiery and shapewear and is an important addition to our holdings in the Apparel and Accessories segment.
The Company also committed further capital of £1.7 million from the B Ordinary Share class to five of its existing portfolio companies (Boom Cycle, Plenish, KX U, La Bottega and Sourced Market) to support their continued growth plans. In the case of Boom Cycle, this was used to support the acquisition of a new site in the City of London, offering a more central location than the previous Shoreditch site. The further investment in KX U saw this new pay‑as‑you‑go gym concept open its doors to the public in September 2017.
There have not been any equity revaluations to the Company's portfolio in the period. While trading performance continues to progress across the portfolio, the period did not see any portfolio company raise additional equity which required a revaluation of our existing holdings. No assets have been revalued with reference to trading multiples as a result of current trading performance.
Recent investments have been held at cost, as they have performed in line with the Investment Adviser's expectation to date.
Please refer to the individual company profiles below for further details on performance.
Investments held by the Company have been valued in accordance with the International Private Equity and Venture Capital Valuation Guidelines. Through these guidelines, investments are valued as defined at 'fair value'. Ordinarily, unquoted investments will be valued at cost for a limited period following the date of acquisition, being the most suitable approximation of fair value unless there is an impairment or significant accretion in value during the period.
Portfolio valuations are prepared by the Investment Adviser, reviewed and approved by the Board quarterly and subject to audit annually.
All of the investments, including the new investments made in the reporting period, are described in more detail in the Investment Review.
Andrew Wolfson Oakley Investment Managers LLP
| As at 30 September 2017 |
As at 31 March 2017 |
As at 30 September 2016 |
|||||||
|---|---|---|---|---|---|---|---|---|---|
| Cost £ |
Fair value £ |
% of net assets |
Cost £ |
Fair value £ |
% of net assets |
Cost £ |
Fair value £ |
% of net assets |
|
| Health and Fitness | |||||||||
| Boom Cycle | 429,460 | 349,860 | 1.7 | 429,460 | 349,860 | 1.7 | 429,460 | 412,487 | 1.9 |
| KX Gym | 700,000 | 827,835 | 4.1 | 700,000 | 827,835 | 4.0 | 700,000 | 733,344 | 3.3 |
| Plenish | 325,000 | 1,416,375 | 6.9 | 325,000 | 1,416,375 | 6.8 | 325,000 | 1,416,375 | 6.5 |
| Dilly & Wolf | 270,000 | – | – | 270,000 | – | – | 270,000 | 270,000 | 1.2 |
| Hospitality | |||||||||
| Chilango | 549,850 | 729,792 | 3.6 | 549,850 | 729,792 | 3.5 | 549,850 | 729,792 | 3.3 |
| Five Guys UK | 1,512,800 | 3,179,495 | 15.5 | 1,512,800 | 3,179,495 | 15.3 | 1,512,800 | 3,211,687 | 14.7 |
| La Bottega | 1,960,000 | 885,808 | 4.3 | 1,960,000 | 885,808 | 4.3 | 1,960,000 | 1,000,000 | 4.6 |
| Chucs Bar & Grill | 614,278 | 591,729 | 2.9 | 614,278 | 591,729 | 2.9 | 614,278 | 822,170 | 3.8 |
| Second Home | 525,074 | 3,249,446 | 15.9 | 525,074 | 3,249,446 | 15.7 | 525,074 | 3,249,446 | 14.9 |
| Sourced Market | 830,000 | 903,612 | 4.4 | 830,000 | 903,612 | 4.4 | 830,000 | 760,353 | 3.5 |
| Apparel and Accessories | |||||||||
| Kat Maconie | 320,000 | 711,233 | 3.5 | 320,000 | 711,233 | 3.4 | 320,000 | 711,233 | 3.3 |
| Troubadour Goods | 590,000 | 1,171,722 | 5.7 | 590,000 | 1,171,722 | 5.7 | 590,000 | 1,106,265 | 5.0 |
| Bella Freud | 400,000 | 983,333 | 4.8 | 400,000 | 983,333 | 4.7 | 400,000 | 983,333 | 4.5 |
| Bella Freud Perfume | 190,000 | 122,500 | 0.6 | 190,000 | 122,500 | 0.6 | 190,000 | 130,306 | 0.6 |
| Chucs | 990,039 | 73,118 | 0.4 | 990,039 | 73,118 | 0.4 | 990,039 | 340,000 | 1.6 |
| Media and Technology | |||||||||
| Boat International Media | 2,100,000 | 1,741,491 | 8.5 | 2,100,000 | 1,741,491 | 8.4 | 2,100,000 | 1,315,824 | 6.0 |
| Rated People | 585,738 | 458,648 | 2.2 | 585,738 | 458,648 | 2.2 | 585,738 | 486,053 | 2.2 |
| Zenos Cars | 500,000 | – | – | 500,000 | – | – | 500,000 | 500,000 | 2.3 |
| Blaze | 200,000 | 284,920 | 1.4 | 200,000 | 284,920 | 1.4 | 200,000 | 233,117 | 1.1 |
| Stillking Films | 1,451,770 | 2,112,862 | 10.3 | 1,451,770 | 2,112,862 | 10.2 | 1,451,770 | 1,542,641 | 7.0 |
| Investments before interest | 15,044,009 | 19,793,779 | 96.7 | 15,044,009 | 19,793,779 | 95.6 | 15,044,009 | 19,954,426 | 91.3 |
| Interest rolled up in fixed income investments* | 638,544 | 638,544 | 3.1 | 483,420 | 483,420 | 2.3 | 967,093 | 967,093 | 4.4 |
| Total investments | 15,682,553 | 20,432,323 | 99.8 | 15,527,429 | 20,277,199 | 97.9 | 16,011,102 | 20,921,519 | 95.7 |
| Net current assets | 47,505 | 47,505 | 0.2 | 429,130 | 429,130 | 2.1 | 948,520 | 948,520 | 4.3 |
| Net assets | 15,730,058 | 20,479,828 | 100.0 | 15,956,559 | 20,706,329 | 100.0 | 16,959,622 | 21,870,039 | 100.0 |
*Added to investments in Financial Statements.
| As at 30 September 2017 |
As at 31 March 2017 |
As at 30 September 2016 |
||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Cost £ |
Fair value £ |
% of net assets |
Cost £ |
Fair value £ |
% of net assets |
Cost £ |
Fair value £ |
% of net assets |
||
| Health and Fitness | ||||||||||
| Boom Cycle | 924,979 | 924,979 | 3.5 | 724,979 | 724,979 | 4.6 | – | – | – | |
| Plenish | 1,050,035 | 1,054,621 | 4.0 | 850,004 | 854,590 | 5.5 | 350,001 | 354,587 | 2.6 | |
| Dilly & Wolf | 125,000 | – | – | 125,000 | – | – | 125,000 | 125,000 | 0.9 | |
| KX U | 980,000 | 980,000 | 3.7 | 480,000 | 480,000 | 3.1 | – | – | – | |
| Hospitality | ||||||||||
| Chilango | 85,000 | 85,000 | 0.3 | 85,000 | 85,000 | 0.5 | 85,000 | 85,000 | 0.7 | |
| Five Guys UK | 570,400 | 1,198,986 | 4.6 | 570,400 | 1,198,986 | 7.6 | 570,400 | 1,211,124 | 9.0 | |
| La Bottega | 650,000 | 100,000 | 0.4 | 550,000 | – | – | 400,000 | 400,000 | 3.0 | |
| Chucs Bar & Grill | 1,045,011 | 935,192 | 3.6 | 1,045,011 | 935,192 | 6.0 | 745,011 | 745,011 | 5.5 | |
| Second Home | 960,022 | 1,623,551 | 6.2 | 960,022 | 1,623,551 | 10.4 | 960,022 | 1,623,551 | 12.0 | |
| Sourced Market | 1,066,767 | 978,592 | 3.7 | 650,000 | 561,825 | 3.6 | 250,000 | 250,000 | 1.9 | |
| Bel‑Air | 300,000 | 300,000 | 1.1 | 300,000 | 300,000 | 1.9 | 300,000 | 300,000 | 2.2 | |
| Apparel and Accessories | ||||||||||
| Kat Maconie | 200,000 | 200,000 | 0.8 | 200,000 | 200,000 | 1.3 | – | – | – | |
| Troubadour Goods | 150,000 | 158,859 | 0.6 | 150,000 | 158,859 | 1.0 | 150,000 | 150,000 | 1.1 | |
| Bella Freud | 800,000 | 800,000 | 3.1 | 800,000 | 800,000 | 5.1 | 300,000 | 300,000 | 2.2 | |
| Bella Freud Perfume | 50,000 | 50,000 | 0.2 | 50,000 | 50,000 | 0.3 | 50,000 | 50,000 | 0.4 | |
| Chucs | 225,000 | 26,882 | 0.1 | 225,000 | 26,882 | 0.2 | 100,000 | – | – | |
| ME+EM | 800,000 | 974,403 | 3.7 | 800,000 | 974,403 | 6.2 | 450,000 | 539,028 | 4.0 | |
| Alexa Chung | 988,961 | 1,338,961 | 5.1 | 650,000 | 1,000,000 | 6.4 | 650,000 | 650,000 | 4.8 | |
| Heist | 748,242 | 748,242 | 2.9 | – | – | – | – | – | – | |
| Cheekfrills | – | – | – | – | – | – | 205,000 | – | – | |
| Media and Technology | ||||||||||
| Boat International Media | 1,300,000 | 1,300,000 | 5.0 | 1,300,000 | 1,300,000 | 8.3 | 1,100,000 | 1,100,000 | 8.1 | |
| Rated People | 55,480 | 52,698 | 0.2 | 55,480 | 52,698 | 0.3 | 55,480 | 56,678 | 0.4 | |
| Zenos Cars | 130,000 | – | – | 175,000 | – | – | 25,000 | 25,000 | 0.2 | |
| Blaze | 352,697 | 413,134 | 1.6 | 352,697 | 413,134 | 2.6 | 352,697 | 338,019 | 2.5 | |
| Wishi | 153,433 | 153,433 | 0.6 | 153,433 | 153,433 | 1.0 | – | – | – | |
| Unbolted | 250,033 | 250,033 | 1.0 | 250,033 | 250,033 | 1.6 | – | – | – | |
| Investments before interest | 13,961,060 | 14,647,566 | 56.0 | 11,502,059 | 12,143,565 | 77.5 | 7,223,611 | 8,302,998 | 61.5 | |
| Interest rolled up in fixed income investments* | 651,636 | 651,636 | 2.5 | 453,210 | 453,210 | 2.9 | 257,709 | 257,709 | 1.9 | |
| Total investments | 14,612,696 | 15,299,202 | 58.5 | 11,955,269 | 12,596,775 | 80.4 | 7,481,320 | 8,560,707 | 63.4 | |
| Net current assets | 10,876,333 | 10,876,333 | 41.5 | 3,082,758 | 3,082,758 | 19.6 | 4,948,457 | 4,948,457 | 36.6 | |
| Net assets | 25,489,029 | 26,175,535 | 100.0 | 15,038,027 | 15,679,533 | 100.0 | 12,429,777 | 13,509,164 | 100.0 | |
*Added to investments in Financial Statements.
Investment Portfolio continued as at 30 September 2017
The charts below show the segment analyses of the investment portfolio based on cost at 30 September 2017.
Investments at cost: Ordinary Share
11.5% Health and Fitness 39.8% Hospitality 16.6% Apparel and Accessories 32.2% Media and Technology
Investments at cost: B Ordinary Share
| Cost | £1,354,439 |
|---|---|
| Valuation | £1,274,839 |
| Interest rolled up in fixed income investment | £3,008 |
| Basis of valuation | Multiples |
| Equity holding | 29.2% |
| Investment in the period at cost | £200,000 |
| Total income recognised in the period | £3,008 |
Boom Cycle is an indoor cycling concept which offers a fun, high‑intensity cardiovascular workout. The business currently has four studios based in London (City, Holborn, Hammersmith and Battersea) where they combine indoor spin cycling with various exercise classes for both upper and lower body work‑outs. Boom Cycle is one of the foremost dedicated spinning studios in London, and is on track to replicate the success of some of the larger players in the US.
| Cost | £1,375,035 |
|---|---|
| Valuation | £2,470,996 |
| Interest rolled up in fixed income investment | £17,995 |
| Basis of valuation | Price of recent investment |
| Equity holding | 33.4% |
| Investment in the period at cost | £200,031 |
| Total income recognised in the period | £6,016 |
Plenish, founded in 2012, is one of the leading cold‑pressed juicing businesses in the UK, offering 100% raw organic (unpasteurised) juice. The company has supplemented its juice range with four varieties of nut milk, which has been well received by the wholesale and retail markets and is now stocked by several of the UK's major supermarket groups.
| Cost | £700,000 |
|---|---|
| Valuation | £827,835 |
| Interest rolled up in fixed income investment | £nil |
| Basis of valuation | Trading multiple |
| Equity holding | 11.8% |
| Investment in the period at cost | £nil |
| Total income recognised in the period | £nil |
KX Gym, founded in 2002, is a private members' gym and spa, which includes a restaurant and clubroom, located in Chelsea, London. KX offers members an exclusive holistic approach to wellbeing, incorporating fitness, diet and relaxation.
| £395,000 £nil |
|---|
| £nil |
| Fair value |
| 27.0% |
| £nil |
| £nil |
Founded in 2013, Dilly & Wolf is a premium snack brand. The company produces tasty and nourishing food using globally inspired recipes such as kabuki beans, quinoa and fava beans. Following disappointing sales of their product at the supermarket multiples, the company has halted its current strategy and is assessing its options.
| Cost |
|---|
| Valuatio |
| Interest |
| Basis of |
| Equity ł |
| Investm |
| Total in |
| Cost | £980,000 |
|---|---|
| Valuation | £980,000 |
| Interest rolled up in fixed income investment | £21,501 |
| Basis of valuation | Cost |
| Equity holding | 11.3% |
| Investment in the period at cost | £500,000 |
| Total income recognised in the period | £19,035 |
KX Urban (KX U) is a pay‑as‑you‑go development of the established KX luxury gym brand. It offers a range of gym classes including Hiit & Run, Body Barre, yoga, boxing and spinning within a high quality gym environment with a healthy food and beverage offering. It opened its first site in London's Sloane Square in September 2017.
| £2,083,200 |
|---|
| £4,378,481 |
| £404,798 |
| Multiples |
| 2.1% |
| £nil |
| £143,192 |
Five Guys was founded in 1986 in the US. The company serves a range of hand‑made burgers made with fresh locally sourced beef and cooked on a grill, along with fresh‑cut fries, served with unlimited toppings. It now has 74 outlets in the UK with the estate now close to reaching maturity.
Equity holding is partnership interest.
| Cost | £634,850 |
|---|---|
| Valuation | £814,792 |
| Interest rolled up in fixed income investment | £nil |
| Basis of valuation | Last equity raise |
| Equity holding | 3.0% |
| Investment in the period at cost | £nil |
| Total income recognised in the period | £nil |
Chilango is a fast‑casual Mexican restaurant chain concept based on successful US business models. There are currently eleven restaurants across high footfall areas of Central London, plus a Manchester outlet that forms the basis for the brand's regional roll‑out.
La Bottega is an Italian chain of delicatessens in London, which serve high quality authentic Italian food and coffee. Currently, there are four shops trading in London in Chelsea, Belgravia, South Kensington and Victoria.
| Cost | £1,659,289 |
|---|---|
| Valuation | £1,526,921 |
| Interest rolled up in fixed income investment | £278,314 |
| Basis of valuation | Last equity raise |
| Equity holding | 26.6% |
| Investment in the period at cost | £nil |
| Total income recognised in the period | £67,958 |
Chucs Bar & Grill is a restaurant concept reflecting the style and branding of the Chucs retail brand. The first restaurant opened on Dover Street in Mayfair, London in 2014, the second on Westbourne Grove, with two new prestigious sites under development due to open in 2018.
| Cost | £1,896,767 |
|---|---|
| Valuation | £1,882,204 |
| Interest rolled up in fixed income investment | £3,644 |
| Basis of valuation | Multiples |
| Equity holding | 30.8% |
| Investment in the period at cost | £400,000 |
| Total income recognised in the period | £26,795 |
Sourced Market, launched in 2007, is a retail, café and restaurant concept that offers a curated selection of locally sourced fresh produce replicating the products and ambience found at a farmers market. The company's flagship site in St Pancras International in King's Cross has been complemented by three further sites in Marylebone, Victoria and Barbican.
| Cost | £1,485,096 |
|---|---|
| Valuation | £4,872,997 |
| Interest rolled up in fixed income investment | £nil |
| Basis of valuation | Last equity raise |
| Equity holding | 4.6% |
| Investment in the period at cost | £nil |
| Total income recognised in the period | £nil |
Second Home offers flexible and modern office space for fast‑growing technology firms and creative businesses. Combining architectural design with first class amenities, Second Home provides users with an impressive office environment in which to locate their business for the short, medium and long term. Following the opening of their initial site in east London, a second site has opened in Lisbon with a further two London sites opening by Spring 2018.
Founded in 2015, Bel‑Air Inc is a Californian‑inspired café offering distinctive fresh meats, fish and salads to the premium London breakfast and lunchtime dining market. Its mission is to deliver delicious fresh meals that are nutritious and packed with whole foods. Bel‑Air's first site in Shoreditch has been joined by two further outlets in office locations in Farringdon and the City.
| Cost | £520,000 |
|---|---|
| Valuation | £911,233 |
| Interest rolled up in fixed income investment | £17,458 |
| Basis of valuation | Last equity raise |
| Equity holding | 22.3% |
| Investment in the period at cost | £nil |
| Total income recognised in the period | £12,033 |
Kat Maconie, founded in 2008, designs and manufactures distinctive ladies' boots and shoes which are sold online, in department stores and in boutiques globally. In Summer 2017 the company collaborated with a Korean cosmetics major, resulting in significant expansion in sales in the Asian market.
| Cost | £1,200,000 |
|---|---|
| Valuation | £1,783,333 |
| Interest rolled up in fixed income investment | £101,104 |
| Basis of valuation | Last equity raise |
| Equity holding | 27.8% |
| Investment in the period at cost | £nil |
| Total income recognised in the period | £nil |
Bella Freud is a fashion designer producing a range of high‑end men's and women's clothing, focusing on knitwear. Currently her products are available at her own flagship store on Chilton Street in London, online and through a range of luxury boutiques and department stores in the UK, Asia and the US.
| Cost | £740,000 |
|---|---|
| Valuation | £1,330,581 |
| Interest rolled up in fixed income investment | £nil |
| Basis of valuation | Last equity raise |
| Equity holding | 37.8% |
| Investment in the period at cost | £nil |
| Total income recognised in the period | £nil |
Troubadour Goods is a London‑based luxury men's accessories brand specialising in designing and creating superior handcrafted leather and textile goods.
| Cost | £240,000 |
|---|---|
| Valuation | £172,500 |
| Interest rolled up in fixed income investment | £28,077 |
| Basis of valuation | Last equity raise |
| Equity holding | 22.5% |
| Investment in the period at cost | £nil |
| Total income recognised in the period | £nil |
With the continuing success of her fashion brand, Bella Freud has launched a series of fragrances blending modernity and heritage, including Je t'Aime Jane, Ginsberg is God and the 1970. The scents are available in eau de parfum and candle format. Bella Freud Parfum is now stocked in a range of boutiques and department stores globally.
| Cost | £1,215,039 |
|---|---|
| Valuation | £100,000 |
| Interest rolled up in fixed income investment | £nil |
| Basis of valuation | Fair value |
| Equity holding | 11.7% |
| Investment in the period at cost | £nil |
| Total income recognised in the period | £nil |
Chucs is a luxury brand of men's leisure wear. The company will seek routes to realise value in the Chucs brand through commercial partnerships with partners worldwide.
| Cost | £988,961 |
|---|---|
| Valuation | £1,338,961 |
| Interest rolled up in fixed income investment | £nil |
| Basis of valuation | Last equity raise |
| Equity holding | 18.6% |
| Investment in the period at cost | £338,961 |
| Total income recognised in the period | £nil |
The iconic model and designer, launched her own fashion label in May 2017. It offers accessible luxury womenswear and has already achieved substantial wholesale success across its first three seasonal collections. The business will produce four in‑season collections per year internationally, with a large number of wholesale stockists in over 15 countries, supplemented by a direct online sales channel.
| Cost | £800,000 |
|---|---|
| Valuation | £974,403 |
| Interest rolled up in fixed income investment | £nil |
| Basis of valuation | Last equity raise |
| Equity holding | 12.4% |
| Investment in the period at cost | £nil |
| Total income recognised in the period | £nil |
ME+EM, founded in 2008, is a contemporary womenswear brand founded by Clare Hornby, designing and producing its collections primarily through catalogues and online, with two retail sites in Connaught Street, Bayswater and Elizabeth Street, Belgravia. The range now consists of dresses, knitwear, denim, separates and accessories. The brand targets women aged 30‑55 who are busy and fashion conscious, offering a classic aesthetic embodying designer quality at an affordable price.
| Cost | £748,242 |
|---|---|
| Valuation | £748,242 |
| Interest rolled up in fixed income investment | £nil |
| Basis of valuation | Cost |
| Equity holding | 8.4% |
| Investment in the period at cost | £748,242 |
Established in 2015, Heist is a premium hosiery manufacturer that seeks to redefine how tights can feel and wear. Its ambitions are to evolve rapidly from being a London fashion editors' favourite to become the go‑to shapewear brand for discerning women worldwide.
| Cost | £3,400,000 |
|---|---|
| Valuation | £3,041,491 |
| Interest rolled up in fixed income investment | £414,281 |
| Basis of valuation | Multiples |
| Equity holding | 21.6% |
| Investment in the period at cost | £nil |
| Total income recognised in the period | £110,280 |
Recognised as a significant worldwide media group serving the superyacht industry, Boat International Media provides information and services across traditional print, digital media and high quality events. In 2016 the team re‑branded Show Boats magazine under the Boat International USA title.
| Cost | £552,697 |
|---|---|
| Valuation | £698,054 |
| Interest rolled up in fixed income investment | £nil |
| Basis of valuation | Fair value |
| Equity holding | 6.5% |
| Investment in the period at cost | £nil |
| Total income recognised in the period | £nil |
Blaze designs products which enhance bike safety. Their flagship product is the Blaze Laserlight, which projects a laser image onto the ground five to six metres ahead of the cyclist to ensure other road users know that you are present. The company has entered the global cycle-hire market with a broadened product offer, being featured throughout London's current and forthcoming new Santander Cycle fleet.
| Rated | |
|---|---|
| Cost | £641,218 |
|---|---|
| Valuation | £511,346 |
| Interest rolled up in fixed income investment | £nil |
| Basis of valuation | Last equity raise |
| Equity holding | 2.2% |
| Investment in the period at cost | £nil |
| Total income recognised in the period | £nil |
Rated People, founded in 2005, is one of the UK's leading online market places for homeowners to find tradesmen for home improvement jobs. The company embarked on a new funding round in 2017 at an improved valuation, having implemented a number of cost-saving initiatives and enhancing its customer service offering.
| Cost | £1,451,770 | |
|---|---|---|
| Valuation | £2,112,862 | |
| Interest rolled up in fixed income investment | £nil | |
| Basis of valuation | Multiples | |
| Equity holding | 5.0% | |
| Investment in the period at cost | £nil | |
| Total income recognised in the period | £nil |
Stillking Films is a prolific producer of commercials, TV series, feature films and music videos. The company has created commercials for almost all Dow Jones and FTSE advertisers. They have co‑produced a number of successful feature films, including Casino Royale, Narnia, Mission Impossible 4 and The Bourne Identity, and created music videos for artists including Beyoncé, Kanye West, Blur, Madonna and One Direction.
| Cost | £153,433 | |
|---|---|---|
| Valuation | £153,433 | |
| Interest rolled up in fixed income investment | £nil | |
| Basis of valuation | Cost | |
| Equity holding | 4.7% | |
| Investment in the period at cost | £nil | |
| Total income recognised in the period | £nil |
Wishi is an innovative fashion technology business that brings together personal styling and online wardrobe management functionality to help fully exploit an individual's current wardrobe and provide new clothing suggestions personalised to their look.
| Cost | £250,033 |
|---|---|
| Valuation | £250,033 |
| Interest rolled up in fixed income investment | £nil |
| Basis of valuation | Cost |
| Equity holding | 4.4% |
| Investment in the period at cost | £nil |
| Total income recognised in the period | £nil |
Unbolted provides a platform for peer‑to‑peer secured lending, offering short-term liquidity to individuals seeking bridging facilities, or advance sale loans for personal or small business use.
The principal risks facing the Company are Venture Capital Trust Status risk and investment valuation and liquidity risk. These risks, and the way in which they are managed are described in more detail under the heading Risk management within the Strategic Report of the Annual Report and Financial Statements for the year ended 31 March 2017.
The Company's assets consist of equity and fixed interest investments and cash. The main risks arising from the Company's financial instruments are credit risk, investment valuation risk, interest rate risk and liquidity risk. These risks, and the way in which they are managed, are described in more detail in Note 20 to the Financial Statements in the Company's Annual Report and Financial Statements for the year ended 31 March 2017.
The Company's principal risks and uncertainties have not changed materially since the date of that report.
We confirm that to the best of our knowledge:
For and on behalf of the Board
Jonathan Djanogly Chairman 27 October 2017
| Six months ended 30.09.17 (unaudited) |
Year ended 31.03.17 (audited) |
Six months ended 30.09.16 (unaudited) |
|||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Note | Revenue £ |
Capital £ |
Total £ |
Revenue £ |
Capital £ |
Total £ |
Revenue £ |
Capital £ |
Total £ |
||
| Realised/unrealised gains on investments | – | 45,000 | 45,000 | – | 1,300,433 | 1,300,433 | – | 2,103,961 | 2,103,961 | ||
| Income | 392,794 | – | 392,794 | 1,205,035 | – | 1,205,035 | 575,509 | – | 575,509 | ||
| Investment adviser's fees | (70,620) | (211,861) | (282,481) | (97,522) | (292,564) | (390,086) | (49,766) | (149,295) | (199,061) | ||
| Other expenses | (217,380) | (11,600) | (228,980) | (1,265,949) | (10,000) | (1,275,949) | (150,374) | – | (150,374) | ||
| Profit/(loss) before tax | 104,794 | (178,461) | (73,667) | (158,436) | 997,869 | 839,433 | 375,369 | 1,954,666 | 2,330,035 | ||
| Tax | (19,000) | 19,000 | – | (22,646) | 22,077 | (569) | (80,000) | 30,000 | (50,000) | ||
| Profit/(loss) attributable to equity shareholders | 85,794 | (159,461) | (73,667) | (181,082) | 1,019,946 | 838,864 | 295,369 | 1,984,666 | 2,280,035 | ||
| Return per share | |||||||||||
| Ordinary Share | 4 | 0.22p | (0.48)p | (0.26)p | (2.13)p | 7.34p | 5.21p | 0.83p | 8.82p | 9.65p | |
| B Ordinary Share |
4 | 0.18p | (0.29)p | (0.11)p | 1.65p | (2.49)p | (0.84)p | 1.28p | 3.42p | 4.70p |
The total column of this Income Statement represents the profit and loss of the Company, prepared in accordance with Financial Reporting Standards ("FRS"). The supplementary revenue return and capital return columns are prepared in accordance with the Statement of Recommended Practice, "Financial Statements of Investment Trust Companies and Venture Capital Trusts" ("SORP") revised in November 2014 and updated in January 2017. A separate Statement of Comprehensive income has not been prepared as all comprehensive income is included in the income statement.
All revenue and capital items in the above statement derive from continuing operations.
Unaudited Non‑Statutory Analysis between Ordinary and B Ordinary Shares
| Ordinary Shares | B Ordinary Shares |
|||||||
|---|---|---|---|---|---|---|---|---|
| For the six months ended 30 September 2017 |
Revenue £ |
Capital £ |
Total £ |
Revenue £ |
Capital £ |
Total £ |
||
| Realised/unrealised gains on investments |
– | – | – | – | 45,000 | 45,000 | ||
| Income | 158,134 | – | 158,134 | 234,660 | – | 234,660 | ||
| Investment adviser's fees | (31,908) | (95,724) | (127,632) | (38,712) | (116,137) | (154,849) | ||
| Other expenses | (77,091) | – | (77,091) | (140,289) | (11,600) | (151,889) | ||
| Profit on ordinary activities before tax |
49,135 | (95,724) | (46,589) | 55,659 | (82,737) | (27,078) | ||
| Tax on ordinary activities | (9,000) | 9,000 | – | (10,000) | 10,000 | – | ||
| Profit attributable to equity shareholders |
40,135 | (86,724) | (46,589) | 45,659 | (72,737) | (27,078) |
| Ordinary Shares | B | Ordinary Shares | ||||||
|---|---|---|---|---|---|---|---|---|
| For the year ended 31 March 2017 |
Revenue £ |
Capital £ |
Total £ |
Revenue £ |
Capital £ |
Total £ |
||
| Realised/unrealised gains on investments |
– | 1,514,066 | 1,514,066 | – | (213,633) | (213,633) | ||
| Income | 601,998 | – | 601,998 | 603,037 | – | 603,037 | ||
| Investment adviser's fees | (62,123) | (186,368) | (248,491) | (35,399) | (106,196) | (141,595) | ||
| Other expenses | (952,817) | – | (952,817) | (313,132) | (10,000) | (323,132) | ||
| Profit on ordinary activities before tax Tax on ordinary activities |
(412,942) 27,239 |
1,327,698 – |
914,756 27,239 |
254,506 (49,885) |
(329,989) 22,077 |
(75,323) (27,808) |
||
| Profit attributable to equity shareholders |
(385,703) | 1,327,698 | 941,995 | 204,621 | (307,752) | (103,131) |
| Ordinary Shares | B Ordinary Shares |
|||||||
|---|---|---|---|---|---|---|---|---|
| For the six months ended 30 September 2016 |
Revenue £ |
Capital £ |
Total £ |
Revenue £ |
Capital £ |
Total £ |
||
| Realised/unrealised gains on investments |
– | 1,674,713 | 1,674,713 | – | 429,248 | 429,248 | ||
| Income | 300,572 | – | 300,572 | 274,937 | – | 274,937 | ||
| Investment adviser's fees | (33,015) | (99,043) | (132,058) | (16,751) | (50,252) | (67,003) | ||
| Other expenses | (78,147) | – | (78,147) | (72,227) | – | (72,227) | ||
| Profit on ordinary activities before tax Tax on ordinary activities |
189,410 (40,000) |
1,575,670 20,000 |
1,765,080 (20,000) |
185,959 (40,000) |
378,996 10,000 |
564,955 (30,000) |
||
| Profit attributable to equity shareholders |
149,410 | 1,595,670 | 1,745,080 | 145,959 | 388,996 | 534,955 |
as at 30 September 2017
| 30.09.17 (unaudited) |
31.03.17 (audited) |
30.09.16 (unaudited) |
||
|---|---|---|---|---|
| Note | £ | £ | £ | |
| Fixed assets | ||||
| Investments | 35,731,525 | 32,873,974 | 29,482,226 | |
| Current assets | ||||
| Debtors | 1,638,569 | 2,087,936 | 3,324,338 | |
| Cash at bank and in hand | 9,693,034 | 2,154,677 | 2,946,038 | |
| 11,331,603 | 4,242,613 | 6,270,376 | ||
| Creditors: amounts falling due within one year | (407,765) | (730,725) | (373,399) | |
| Net current assets | 10,923,838 | 3,511,888 | 5,896,977 | |
| Net assets | 46,655,363 | 36,385,862 | 35,379,203 | |
| Capital and reserves | ||||
| Called up share capital | 434,399 | 333,781 | 305,733 | |
| Share premium account | 27,526,580 | 16,856,191 | 13,824,943 | |
| Capital redemption reserve | 500 | 500 | 500 | |
| Special reserve | 14,241,799 | 14,669,638 | 15,281,104 | |
| Capital reserve | 4,016,836 | 4,176,297 | 5,141,017 | |
| Revenue reserve | 435,249 | 349,455 | 825,906 | |
| Total shareholders' funds | 46,655,363 | 36,385,862 | 35,379,203 | |
| Net asset value per Ordinary share | 4 | 113.19p | 114.45p | 120.89p |
| Net asset value per B Ordinary share |
103.27p | 102.58p | 108.23p |
The accompanying notes are an integral part of the balance sheet.
Non‑Statutory Analysis between the Ordinary and B Ordinary Share Funds
| Ordinary Shares |
B Ordinary Shares |
Total | |
|---|---|---|---|
| As at 30 September 2017 |
£ | £ | £ |
| Fixed assets | |||
| Investments | 20,432,323 | 15,299,202 | 35,731,525 |
| Current assets | |||
| Debtors | 39,014 | 1,599,555 | 1,638,569 |
| Cash at bank and in hand | 207,171 | 9,485,863 | 9,693,034 |
| 246,185 | 11,085,418 | 11,331,603 | |
| Creditors: amounts falling due within one year | (198,680) | (209,085) | (407,765) |
| Net current assets | 47,505 | 10,876,333 | 10,923,838 |
| Net assets | 20,479,828 | 26,175,535 | 46,655,363 |
| Capital and reserves | |||
| Called up share capital | 180,932 | 253,467 | 434,399 |
| Share premium account | 1,601,914 | 25,924,666 | 27,526,580 |
| Capital redemption reserve | 500 | – | 500 |
| Special reserve | 14,738,357 | (496,558) | 14,241,799 |
| Capital reserve | 3,857,442 | 159,394 | 4,016,836 |
| Revenue reserve | 100,683 | 334,566 | 435,249 |
| Total shareholders' funds | 20,479,828 | 26,175,535 | 46,655,363 |
| Net asset value per share | 113.19p | 103.27p | n/a |
Non‑Statutory Analysis between the Ordinary and B Ordinary Share Funds
| As at 31 March 2017 |
Ordinary Shares £ |
B Ordinary Shares £ |
Total £ |
|---|---|---|---|
| Fixed assets Investments |
20,277,199 | 12,596,775 | 32,873,974 |
| Current assets | |||
| Debtors | 46,786 | 2,041,150 | 2,087,936 |
| Cash at bank and in hand | 653,658 | 1,501,019 | 2,154,677 |
| 700,444 | 3,542,169 | 4,242,613 | |
| Creditors: amounts falling due within one year | (271,314) | (459,411) | (730,725) |
| Net current assets | 429,130 | 3,082,758 | 3,511,888 |
| Net assets | 20,706,329 | 15,679,533 | 36,385,862 |
| Capital and reserves | |||
| Called up share capital | 180,923 | 152,858 | 333,781 |
| Share premium account | 1,600,912 | 15,255,279 | 16,856,191 |
| Capital redemption reserve | 500 | – | 500 |
| Special reserve | 14,919,280 | (249,642) | 14,669,638 |
| Capital reserve | 3,944,166 | 232,131 | 4,176,297 |
| Revenue reserve | 60,548 | 288,907 | 349,455 |
| Total shareholders' funds | 20,706,329 | 15,679,533 | 36,385,862 |
| Net asset value per share | 114.45p | 102.58p | n/a |
Non‑Statutory Analysis between the Ordinary and B Ordinary Share Funds
| As at 30 September 2016 |
Ordinary Shares £ |
B Ordinary Shares £ |
Total £ |
|---|---|---|---|
| Fixed assets | |||
| Investments | 20,921,519 | 8,560,707 | 29,482,226 |
| Current assets | |||
| Debtors | 56,839 | 3,267,499 | 3,324,338 |
| Cash at bank and in hand | 1,112,998 | 1,833,040 | 2,946,038 |
| 1,169,837 | 5,100,539 | 6,270,376 | |
| Creditors: amounts falling due within one year | (221,317) | (152,082) | (373,399) |
| Net current assets | 948,520 | 4,948,457 | 5,896,977 |
| Net assets | 21,870,039 | 13,509,164 | 35,379,203 |
| Capital and reserves | |||
| Called up share capital | 180,912 | 124,821 | 305,733 |
| Share premium account | 1,599,724 | 12,225,219 | 13,824,943 |
| Capital redemption reserve | 500 | – | 500 |
| Special reserve | 15,281,104 | – | 15,281,104 |
| Capital reserves | 4,212,138 | 928,879 | 5,141,017 |
| Revenue reserves | 595,661 | 230,245 | 825,906 |
| Total shareholders' funds | 21,870,039 | 13,509,164 | 35,379,203 |
| Net asset value per share | 120.89p | 108.23p | n/a |
| For the six months ended 30 September 2017 |
Share capital £ |
Share premium £ |
Capital redemption reserve £ |
Special reserve £ |
Capital reserve £ |
Revenue reserve £ |
Total £ |
|---|---|---|---|---|---|---|---|
| Opening balance as | |||||||
| at 1 April 2017 | 333,781 | 16,856,191 | 500 | 14,669,638 | 4,176,297 | 349,455 | 36,385,862 |
| Shares issued | 100,618 | 10,901,678 | – | – | – | – | 11,002,296 |
| Share issue expenses | – | (231,289) | – | – | – | – | (231,289) |
| Dividend paid | – | – | – | (427,839) | – | – | (427,839) |
| (Loss)/profit for the period |
– | – | – | – | (159,461) | 85,794 | (73,667) |
| Closing balance as at 30 September 2017 |
434,399 | 27,526,580 | 500 | 14,241,799 | 4,016,836 | 435,249 | 46,655,363 |
| For the year ended 31 March 2017 |
Share capital £ |
Share premium £ |
Capital redemption reserve £ |
Special reserve £ |
Capital reserve £ |
Revenue reserve £ |
Total £ |
|---|---|---|---|---|---|---|---|
| Opening balance as | |||||||
| at 1 April 2016 | 262,080 | 9,452,414 | 500 | 15,281,104 | 3,156,351 | 530,537 | 28,682,986 |
| Shares issued | 71,701 | 7,468,378 | – | – | – | – | 7,540,079 |
| Share issue expenses | – | (64,601) | – | – | – | – | (64,601) |
| Dividend paid | – | – | – | (611,466) | – | – | (611,466) |
| Profit/(loss) for the year | – | – | – | – | 1,019,946 | (181,082) | 838,864 |
| Closing balance as at 31 March 2017 |
333,781 | 16,856,191 | 500 | 14,669,638 | 4,176,297 | 349,455 | 36,385,862 |
| For the six months ended 30 September 2016 |
Share capital £ |
Share premium £ |
Capital redemption reserve £ |
Special reserve £ |
Capital reserve £ |
Revenue reserve £ |
Total £ |
|---|---|---|---|---|---|---|---|
| Opening balance as | |||||||
| at 1 April 2016 | 262,080 | 9,452,414 | 500 | 15,281,104 | 3,156,351 | 530,537 | 28,682,986 |
| Shares issued | 43,653 | 4,468,497 | – | – | – | – | 4,512,150 |
| Share issue expenses | – | (95,968) | – | – | – | – | (95,968) |
| Profit for the period | – | – | – | – | 1,984,666 | 295,369 | 2,280,035 |
| Closing balance as at | |||||||
| 30 September 2016 |
305,733 | 13,824,943 | 500 | 15,281,104 | 5,141,017 | 825,906 | 35,379,203 |
Unaudited Non‑Statutory Analysis between Ordinary and B Ordinary Shares
| Ordinary Shares for the six months ended 30 September 2017 |
Share capital £ |
Share premium £ |
Capital redemption reserve £ |
Special reserve £ |
Capital reserve £ |
Revenue reserve £ |
Total £ |
|---|---|---|---|---|---|---|---|
| Opening balance as at 1 April 2017 |
180,923 | 1,600,912 | 500 | 14,919,280 | 3,944,166 | 60,548 | 20,706,329 |
| Shares issued | 9 | 1,002 | – | – | – | – | 1,011 |
| Dividend paid | – | – | – | (180,923) | – | – | (180,923) |
| (Loss)/profit for the period | – | – | – | – | (86,724) | 40,135 | (46,589) |
| Closing balance as at 30 September 2017 |
180,932 | 1,601,914 | 500 | 14,738,357 | 3,857,442 | 100,683 | 20,479,828 |
Unaudited Non‑Statutory Analysis between Ordinary and B Ordinary Shares
| Ordinary Share for the year ended 31 March 2017 |
Share capital £ |
Share premium £ |
Capital redemption reserve £ |
Special reserve £ |
Capital reserve £ |
Revenue reserve £ |
Total £ |
|---|---|---|---|---|---|---|---|
| Opening balance as | |||||||
| at 1 April 2016 | 180,912 | 1,599,724 | 500 | 15,281,104 | 2,616,468 | 446,251 | 20,124,959 |
| Shares issued | 11 | 1,188 | – | – | – | – | 1,199 |
| Dividend paid | – | – | – | (361,824) | – | – | (361,824) |
| Profit/(loss) for the year | – | – | – | – | 1,327,698 | (385,703) | 941,995 |
| Closing balance as | |||||||
| at 31 March 2017 |
180,923 | 1,600,912 | 500 | 14,919,280 | 3,944,166 | 60,548 | 20,706,329 |
| B Ordinary Shares for the six months ended 30 September 2017 |
Share capital £ |
Share premium £ |
Capital redemption reserve £ |
Special reserve £ |
Capital reserve £ |
Revenue reserve £ |
Total £ |
|---|---|---|---|---|---|---|---|
| Opening balance as | |||||||
| at 1 April 2017 | 152,858 | 15,255,279 | – | (249,642) | 232,131 | 288,907 | 15,679,533 |
| Share issue | 100,609 | 10,900,675 | – | – | – | – | 11,001,284 |
| Share issue expenses | – | (231,288) | – | – | – | – | (231,288) |
| Dividend paid | – | – | – | (246,916) | – | – | (246,916) |
| (Loss)/profit for the period | – | – | – | – | (72,737) | 45,659 | (27,078) |
| Closing balance as at | |||||||
| 30 September 2017 |
253,467 | 25,924,666 | – | (496,558) | 159,394 | 334,566 | 26,175,535 |
| B Ordinary Share for the year ended 31 March 2017 |
Share capital £ |
Share premium £ |
Capital redemption reserve £ |
Special reserve £ |
Capital reserve £ |
Revenue reserve £ |
Total £ |
|---|---|---|---|---|---|---|---|
| Opening balance as | |||||||
| at 1 April 2016 | 81,168 | 7,852,690 | – | – | 539,883 | 84,286 | 8,558,027 |
| Shares issued | 71,690 | 7,467,190 | – | – | – | – | 7,538,880 |
| Share issue expenses | – | (64,601) | – | – | – | – | (64,601) |
| Dividends paid | – | – | – | (249,642) | – | – | (249,642) |
| (Loss)/profit for the year | – | – | – | – | (307,752) | 204,621 | (103,131) |
| Closing balance as | |||||||
| at 31 March 2017 |
152,858 | 15,255,279 | – | (249,642) | 232,131 | 288,907 | 15,679,533 |
Unaudited Non‑Statutory Analysis between Ordinary and B Ordinary Shares
| Ordinary Shares for the six months ended 30 September 2016 |
Share capital £ |
Share premium £ |
Capital redemption reserve £ |
Special reserve £ |
Capital reserve £ |
Revenue reserve £ |
Total £ |
|---|---|---|---|---|---|---|---|
| Opening balance as at 1 April 2016 Profit for the period |
180,912 – |
1,599,724 – |
500 – |
15,281,104 – |
2,616,468 1,595,670 |
446,251 149,410 |
20,124,959 1,745,080 |
| Closing balance as at 30 September 2016 |
180,912 | 1,599,724 | 500 | 15,281,104 | 4,212,138 | 595,661 | 21,870,039 |
| B Ordinary Shares for the six months ended 30 September 2016 |
Share capital £ |
Share premium £ |
Capital redemption reserve £ |
Special reserve £ |
Capital reserve £ |
Revenue reserve £ |
Total £ |
|---|---|---|---|---|---|---|---|
| Opening balance as | |||||||
| at 1 April 2016 | 81,168 | 7,852,690 | – | – | 539,883 | 84,286 | 8,558,027 |
| Share issued | 43,653 | 4,468,497 | – | – | – | – | 4,512,150 |
| Share issue expenses | – | (95,968) | – | – | – | – | (95,968) |
| Profit for the period | – | – | – | – | 388,996 | 145,959 | 534,955 |
| Closing balance as at | |||||||
| 30 September 2016 |
124,821 | 12,225,219 | – | – | 928,879 | 230,245 | 13,509,164 |
| Six months ended 30.09.17 (unaudited) £ |
Year ended 31.03.17 (audited) £ |
Six months ended 30.09.16 (unaudited) £ |
|
|---|---|---|---|
| Operating activities | |||
| Investment income received – qualifying | 18,000 | 530,496 | 501,143 |
| Deposit and similar interest received – non‑qualifying | 1,467 | 1,756 | 1,595 |
| Investment adviser's fees paid | (333,412) | (239,402) | (133,472) |
| Cash paid to and on behalf of Directors | (23,597) | (33,864) | (17,605) |
| Tax | (35,470) | – | – |
| Other cash payments | (134,773) | (172,219) | (81,216) |
| Net cash (outflow)/inflow from operating activities | (507,885) | 86,767 | 270,445 |
| Cash flow from investing activities | |||
| Purchase of investments | (1,537,234) | (3,927,888) | (2,097,873) |
| Sale of investments | – | 552,898 | 552,898 |
| Long-term loans made | (1,200,000) | (2,645,000) | (2,104,280) |
| Long-term loans repaid | 45,000 | 764,400 | 464,400 |
| Short-term loans made | – | (1,461,825) | (300,000) |
| Net cash outflow from investing activities | (2,692,234) | (6,717,415) | (3,484,855) |
| Net cash outflow before financing | (3,200,119) | (6,630,648) | (3,214,410) |
| Cash flow from financing activities | |||
| Net proceeds from share issues | 11,166,315 | 7,089,851 | 3,853,508 |
| Equity dividend paid | (427,839) | (611,466) | – |
| Net cash inflow from financing | 10,738,476 | 6,478,385 | 3,853,508 |
| Increase/(decrease) in cash and cash equivalents | 7,538,357 | (152,263) | 639,098 |
| Net cash and cash equivalents at the beginning of period | 2,154,677 | 2,306,940 | 2,306,940 |
| Net cash and cash equivalents at the end of period | 9,693,034 | 2,154,677 | 2,946,038 |
The accompanying notes are an integral part of the statement.
| Six months ended 30.09.17 | Year ended 31.03.17 | Six months ended 30.09.16 | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Ordinary Shares £ |
B Ordinary Shares £ |
Total £ |
Ordinary Shares £ |
B Ordinary Shares £ |
Total £ |
Ordinary Shares £ |
B Ordinary Shares £ |
Total £ |
||
| Operating activities | ||||||||||
| Investment income received – qualifying | – | 18,000 | 18,000 | 430,151 | 100,345 | 530,496 | 430,151 | 70,992 | 501,143 | |
| Deposit and similar interest received – non‑qualifying | – | 1,467 | 1,467 | 82 | 1,674 | 1,756 | 82 | 1,513 | 1,595 | |
| Investment adviser's fees paid | (177,463) | (155,949) | (333,412) | (159,384) | (80,018) | (239,402) | (93,187) | (40,285) | (133,472) | |
| Cash paid to and on behalf of Directors | (11,716) | (11,881) | (23,597) | (19,643) | (14,221) | (33,864) | (11,325) | (6,280) | (17,605) | |
| Tax | (26,040) | (9,530) | (35,570) | – | – | – | – | – | – | |
| Other cash payments | (51,356) | (83,417) | (134,773) | (114,864) | (57,355) | (172,219) | (58,279) | (22,937) | (81,216) | |
| Net cash (outflow)/inflow from operating activities | (266,575) | (241,310) | (507,885) | 136,342 | (49,575) | 86,767 | 267,442 | 3,003 | 270,445 | |
| Cash flow from investing activities | ||||||||||
| Purchase of investments | – | (1,537,234) | (1,537,234) | – | (3,927,888) | (3,927,888) | – | (2,097,873) | (2,097,873) | |
| Disposal of investments | – | – | – | 106,583 | 446,315 | 552,898 | 106,583 | 446,315 | 552,898 | |
| Long-term loans made | – | (1,200,000) | (1,200,000) | – | (2,645,000) | (2,645,000) | – | (2,104,280) | (2,104,280) | |
| Long-term loans repaid | – | 45,000 | 45,000 | 250,000 | 514,400 | 764,400 | 250,000 | 214,400 | 464,400 | |
| Short-term loans made | – | – | – | – | (1,461,825) | (1,461,825) | – | (300,000) | (300,000) | |
| Net cash (outflow)/inflow from investing activities | – | (2,692,234) | (2,692,234) | 356,583 | (7,073,998) | (6,717,415) | 356,583 | (3,841,438) | (3,484,855) | |
| Net cash (outflow)/inflow before financing | (266,575) | (2,933,544) | (3,200,119) | 492,925 | (7,123,573) | (6,630,648) | 624,025 | (3,838,435) | (3,214,410) | |
| Cash flow from financing activities | ||||||||||
| Net proceeds from share issues | 1,011 | 11,165,304 | 11,166,315 | 7,105 | 7,082,746 | 7,089,851 | – | 3,853,508 | 3,853,508 | |
| Equity dividends paid | (180,923) | (246,916) | (427,839) | (361,824) | (249,642) | (611,466) | – | – | – | |
| Net cash (outflow)/inflow from financing | (179,912) | 10,918,388 | 10,738,476 | (354,719) | 6,833,104 | 6,478,385 | – | 3,853,508 | 3,853,508 | |
| (Decrease)/Increase in cash and cash equivalents | (446,487) | 7,984,844 | 7,538,357 | 138,206 | (290,469) | (152,263) | 624,025 | 15,073 | 639,098 |
1. The half‑yearly financial report covers the six months ended 30 September 2017. The Company applies FRS 102 and the AIC's Statement of Recommended Practice revised in November 2014 and updated in January 2017 as adopted for its financial year ended 31 March 2017. The financial statements for this six‑month period have been prepared in accordance with FRS 104 and on the basis of the same accounting policies as set out in the Company's Annual Report and Financial Statements for the year ended 31 March 2017.
The comparative figures for the financial year ended 31 March 2017 have been extracted from the latest published audited Annual Report and Financial Statements. Those accounts have been reported on by the Company's auditor and lodged with the Registrar of Companies. The report of the auditor was (i) unqualified, (ii) did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying their report, and (iii) did not contain a statement under section 498 (2) or (3) of the Companies Act 2006.
The Board of Directors is satisfied that the Company has adequate availability of funding in order to continue as a going concern. Therefore, the Company continues to adopt the going concern basis in preparing these Financial Statements.
3. The return per Ordinary Share is based on the profit attributable to Ordinary shareholders for the period and the weighted average number of shares in issue during the period of 18,092,852 (31 March 2017: 18,091,658; 30 September 2016: 18,091,202).
The return per B Ordinary Share is based on the profit attributable to B Ordinary shareholders for the period and the weighted average number of shares in issue during the period of 24,711,784 (31 March 2017: 12,383,649; 30 September 2016: 11,377,273).
4. The net asset value per Ordinary Share at 30 September 2017 is based on net assets of £20,479,828 (31 March 2017: £20,706,329; 30 September 2016: £21,870,039) and the number of shares in issue of 18,093,173 (31 March 2017: 18,092,297; 30 September 2016: 18,091,202).
The net asset value per B Ordinary Share at 30 September 2017 is based on net assets of £26,175,535 (31 March 2017: £15,379,533; 30 September 2016: £13,509,164) and the number of shares in issue of 25,346,738 (31 March 2017: 15,285,811; 30 September 2016: 12,482,091).
Inputs to Level 1 fair values are quoted prices in active markets for identical assets. An active market is one in which transactions occur with sufficient frequency and volume to provide pricing information on an ongoing basis. The Company has no investments classified in this category.
Inputs to Level 2 fair values are inputs other than quoted prices included within Level 1 that are observable for the asset, either directly or indirectly. The Company has no investments classified in this category.
Inputs to Level 3 fair values are unobservable inputs for the asset. Unobservable inputs may have been used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset at the measurement date (or market information for the inputs to any valuation models). As such, unobservable inputs reflect the assumptions the Company considers that market participants would use in pricing the asset. All the Company's investments are classified within this category.
The Company retains Oakley Investment Managers LLP ("OIM") as its Investment Adviser.
Peter Dubens, a non‑executive Director of the Company, is a member of OIM. During the six months ended 30 September 2017, £282,481 (30 September 2016: £199,061) was payable to the Investment Adviser for investment adviser services of which £143,435 (30 September 2016: £109,272) was owed to the Investment Adviser at the period end.
Oakley Capital Limited ("OCL"), a company over which Peter Dubens has significant control, acted as promoter for the offer during the period. The fees in the period amounted to £348,380 (30 September 2016: £85,218) out of which OCL cover the costs of the offer. The costs paid by the Company in the period amounted to £148,653 (30 September 2016: £31,725), resulting in a balance of £112,112 owed from OCL to the Company at the period end (September 2016: OCL owed the Company £118,311).
The number of ordinary shares (all of which are held beneficially) by the Directors and certain members of the management team of the Investment Adviser are:
| Shares held at 30 September 2017 |
|||||||
|---|---|---|---|---|---|---|---|
| Ordinary Shares |
B Ordinary Shares |
Total | |||||
| Jonathan Djanogly | Director | 25,000 | 25,000 | 50,000 | |||
| Laurence Blackall | Director | 200,000 | 100,000 | 300,000 | |||
| Peter Dubens | Director | 400,000 | 400,000 | 800,000 | |||
| Stewart Porter | Investment adviser | 75,000 | – | 75,000 |
Save as disclosed in this paragraph there is no conflict of interest between the Company, the duties of the Directors, the duties of the designated members of the Investment Adviser and their private interests and other duties.
8. Copies of the Half‑Yearly Report are being sent to all shareholders. Further copies are available free of charge from the Company's registered office.
Jonathan Simon Djanogly (Chairman) Laurence Charles Neil Blackall
Peter Adam Daiches Dubens
All of the registered office and principal place of business 3 Cadogan Gate
The City Partnership (UK) Limited
Telephone: 0131 243 7210
www.pembrokevct.com
Non‑independent
Oakley Investment Managers LLP 3 Cadogan Gate London SW1X 0AS
The City Partnership (UK) Limited c/o Share Registrars Limited The Courtyard 17 West Street Farnham Surrey GU9 7DR
Secretary
London SW1X 0AS
110 George Street Edinburgh EH2 4LH
Bankers Barclays Bank plc 1st Floor 99 Hatton Garden London EC1N 8DN
Grant Thornton UK LLP 30 Finsbury Square London EC2P 2YU
Philip Hare & Associates LLP Suite C First Floor 4‑6 Staple Inn London WC1V 7QH
Interim – October 2017 Annual – July 2018
3 Cadogan Gate, London SW1X 0AS Company number: 08307631
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