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CROWN PLACE VCT PLC Interim / Quarterly Report 2013

Dec 31, 2012

4776_ir_2012-12-31_59857f29-b93c-4897-ba6a-d041e53ea173.pdf

Interim / Quarterly Report

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Half-yearly Financial Report for the six months to31 December 2012(unaudited)

Crown Place VCT PLCPLC

Contents

Page

  • 2 Company information
  • 3 Investment objectives and financial calendar
  • 4 Financial highlights (unaudited)
  • 6 Interim management report
  • 9 Responsibility statement
  • 10 Portfolio of investments (unaudited)
  • 13 Summary consolidated statement of comprehensive income (unaudited)
  • 14 Summary consolidated statement of financial position (unaudited)
  • 15 Summary Company statement of financial position (unaudited)
  • 16 Summary consolidated statement of changes in equity (unaudited)
  • 17 Summary Company reconciliation of movements in shareholders' funds (unaudited)
  • 18 Summary consolidated statement of cash flows (unaudited)
  • 19 Notes to the unaudited summarised set of Financial Statements

Company information

Company number 3495287
Directors Patrick Crosthwaite, Chairman
Rachel Beagles
Karen Brade
Richard Huntingford
Manager, Company Secretary and
registered office
Albion Ventures LLP
1 King's Arms Yard
London, EC2R 7AF
Registrar Computershare Investor Services PLC
The Pavilions
Bridgwater Road
Bristol, BS99 6ZZ
Auditor PKF (UK) LLP
Farringdon Place
20 Farringdon Road
London, EC1M 3AP
Taxation adviser PricewaterhouseCoopers LLP
1 Embankment Place
London, WC2N 6RH
Legal adviser Bird & Bird LLP
15 Fetter Lane
London, EC4A 1JP
Crown Place VCT PLC is a member of The Association of Investment Companies.
Shareholder enquiries For help relating to dividend payments, shareholdings and share
certificates please contact Computershare Investor Services PLC:
Tel: 0870 873 5857 (UK national rate call, lines are open
8:30am – 5:30pm; Mon-Fri, calls may be recorded)
Website: www.investorcentre.co.uk
Shareholders can access holdings and valuation information
regarding any of their shares held by Computershare by
registering on Computershare's website.
Shareholders can also contact the Chairman directly on
[email protected]
Financial advisor enquiries For enquiries relating to the performance of the Fund please
contact Albion Ventures LLP:
Tel: 020 7601 1850 (lines are open 9.00am – 5:30pm; Mon-Fri,
calls may be recorded)
Email: [email protected]
Website: www.albion-ventures.co.uk
Please note that the above contacts are unable to provide
financial or taxation advice.

Investment objectives

The investment objective and policy of the Company* is to achieve long term capital and income growth principally through investment in smaller unquoted companies in the United Kingdom.

In pursuing this policy, the Manager aims to build a portfolio which concentrates on two complementary investment areas. The first are more mature or asset-based investments that can provide a strong income stream combined with a degree of capital protection. These will be balanced by a lesser proportion of the portfolio being invested in higher risk companies with greater growth prospects.

*The "Company" is Crown Place VCT PLC. The "Group" is the Company together with its subsidiaries CP1 VCT PLC and CP2 VCT PLC.

Financial calendar

Record date for second dividend 8 March 2013 Payment of second dividend 28 March 2013 Financial year end 30 June 2013

Financial highlights (unaudited)

Six months
ended
31 December
2012
(pence
per share)
Six months
ended
31 December
2011
(pence
per share)
Year
ended
30 June
2012
(pence
per share)
Net asset value per share 32.24 32.86 32.60
Dividends paid 1.25 1.25 2.50
Revenue return per share 0.35 0.52 0.80
Capital return/(loss) per share 0.51 (0.11) 0.61

Shareholder returns and shareholder value

Murray
VCT PLC
(pence per
share)
Murray
VCT 2 PLC
(pence per
share)
Crown Place
VCT PLC*
(pence per
share)
Shareholder return from launch to April 2005
(date that Albion Ventures was appointed
investment manager):
Total dividends paid to 6 April 2005 (ii)
30.36
Decrease in net asset value
(69.90)
–––––––––
30.91
(64.50)
–––––––––
24.93
(56.60)
–––––––––
Total shareholder return to 6 April 2005
(39.54)
(33.59) (31.67)
–––––––––
Shareholder return from April 2005 to
31 December 2012:
Total dividends paid
13.14
Decrease in net asset value
(7.15)
–––––––––
15.51
(8.07)
–––––––––
18.05
(11.16)
–––––––––
Total shareholder return from April 2005 to
31 December 2012
5.99
–––––––––
7.44
–––––––––
6.89
–––––––––
Shareholder value since launch:
Total dividends paid to 31 December 2012 (ii)
43.50
Net asset value as at 31 December 2012
22.95
–––––––––
–––––––––
46.42
27.43
–––––––––
–––––––––
42.98
32.24
–––––––––
Total shareholder value as at 31 December 2012
66.45
–––––––––
73.85
–––––––––
75.22
–––––––––
Current dividend objective:
Pence per share (per annum)
1.78
–––––––––
2.13
–––––––––
2.50
–––––––––
Percentage yield on net asset value as at
31 December 2012
7.8%
–––––––––
7.8%
–––––––––
7.8%
–––––––––

Financial highlights (unaudited) (continued)

Net asset value total return to shareholders since launch:

31 December
2012
(pence
per share)
Total dividends paid during the period from launch to 6 April 2005
(prior to change of manager) 24.93
Total dividends paid during the year ended 28 February 2006 1.00
Total dividends paid during the period ended 30 June 2007 3.30
Total dividends paid during the year ended 30 June 2008 2.50
Total dividends paid during the year ended 30 June 2009 2.50
Total dividends paid during the year ended 30 June 2010 2.50
Total dividends paid during the year ended 30 June 2011 2.50
Total dividends paid during the year ended 30 June 2012 2.50
Total dividends paid during the six months ended 31 December 2012 1.25
–––––––––
Total dividends paid to 31 December 2012 42.98
Net asset value as at 31 December 2012 32.24
–––––––––
Total net asset value shareholder return as at 31 December 2012 75.22
–––––––––

In addition to the dividends paid above, the Board has declared a second dividend for the year ending 30 June 2013, of 1.25 pence per Crown Place VCT PLC share, to be paid on 28 March 2013 to shareholders on the register as at 8 March 2013.

Notes

  • (i) The proforma shareholder returns presented above are based on the dividends paid to shareholders before the merger and the pro-rata net asset value per share and pro-rata dividends per share paid to 31 December 2012 since the merger. This pro-forma is based upon the proportion of shares received by Murray VCT PLC (now renamed CP1 VCT PLC) and Murray VCT 2 PLC (now renamed CP2 VCT PLC) shareholders at the time of the merger with Crown Place VCT PLC on 13 January 2006.
  • (ii) Prior to 6 April 1999, venture capital trusts were able to add 20 per cent. to dividends and figures for the period up until 6 April 1999 are included at the gross equivalent rate actually paid to shareholders.
  • * Formerly Murray VCT 3 PLC

Interim management report

Results

In the six month period to 31 December 2012, the Company achieved a positive total return of 0.86 pence per share or 2.6 per cent. on opening net assets. Following payment of the first dividend for the year of 1.25 pence per share on 30 November 2012, the net asset value as at 31 December 2012 was 32.24 pence per share (30 June 2012: 32.60 pence per share). The total return for the period was £686,000 of which the revenue profit was £281,000 and the capital profit was £405,000. Investment income and deposit interest remained broadly similar to the level achieved in the same period last year. Realised and unrealised net gains on investments of £576,000 compared favourably to net losses of £181,000 over the same period in the previous year.

Dividends

It is the Company's policy to pay regular and predictable dividends to shareholders out of revenue income and realised capital gains. The first dividend for the current financial year of 1.25 pence per share was paid on 30 November 2012. A second dividend of 1.25 pence per share will be paid on 28 March 2013 to shareholders on the register on 8 March 2013. A total annual dividend of 2.5 pence per share has been maintained for the last five consecutive years and the Board aims to maintain this level of annualised dividend distribution going forward, subject to the availability of cash resources and distributable reserves.

Dividends are paid free of tax to shareholders. Qualifying shareholders who elect to participate in the Dividend Reinvestment Scheme will be able, in respect of further dividends, to receive their dividends in the form of new shares rather than cash, which will entitle them to income tax relief at the rate of 30 per cent. (new shares will need to be held for at least five years to attract the tax relief). Further details of the Dividend Reinvestment Scheme can be found on the Manager's website www.albion-ventures.co.uk/Our Funds/Crown Place VCT PLC.

Portfolio review

During the six month period, the Company invested £184,000. Of this amount, £67,000 related to a new investment in Proveca, a specialist pharmaceutical company which focuses on developing innovative, technically complex pharmaceuticals. The balance of £117,000 was invested in existing portfolio businesses including AMS Sciences, Dysis Medical, Nelson House Hospital and Rostima.

Investments realised during the period totalled £1,591,000 of which £1,192,000 related to the sale of the Company's cinema investments, CS Brixton, CS Exeter and CS Norwich. The sale of these companies resulted in a total return of 2.6 times the original amount invested. The Company also made a partial disposal of its holding in Avanti Communications Group, realising £202,000 against cost of £104,000. Loan stock repayments were received from Kew Green VCT (Stansted) (£30,000) and Tower Bridge Health Clubs (£96,000).

The portfolio remains well diversified and benefits from a high proportion of asset-backed investments with no external gearing. Radnor House School (Holdings) continues to grow profitably, while Oakland Care Centre has reached maturity within twelve months of opening and profitability is in excess of the original forecast. In the six month period both of these companies increased the interest paid to the Company. The renewable energy portfolio continues to progress towards maturity with The Street by Street Solar Programme, TEG Biogas (Perth) and Alto Prodotto Wind becoming well established. Elsewhere in the asset-backed portfolio Nelson House, Orchard Portman and Bravo Inns II continue to trade well.

In the growth portfolio, a number of companies, such as Lowcosttravelgroup, Masters Pharmaceuticals and Mirada, continue to progress and have attractive long term prospects. However, some other companies in the portfolio are experiencing difficult market conditions which have impacted on their trading results and these include Helveta and Prime Care.

There are only two material holdings remaining in the AIM portfolio – Avanti Communications and Augean. Avanti's share price declined during the six month period and is now close to its net asset value, while Augean's share price was broadly static. In the

Interim management report (continued)

opinion of the Manager, both these companies have good long term potential.

The chart below illustrates the composition of the portfolio by industry sector. The majority of the investments in the hotels, pubs, health and fitness clubs and education segments and several of the healthcare investments are backed by freehold or long leasehold assets with no external gearing.

Split of investment portfolio by sector

Source: Albion Ventures LLP

Risks and uncertainties

The most significant risk for a company of this nature is investment risk. To mitigate this, your Company has a policy of ensuring that its portfolio companies do not have external bank borrowings and that it has a first legal charge over portfolio companies' assets wherever possible. Other risks and uncertainties remain unchanged and are as detailed on pages 18 to 20 of the Annual Report and Financial Statements for the year ended 30 June 2012.

Discount management and share buy-backs

It remains the Board's policy to buy back shares in the market subject to the overall constraint that such purchases are in the Company's interest, including the maintenance of sufficient resources for investment in existing and new portfolio companies and for the continued payment of dividends to shareholders. As announced on 6 December 2012, it is the Board's intention that such buy-backs should take place at around 5 per cent. discount to net asset value, so far as market conditions and liquidity permit. During the period, the Company cancelled 730,000 shares from treasury and purchased a further 728,000 shares for treasury at a total cost of £206,000.

Transactions with Manager

Details of the transactions that took place with the Manager in the period can be found in note 4.

Going concern

The Board's assessment is that liquidity risk is low, and remains as detailed on page 52 of the Annual Report and Financial Statements for the year ended 30 June 2012. The Company has significant cash and liquid resources. The portfolio of investments is diversified in terms of sector, and the major cash outflows of the Company (namely investments, share buy-backs and dividends) are within the Company's control. Accordingly, after making enquiries, the Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. For this reason the Directors have adopted the going concern basis in preparing the accounts in accordance with Going Concern and Liquidity Risk: Guidance for Directors of UK Companies 2009, published by the Financial Reporting Council.

Albion VCTs Top Up Offers 2012/2013

Your Board, in conjunction with the boards of other VCTs managed by Albion Ventures LLP, launched a top up offer of new Ordinary shares on 19 October 2012. Crown Place VCT PLC is aiming to raise up to £2.25 million, out of up to £15 million in aggregate that the Albion VCTs are seeking to raise. The proceeds will be used to provide further resources at a time when a number of attractive investment opportunities are being seen. An Investor Guide and Offers Document has been sent to shareholders. Details of the first allotment on 19 December 2012 are shown in note 8.

Interim management report (continued)

Outlook

The outlook for the UK economy continues to be uncertain with little signs of sustainable economic recovery. Growth is likely to continue to be hindered by public sector funding cuts and potential increases in unemployment and inflation. Against this background, your Company is conservatively financed and is invested in a broadly diversified portfolio with a significant proportion of asset-backed investments. Some of these asset-backed investments, such as the renewable energy companies, the care homes and Radnor House School, have the potential to generate higher levels of income as they mature. The Company is also well positioned to benefit from attractive new investment opportunities. The Board views this VCT as a long term tax-efficient savings product and, in this context, the Directors consider that the Company remains well positioned to deliver long term shareholder value.

Patrick Crosthwaite

Chairman 27 February 2013

Responsibility statement

The Directors, as listed on page 2 of this Report, are responsible for preparing the Half-yearly Financial Report. The Directors have chosen to prepare this Half-yearly Financial Report for the Group in accordance with International Financial Reporting Standards ("IFRS").

In preparing the summarised set of Financial Statements for the period to 31 December 2012, we the Directors, confirm that to the best of our knowledge:

  • (a) the summarised set of Financial Statements has been prepared in accordance with International Accounting Standard (IAS) 34 "Interim Financial Reporting" issued by the International Accounting Standards Board;
  • (b) the interim management report includes a fair review of the information required by DTR 4.2.7R (indication of important events during the first six months and description of principal risks and uncertainties for the remaining six months of the year);
  • (c) the summarised set of Financial Statements give a true and fair view in accordance with IFRS of the assets, liabilities, financial position

and of the profit and loss of the Group for the six months ended 31 December 2012 as required by DTR 4.2.4R, and comply with IFRS and Companies Act 2006 and;

(d) the interim management report includes a fair review of the information required by DTR 4.2.8R (disclosure of related parties' transactions and changes therein).

The accounting policies applied to the Half-yearly Financial Report have been consistently applied in current and prior periods and are those applied in the Annual Report and Financial Statements for the year ended 30 June 2012.

This Half-yearly Financial Report has not been audited or reviewed by the Auditor.

By order of the Board of Directors

Patrick Crosthwaite

Chairman 27 February 2013

Portfolio of investments

The following is a list of non-current investments with a carrying/fair value as at 31 December 2012.

Investment name Nature of business %
voting
rights
% voting
rights
of AVL*
managed
companies
As at
31 December 2012
(unaudited)
Investment
to date
at cost
£'000
Total
value
£'000
As at
30 June 2012
(audited)
Investment
to date
at cost
£'000
Total
value
£'000
Change in
total value
for the
period**
£'000
Asset-backed
investments
Oakland Care Centre
Limited
Owner and operator of a
care home
18.4 50.0 1,600 2,251 1,600 2,012 239
Radnor House School Owner and operator of an
(Holdings) Limited independent school 9.0 50.0 1,564 2,251 1,564 2,036 215
The Crown Hotel
Harrogate Limited
Owner and operator of
the Crown Hotel, Harrogate
15.0 50.0 2,976 2,040 2,976 2,023 17
Kensington Health Owner and operator of a health
Clubs Limited and fitness club in West London 7.8 50.0 1,789 1,126 1,789 1,216 (90)
Kew Green VCT Owner and operator of
(Stansted) Limited the 'Holiday Inn Express' at
The Charnwood Pub Stansted Airport
Owner and operator of
2.0 50.0 955 859 985 917 (28)
Company Limited freehold pubs 6.9 50.0 1,987 843 2,093 916 (6)
Orchard Portman Owner and operator of a
Hospital Limited psychiatric hospital in Taunton 11.3 50.0 745 702 745 734 (32)
The Stanwell Hotel
Limited
Owner and operator of the
Stanwell Hotel at Heathrow Airport
10.8 50.0 1,531 633 1,531 757 (124)
Tower Bridge Health Owner and operator of a health
Clubs Limited and fitness club in central London 9.5 50.0 433 605 529 661 40
Bravo Inns II Limited Owner and operator of
freehold pubs 3.8 50.0 550 552 550 553 (1)
Nelson House Hospital
Limited
Owner and operator of a
psychiatric hospital in Gosport
4.0 50.0 396 504 375 392 91
The Street by Street Provider of PV installations
Solar Programme on domestic roofs 4.4 50.0 443 443 443 447 (4)
Limited
TEG Biogas (Perth)
Limited
Provider of anaerobic
digestion facilities
6.1 50.0 364 391 364 403 (12)
Alto Prodotto Wind Wind power generator
Limited focused on sites in Wales 4.1 50.0 371 371 371 371
Regenerco Renewable PV installations on small
Energy Limited
The Weybridge Club
commercial buildings
Owner and operator of a freehold
3.4 50.0 326 326 326 326
Limited health and fitness club in
Weybridge, Surrey 1.2 50.0 190 147 190 147
Bravo Inns Limited Owner and operator of 230 145
AVESI Limited freehold pubs
PV installations on small
2.6 50.0 230 145
commercial buildings 3.8 50.0 117 117 117 117
Taunton Hospital Owner and operator of a psychiatric
Limited hospital in Taunton 1.6 50.0 100 91 100 97 (6)
Premier Leisure
(Suffolk) Limited
Freehold cinema owner 5.7 50.0 420 91 420 95 (4)
The Dunedin Pub Owner and operator of
Company VCT Limited freehold pubs 7.8 50.0 81 74 83 77 (1)
Greenenerco Limited Wind power operator 1.9 50.0 65 65 65 65
GB Pub Company VCT
Limited
Owner and operator of
freehold pubs
9.0 50.0 321 14 321 27 (13)
Total asset-backed
investments 17,554 14,641 17,767 14,534 281

Portfolio of investments (continued)

% % voting
rights
of AVL*
As at
31 December 2012
(unaudited)
Investment
to date
Total As at
30 June 2012
(audited)
Investment
to date
Total Change in
total value
for the
Investment name Nature of business voting
rights
managed
companies
at cost
£'000
value
£'000
at cost
£'000
value
£'000
period**
£'000
Growth investments
ELE Advanced
Manufacturer of precision
Technologies Limited
Lowcosttravelgroup
Limited
engineering components
Online travel business
48.3
5.0
48.3
26.0
1,050
455
1,955
1,173
1,050
455
2,196
964
(241)
209
Blackbay Limited Provider of mobile data
solutions for the logistics
and field service sectors
4.1 34.9 454 635 454 622 13
Masters Pharmaceuticals
Limited
International specialist
distribution of
Mirada Medical Limited pharmaceuticals
Developer of medical
2.4 16.9 474 479 474 455 24
Helveta Limited imaging software
Provider of software
solutions, traceability and
7.7 50.0 179 476 179 396 80
inventory analysis to the
timber industry
5.0 33.4 842 453 842 520 (67)
Mi-Pay Limited Provider of mobile
payment services
3.9 49.9 526 371 526 371
DySIS Medical Limited Developer, manufacturer and
seller of medical devices for
House of Dorchester the detection of epithelial cancers
Chocolate manufacturer
2.7
23.3
19.0
23.3
429
199
352
352
423
199
186
406
160
(54)
Limited
Hilson Moran Holdings
Multi-disciplinary
Limited
Rostima Limited
engineering consultancy
Provider of workforce
4.5 50.0 319 320 319 346 (26)
Opta Sports Data Limited management solutions software
Compiler of sports performance
5.5 39.6 189 294 157 292 (30)
Process Systems data
Provider of process
1.4 14.2 176 274 176 218 56
Enterprise Limited
Prime Care Holdings
systems modelling solutions
Provider of domiciliary
1.2 18.1 124 256 124 198 58
Limited
AMS Sciences Limited
care services
Drug development services to the
8.7 49.9 517 237 517 287 (50)
Memsstar Limited life-science industries
Refurbisher of semiconductor
3.7 49.6 169 184 110 170 (45)
Palm Tree Technology
PLC
fabrication equipment
Software company
1.9
0.2
28.1
0.7
130
102
152
123
130
102
132
123
20
Oxsensis Limited Developer and producer of
industrial sensors used in super
Chichester Holdings high temperature environments
Drinks distributor to the
1.4 20.6 213 96 213 76 20
Limited
Proveca Limited
travel sector
Repositioning of paediatric medicines
9.1
1.8
50.0
16.2
600
67
78
67
600
121
(43)
Uctal Limited Media selling business and
TV production company
24.2 24.2 1,494 50 1,494 25 25
Abcodia Limited Services for validation and
discovery of serum biomarkers
1.3 21.4 45 45 45 45
Dexela Limited Earnout value n/a n/a
8,753
21
8,443

8,589

8,149
21
130
Other investments
valued at nil
129 129
Total growth
investments
8,882 8,443 8,718 8,149 130
Total unquoted
investments
26,436 23,084 26,485 22,683 411

Portfolio of investments (continued)

As at
31 December 2012
As at
30 June 2012
% voting (unaudited) (audited) Change in
rights Investment Investment total value
% of AVL* to date Total to date Total for the
voting managed at cost value at cost value period**
Investment name Nature of business rights companies £'000 £'000 £'000 £'000 £'000
AIM quoted
investments
Avanti Communications Supplier of satellite
Group plc communications 0.1 0.1 271 324 375 579 (93)
Augean PLC Waste management 0.4 0.4 593 109 593 125 (16)
Insetco PLC Investor in businesses that
specialise in financial products 0.0 0.0 81 81
Total AIM quoted
investments
945 433 1,049 704 (109)
Total
investments
27,381 23,517 27,534 23,387 302
Realised profit in current period 290
Movement in loan stock accrued interest (net of disposals) (16)
comprehensive income Total gains on investments as per consolidated statement of 576

* AVL is Albion Ventures LLP

** As adjusted for additions and disposals between the two accounting periods

The total comparative cost and valuations for 30 June 2012 do not agree to the Annual Report and Financial Statements for the year ended 30 June 2012 as the above list does not include brought forward investments that were fully disposed of in the period.

Summary consolidated statement of comprehensive income

Unaudited
six months ended
31 December 2012
Unaudited
six months ended
31 December 2011
Audited
year ended
30 June 2012
Notes Revenue
£'000
Capital
£'000
Total
£'000
Revenue
£'000
Capital
£'000
Total
£'000
Revenue
£'000
Capital
£'000
Total
£'000
Profits/(losses)
on investments
2 576 576 (181) (181) 538 538
Investment
income and
deposit interest
3 469 469 476 476 895 895
Investment
management
fees
4 (57) (171) (228) (55) (167) (222) (110) (332) (442)
Recovery of VAT 96 261 357 96 261 357
Other expenses (131)
–––––

–––––
(131)
–––––
(119)
–––––

–––––
(119)
–––––
(265)
–––––

–––––
(265)
–––––
Profit/(loss)
before taxation
281 405 686 398 (87) 311 616 467 1,083
Taxation
Profit/(loss)
and total
comprehensive
income for the
period
–––––
281
–––––
–––––
405
–––––
–––––
686
–––––
–––––
398
–––––
–––––
(87)
–––––
–––––
311
–––––
–––––
616
–––––
–––––
467
–––––
–––––
1,083
–––––
Basic and
diluted return/
(loss) per
Ordinary share
(pence)*
6 0.35 0.51 0.86 0.52 (0.11) 0.41 0.80 0.61 1.41

*excluding treasury shares

Comparative figures have been extracted from the unaudited Half-yearly Financial Report for the six months ended 31 December 2011 and the audited statutory accounts for the year ended 30 June 2012.

The accompanying notes on pages 19 to 26 form an integral part of this Half-yearly Financial Report.

The total column of this statement represents the Group's Statement of comprehensive income, prepared in accordance with International Financial Reporting Standards ('IFRS'). The supplementary revenue and capital reserve columns are prepared under guidance published by The Association of Investment Companies.

All revenue and capital items in the above statement derive from continuing operations and are wholly attributable to the parent company.

Summary consolidated statement of financial position

Notes Unaudited
31 December
2012
£'000
Audited
30 June
2012
£'000
Non-current assets
Investments 7 23,517
–––––––––
24,333
–––––––––
Current assets
Trade and other receivables less than one year 129 74
Current asset investments
Cash and cash equivalents

2,322
92
1,741
––––––––– –––––––––
2,451
–––––––––
1,907
–––––––––
Total assets 25,968 26,240
Current liabilities
Trade and other payables (207) (290)
Net assets –––––––––
25,761
–––––––––
25,950
Equity attributable to equity holders ––––––––– –––––––––
Ordinary share capital 8 8,875 8,844
Share premium 2,555 2,335
Capital redemption reserve 1,138 1,065
Unrealised capital reserve (3,891) (3,755)
Realised capital reserve 2,511 1,970
Other distributable reserve 14,573
–––––––––
15,491
–––––––––
Total equity shareholders' funds 25,761
–––––––––
25,950
–––––––––
Basic and diluted net asset value
per share (pence)*
32.24
–––––––––
32.60
–––––––––

*excluding treasury shares

Comparative figures have been extracted from the audited statutory accounts for the year ended 30 June 2012.

The accompanying notes on pages 19 to 26 form an integral part of this Half-yearly Financial Report.

These Financial Statements were agreed by the Board of Directors, and authorised for issue on 27 February 2013 and were signed on its behalf by

Patrick Crosthwaite

Chairman Company number 3495287

Summary Company statement of financial position

Notes Unaudited
31 December
2012
£'000
Audited
30 June
2012
£'000
Fixed assets
Fixed asset investments 7 23,517 24,333
Investment in subsidiary undertakings 16,083 15,560
–––––––––
39,600
–––––––––
–––––––––
39,893
–––––––––
Current assets
Trade and other debtors less than one year 129 74
Current asset investments 92
Cash at bank and in hand 2,266
–––––––––
1,684
–––––––––
2,395
–––––––––
1,850
–––––––––
Total assets 41,995 41,743
Creditors: amounts falling due within one year (16,234)
–––––––––
(15,793)
–––––––––
Net assets 25,761
–––––––––
25,950
–––––––––
Equity attributable to equityholders
Ordinary share capital 8 8,875 8,844
Share premium 2,555 2,335
Capital redemption reserve 1,138 1,065
Unrealised capital reserve (2,865) (3,252)
Realised capital reserve 2,302 1,761
Other distributable reserve 13,756
–––––––––
15,197
–––––––––
Total equity shareholders' funds 25,761
–––––––––
25,950
–––––––––
Basic and diluted net asset value
per share (pence)*
32.24
–––––––––
32.60
–––––––––

*excluding treasury shares

Comparative figures have been extracted from the statutory accounts for the year ended 30 June 2012.

The accompanying notes on pages 19 to 26 form an integral part of this Half-yearly Financial Report.

These Financial Statements were approved by the Board of Directors, and authorised for issue on 27 February 2013 and were signed on its behalf by

Patrick Crosthwaite

Chairman Company number 3495287

Summary consolidated statement of changes in equity

Ordinary
share
capital
£'000
Share
premium
£'000
Capital
redemption
reserve
£'000
Unrealised
capital
reserve*
£'000
Realised
capital
reserve*
£'000
Other
distributable
reserve*
£'000
Total
£'000
As at 1 July 2012 (audited) 8,844 2,335 1,065 (3,755) 1,970 15,491 25,950
Profit and total comprehensive
income
Transfer of previously unrealised
286 119 281 686
capital losses on sale of
investments
(422) 422
Dividends paid (993) (993)
Purchase of own shares for
treasury (including costs)
(206) (206)
Cancellation of treasury shares (73) 73
Issue of equity (net of costs) 104 220 324
As at 31 December 2012 –––––– –––––– –––––– –––––– –––––– –––––– ––––––
(unaudited) 8,875
––––––
2,555
––––––
1,138
––––––
(3,891)
––––––
2,511
––––––
14,573
––––––
25,761
––––––
As at 1 July 2011 (audited) 8,350 1,259 1,058 (4,712) 2,460 17,246 25,661
Profit and total comprehensive income (181) 94 398 311
Transfer of previously unrealised
capital losses on sale of investments
Dividends paid



10
(10)

(953)

(953)
Purchase of own shares for
treasury (including costs) (256) (256)
Issue of equity (net of costs) 15
––––––
30
––––––

––––––

––––––

––––––

––––––
45
––––––
As at 31 December 2011 (unaudited) 8,365
––––––
1,289
––––––
1,058
––––––
(4,883)
––––––
2,544
––––––
16,434
––––––
24,807
––––––
As at 1 July 2011 (audited) 8,350 1,259 1,058 (4,712) 2,460 17,246 25,661
Profit and total comprehensive income 615 (148) 616 1,083
Transfer of previously unrealised
capital losses on sale of investments 342 (342)
Dividends paid
Cancellation of treasury shares

(7)


7


(1,903)
(1,903)
Purchase of own shares for treasury
(including costs) (468) (468)
Issue of equity (net of costs) 501 1,076 1,577
As at 30 June 2012 (audited) ––––––
8,844
––––––
––––––
2,335
––––––
––––––
1,065
––––––
––––––
(3,755)
––––––
––––––
1,970
––––––
––––––
15,491
––––––
––––––
25,950
––––––

*Included within these reserves is an amount of £13,193,000 (December 2011: £14,095,000; June 2012: £13,706,000) which is distributable.

Summary Company reconciliation of movements in shareholders' funds

Ordinary
share
capital
£'000
Share
premium
£'000
Capital
redemption
reserve
£'000
Unrealised
capital
reserve*
£'000
Realised
capital
reserve*
£'000
Other
distributable
reserve*
£'000
Total
£'000
As at 1 July 2012 (audited)
Return for the period
8,844
2,335
1,065
(3,252)
286
1,761
119
15,197
(242)
25,950
163
Revaluation of investment in
subsidiaries
523 523
Transfer of previously unrealised
capital losses on sale of investments
(422) 422
Dividends paid
Purchase of own shares for treasury
(993) (993)
(including costs) (206) (206)
Cancellation of treasury shares
Issue of equity (net of costs)
(73)
104

220
73




324
As at 31 December 2012 –––––– –––––– –––––– –––––– –––––– –––––– ––––––
(unaudited) 8,875
––––––
2,555
––––––
1,138
––––––
(2,865)
––––––
2,302
––––––
13,756
––––––
25,761
––––––
As at 1 July 2011 (audited)
Return for the period
8,350
1,259
1,058
(3,325)
(183)
2,407
(62)
15,912
(663)
25,661
(908)
Revaluation of investment in
subsidiaries
1,217 1,217
Transfer of previously unrealised
capital losses on sale of investments
Dividends paid
Purchase of own shares for treasury



10
(10)

(953)

(953)
(including costs)
Issue of equity (net of costs)

15
––––––

30
––––––


––––––


––––––


––––––
(256)

––––––
(256)
45
––––––
As at 31 December 2011 (unaudited) 8,365
––––––
1,289
––––––
1,058
––––––
(2,281)
––––––
2,336
––––––
14,040
––––––
24,807
––––––
As at 1 July 2011 (audited)
Return for the year
8,350
1,259
1,058
(3,325)
615
2,407
(304)
15,912
1,656
25,661
1,967
Revaluation of investment in
subsidiaries
(884) (884)
Transfer of previously unrealised
capital losses on sale of investments
342 (342)
Dividends paid
Cancellation of treasury shares
Purchase of own shares for treasury
(including costs)
Issue of equity (net of costs)

(7)


7


(1,903)
(1,903)

501

1,076



(468)
(468)
1,577
As at 30 June 2012 (audited) ––––––
8,844
––––––
––––––
2,335
––––––
––––––
1,065
––––––
––––––
(3,252)
––––––
––––––
1,761
––––––
––––––
15,197
––––––
––––––
25,950
––––––

*Included within these reserves is an amount of £13,193,000 (December 2011: £14,095,000; June 2012: £13,706,000) which is distributable.

Summary consolidated statement of cash flows

Note Unaudited
six months ended
31 December
2012
£'000
Unaudited
six months ended
31 December
2011
£'000
Audited
year ended
30 June
2012
£'000
Operating activities
Investment income received 445 412 832
Deposit interest received 10 26 34
Recovery of VAT 357 357
Investment management fees paid
Other cash payments
(228)
(158)
(223)
(156)
(439)
(278)
–––––––– –––––––– ––––––––
Cash generated by operations 69 416 506
Taxation
Tax received
–––––––– –––––––– ––––––––
Net cash flows from operating activities 9 69
––––––––
416
––––––––
506
––––––––
Cash flows from investing activities
Purchase of non-current asset investments (307) (2,096) (3,258)
Disposal of non-current asset investments 1,641
92
354 699
Disposal of current asset investments ––––––––
––––––––

––––––––
Net cash flow from investing activities 1,426
––––––––
(1,742)
––––––––
(2,559)
––––––––
Cash flows from financing activities
Equity dividends paid (net of costs of
issuing shares under dividend reinvestment
scheme) (942) (907) (1,812)
Issue of share capital (net of issue costs) 273 1,485
Purchase of Ordinary shares for treasury (245)
––––––––
(256)
––––––––
(429)
––––––––
Net cash flows used in financing
activities (914) (1,163) (756)
Increase/(decrease) in cash and cash –––––––– –––––––– ––––––––
equivalents 581 (2,489) (2,809)
–––––––– –––––––– ––––––––
Cash and cash equivalents at the start
of the period
1,741
––––––––
4,550
––––––––
4,550
––––––––
Cash and cash equivalents at the
end of the period 2,322
––––––––
2,061
––––––––
1,741
––––––––

1. Accounting policies

The following policies refer to the Group and the Company except where noted. References to International Financial Reporting Standards ('IFRS') relate to the Group Financial Statements and UK GAAP relate to the Company Financial Statements.

Basis of accounting

The Half-yearly Financial Report has been prepared in accordance with International Financial Reporting Standards ('IFRS') adopted for use in the European Union (and therefore comply with Article 4 of the EU IAS regulation), in the case of the Group, and in accordance with UK GAAP in the case of the Company. This Half-yearly Financial Report has been prepared in accordance with IAS 34 'Interim Financial Reporting'.

Both the Group and the Company Financial Statements also apply the Statement of Recommended Practice: "Financial Statements of Investment Companies and Venture Capital Trusts" ('SORP') issued by the Association of Investment Companies ("AIC") in January 2009, in so far as this does not conflict with IFRS. The Financial Statements have been prepared in accordance with those parts of the Companies Act 2006 applicable to the companies reporting under IFRS and UK GAAP. The information in this document does not include all of the disclosures required by IFRS and SORP in full annual Financial Statements, and it should be read in conjunction with the consolidated Financial Statements of the Group for the year ended 30 June 2012. This Half-yearly financial information has been prepared applying the accounting policies and presentation that were applied in the preparation of the Group's published consolidated Financial Statements for the year ended 30 June 2012.

These Financial Statements are presented in Sterling to the nearest thousand. Accounting policies have been applied consistently in current and prior periods.

Basis of consolidation

The Group consolidated Financial Statements incorporate the Financial Statements of the Company for the period ended 31 December 2012 and the entities controlled by the Company (its subsidiaries), for the same period. Where necessary, adjustments are made to the Financial Statements of subsidiaries to bring the accounting policies into line with those used by the Group. All intra-group transactions, balances, income and expenses are eliminated on consolidation. As permitted by Section 408 of the Companies Act 2006, the Company has not presented its own profit and loss account. The amount of the Company's profit before tax for the period dealt with in the accounts of the Group is £165,000 (31 December 2011: loss £908,000; 30 June 2012: £1,967,000).

Segmental reporting

The Directors are of the opinion that the Group and the Company are engaged in a single operating segment of business, being investment in equity and debt. The Group and the Company report to the Board which acts as the chief operating decision maker. The Group invests in smaller companies principally based in the UK.

Business combinations

The acquisition of subsidiaries is accounted for using the purchase method in the Group Financial Statements. The cost of the acquisition is measured at the aggregate of the fair values, at the date of exchange, of assets given, liabilities incurred or assumed, and equity instruments issued by the Group in exchange for control of the subsidiaries, plus any costs directly attributable to the business combination. The subsidiary's identifiable assets, liabilities and contingent liabilities that meet the conditions for recognition under IFRS 3 "Business Combinations" are recognised at their fair value at the acquisition date.

Estimates

The preparation of the Group and Company's Halfyearly Financial Report requires estimates, assumptions and judgements to be made, which affect the reported results and balances. Actual outcomes may differ from these estimates, with a consequential impact on the results of future periods. Those estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are those used to determine the fair value of investments at fair value through profit or loss.

The valuation of investments held at fair value through the profit or loss or measured in assessing any impairment of loan stocks is determined by using valuation techniques. The Group and the Company use judgements to select a variety of methods and makes assumptions that are mainly based on market conditions at each balance sheet date.

1. Accounting policies (continued) Investment in subsidiaries

Investments in subsidiaries are revalued at the balance sheet date based on the underlying net assets of the subsidiary undertakings. Revaluation movements are recognised in the unrealised reserve.

Non-current asset investments

Quoted and unquoted equity investments, debt issued at a discount and convertible bonds

In accordance with IAS 39 'Financial Instruments: Recognition and Measurement', and FRS 26 'Financial Instruments: Recognition and Measurement', quoted and unquoted equity, debt issued at a discount and convertible bonds are designated as fair value through profit or loss ('FVTPL'). Investments listed on recognised exchanges are valued at the closing bid prices at the end of the accounting period. Unquoted investments' fair value is determined by the Directors in accordance with the International Private Equity and Venture Capital Valuation Guidelines (IPEVCV guidelines).

Fair value movements on equity investments and gains and losses arising on the disposal of investments are reflected in the capital column of the Statement of comprehensive income in accordance with the AIC SORP. Realised gains or losses on the sale of investments will be reflected in the realised capital reserve, and unrealised gains or losses arising from the revaluation of investments will be reflected in the unrealised capital reserve.

Warrants and unquoted equity derived instruments Warrants and unquoted equity derived instruments are only valued if there is additional value to the Company in exercising or converting as at the balance sheet date. Otherwise these instruments are held at nil value. The valuation techniques used are those used for the underlying equity investment.

Unquoted loan stock

Unquoted loan stock (excluding debt issued at a discount and convertible bonds) is classified as loans and receivables as permitted by IAS 39 and FRS 26 and measured at amortised cost using the effective interest rate method less impairment. Movements in the amortised cost relating to interest income are reflected in the revenue column of the Statement of comprehensive income, and hence are reflected in the revenue reserve, and movements in respect of capital provisions are reflected in the capital column of the Statement of comprehensive income and are reflected in the realised capital reserve following sale, or in the unrealised capital reserve for impairments arising from revaluations of the fair value of the security.

For all unquoted loan stock, fully performing, past due or impaired, the Board considers that the fair value is equal to or greater than the security value of these assets. For unquoted loan stock, the amount of the impairment is the difference between the asset's cost and the present value of estimated future cash flows, discounted at the effective interest rate. The future cash flows are estimated based on the fair value of the security held less estimated selling costs.

Investments are recognised as financial assets on legal completion of the investment contract and are derecognised on legal completion of the sale of an investment.

Dividend income is not recognised as part of the fair value movement of an investment, but is recognised separately as investment income through the revenue reserve when a share becomes ex-dividend.

Loan stock accrued interest is recognised in the Balance sheet as part of the carrying value of the loans and receivables at the end of each reporting period.

In accordance with the exemptions under IAS 28 "Investments in associates" and FRS 9 "Associates and joint ventures", those undertakings in which the Group or Company holds more than 20 per cent. of the equity as part of an investment portfolio are not accounted for using the equity method.

Current asset investments

Contractual future contingent receipts on the disposal of fixed asset investments are designated at fair value through profit and loss and are subsequently measured at fair value.

Investment income

Quoted and unquoted equity income Dividend income is included in revenue when the investment is quoted ex-dividend.

Unquoted loan stock income

Fixed returns on non-equity shares and debt securities are recognised on a time apportionment basis using an effective interest rate over the life of the financial instrument. Income which is not capable of being received within a reasonable period of time is reflected in the capital value of the investment.

1. Accounting policies (continued)

Bank interest income

Interest income is recognised on an accruals basis using the rate of interest agreed with the bank.

Investment management fees, performance incentive fees and other expenses

All expenses have been accounted for on an accruals basis. Expenses are charged through the revenue column of the Statement of comprehensive income, except for management fees and performance incentive fees which are allocated in part to the capital column of the Statement of comprehensive income, to the extent that these relate to the maintenance or enhancement in the value of the investments and in line with the Board's expectation that over the long term 75 per cent. of the Group's investment returns will be in the form of capital gains.

Issue costs

Issue costs associated with the allotment of share capital have been deducted from the share premium account.

Taxation

Taxation is applied on a current basis in accordance with IAS 12 "Income taxes" and FRS 16 "Current tax". Taxation associated with capital expenses is applied in accordance with the SORP. Deferred taxation is provided in full on temporary differences and timing differences that result in an obligation at the balance sheet date to pay more tax or a right to pay less tax, at a future date, at rates expected to apply when they crystallise based on current tax rates and law. Timing differences arise from the inclusion of items of income and expenditure in taxation computations in periods different from those in which they are included in the Financial Statements. Temporary differences arise from differences between the carrying amounts of assets and liabilities for financial reporting and the amounts used for taxation purposes. Deferred tax assets are recognised to the extent that it is probable that future taxable profit will be available against which unused tax losses and credits can be utilised. Deferred tax assets and liabilities are not discounted.

Dividends

In accordance with IAS 10 and FRS 21 "Events after the balance sheet date", dividends are accounted for in the period in which the dividend has been paid or approved by shareholders.

Reserves

Share premium reserve

This reserve accounts for the difference between the prices paid for the Company's shares and the nominal value of the shares, less issue costs and transfers to the other distributable reserve.

Capital redemption reserve

This reserve accounts for amounts by which the issued share capital is diminished through the repurchase and cancellation of the Company's own shares.

Unrealised capital reserve

Increases and decreases in the valuation of investments held at the year end, against cost are included in this reserve.

Other distributable reserve

The special reserve, treasury share reserve and the revenue reserve have been presented as a single reserve named other distributable reserve.

Realised capital reserve

The following are disclosed in this reserve:

  • gains and losses compared to cost on the realisation of investments;
  • expenses, together with the related taxation effect, charged in accordance with the above policies; and
  • dividends paid to equity holders.

2. Profits/(losses) on investments

Unaudited
six months
ended
31 December
2012
£'000
Unaudited
six months
ended
31 December
2011
£'000
Audited
year ended
30 June
2012
£'000
Unrealised gains/(losses) on non-current asset
investments held at fair value through profit and loss
account
176 (192) 948
Unrealised reversals/(increases) of impairments on
investments held at amortised cost
110
––––––––
(85)
––––––––
(333)
––––––––
Unrealised gains/(losses) on fixed asset investments 286 (277) 615
Unrealised gains on current asset investments held at
fair value through profit or loss account
-
––––––––
96
––––––––
-
––––––––
Unrealised gains/(losses) sub-total 286 (181) 615
Realised gains/(losses) on investments held at fair value
through profit and loss account
Realised gains on investments held at amortised cost
––––––––
290
-
––––––––
290
––––––––
––––––––
13
13
––––––––
26
––––––––
––––––––
(174)
123
––––––––
(51)
––––––––
Realised (losses) on current asset investments held at
fair value through profit and loss account
- (26) (26)
Realised gains/(losses) sub-total ––––––––
290
––––––––
-
––––––––
(77)
––––––––
576
––––––––
––––––––
(181)
––––––––
––––––––
538
––––––––

Investments measured on an amortised cost basis are unquoted loan stock investments.

3. Investment income and deposit interest

Unaudited
six months
ended
31 December
2012
£'000
Unaudited
six months
ended
31 December
2011
£'000
Audited
year ended
30 June
2012
£'000
Income recognised on investments held at fair
value through profit and loss
Interest on convertible bonds and debt issued at a
discount
Income recognised on investments
53 13 60
measured at amortised cost
Return on loan stock investments
Bank deposit interest
403
13
––––––––
416
––––––––
469
––––––––
439
24
––––––––
463
––––––––
476
––––––––
804
31
––––––––
835
––––––––
895
––––––––

4. Investment management fees

Unaudited Unaudited Audited
six months ended six months ended year ended
31 December 2012 31 December 2011 30 June 2012
Revenue Capital Total Revenue Capital Total Revenue Capital Total
£'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
Investment
management fee 57
–––––
171
–––––
228
–––––
55
–––––
167
–––––
222
–––––
110
–––––
332
–––––
442
–––––

Further details of the management agreement under which the investment management fee is paid are given on page 21 of the Directors' report in the Annual Report and Financial Statements for the year ended 30 June 2012.

The Manager, Albion Ventures LLP, is party to a management agreement from the Company. During the period, services of a total value of £253,000 (six months ended 31 December 2011: £247,000; year ended 30 June 2012: £492,000) were purchased by the Company from Albion Ventures LLP; this includes £228,000 management fee and £25,000 administration fee. At the financial period end, the amount due to Albion Ventures LLP disclosed as payables was £127,000 (administration fee accrual £13,000, management fee accrual £114,000) (31 December 2011: £123,000; 30 June 2012: £135,000).

Albion Ventures LLP, the Manager, holds 1,256 Ordinary shares as a result of the fractional entitlement arising on the merger of Crown Place VCT PLC, CP1 VCT PLC and CP2 VCT PLC on 13 January 2006.

During the period the Company raised new funds through the Albion VCTs Top Up Offers as detailed in note 8. The total cost of the issue of these shares was 5.5 per cent. of the sums described. Of these costs, an amount of £663 was paid to the Manager, Albion Ventures LLP in respect of receiving agent services. There were no sums outstanding in respect of receiving agent services at the period end.

5. Dividends

Unaudited
six months
ended
31 December
2012
£'000
Unaudited
six months
ended
31 December
2011
£'000
Audited
year ended
30 June
2012
£'000
First dividend paid on 30 November 2011
(1.25 pence per share)
Second dividend paid on 31 March 2012
953 953
(1.25 pence per share)
Unclaimed dividends
First dividend paid on 30 November 2012


957
(7)
(1.25 pence per share) 993
––––––––
993
––––––––

––––––––
953
––––––––

––––––––
1,903
––––––––

In addition, the Board has declared a second dividend of 1.25 pence per share. This will be paid on 28 March 2013 to shareholders on the register as at 8 March 2013. This is expected to amount to approximately £999,000.

6. Basic and diluted return/(loss) per share

Unaudited
six months ended
31 December 2012
Unaudited
six months ended
31 December 2011
Audited
year ended
30 June 2012
Revenue Capital Total Revenue Capital Total Revenue Capital Total
Return/(loss) attributable
to equity shares (£'000)
Weighted average
shares in issue
(excluding treasury
281 405 686 398 (87) 311 616 467 1,083
shares) 79,534,59376,050,53677,081,979
Return/(loss) attributable
per Ordinary share
(pence) (basic and diluted) 0.35 0.51 0.86 0.52 (0.11) 0.41 0.80 0.61 1.41

The return per share has been calculated excluding treasury shares of 8,833,910 (31 December 2011: 8,151,410; 30 June 2012: 8,835,910).

There are no convertible instruments, derivatives or contingent share agreements in issue, and therefore no dilution affecting the return per share. The basic return per share is therefore the same as the diluted return per share.

7. Non-current asset investments

Unaudited Audited
31 December 30 June
2012 2012
£'000 £'000
Investments held at fair value through profit or loss 9,100 11,555
Investments measured at amortised cost 14,417 12,778
––––––––
23,517
––––––––
––––––––
24,333
––––––––

8. Ordinary share capital

Unaudited Audited
31 December 30 June
2012 2012
£'000 £'000
Allotted, called up and fully paid
88,747,372 Ordinary shares of 10p each (30 June 2012: 88,435,076) 8,875 8,844
–––––––– ––––––––

Voting rights

79,913,462 Ordinary shares of 10p each (30 June 2012: 79,599,166).

The Company purchased 728,000 shares for treasury at a cost of £206,000 (year ended 30 June 2012: 1,646,500 shares at a cost of £468,000) during the period. The total number of shares held in treasury as at 31 December 2012 was 8,833,910 (30 June 2012: 8,835,910).

During the period, the Company cancelled 730,000 shares from treasury at a cost of £267,000 (year ended 30 June 2012: 71,000 shares at a cost of £27,000).

Under the terms of the Dividend Reinvestment Scheme, the following Ordinary shares of nominal value 10 pence were allotted during the period:

Aggregate
nominal value
Issue price
per share
Net
consideration
Opening market
price per share
Allotment date Number of
shares allotted
of shares
£'000
(pence
per share)
received
£'000
on allotment
(pence per share)
30 November 2012 187,936 19 31.87 51 29.00

Albion VCTs Top Up Offers 2012/2013

On 19 October 2012 the Company announced the launch of the Albion VCTs Top Up Offers 2012/2013. An Investor Guide and Offer document has been sent to shareholders.

The following Ordinary shares of nominal value 10 pence per share were allotted under the Offers during the period:

Allotment date Number of
shares allotted
Aggregate
nominal value
of shares
£'000
Issue price
per share
(pence
per share)
Net
consideration
received
£'000
Opening market
price per share
on allotment
(pence per share)
19 December 2012 854,360 85 33.8 273 30.00

9. Reconciliation of revenue return on ordinary activities before taxation to net cash flow from operating activities

Unaudited
six months ended
31 December
2012
£'000
Unaudited
six months ended
31 December
2011
£'000
Audited
year ended
30 June
2012
£'000
Revenue return before tax
Capitalised (expenses)/receipts
Recovery of VAT charged to capital
(Increase) in accrued amortised loan stock
281
(171)
-
398
94
-
616
(332)
261
interest
Decrease in receivables
(Decrease) in payables
Net cash flow from operating activities
(11)
9
(39)
––––––––
69
––––––––
(40)
14
(50)
––––––––
416
––––––––
(33)
3
(9)
––––––––
506
––––––––

10. Contingencies and guarantees

There are no external contingencies for or guarantees by the Group or Company as at 31 December 2012 (30 June 2012: nil).

As at 31 December 2012 Crown Place VCT PLC had the following financial commitments:

  • Dysis Medical Limited, £16,000; and
  • Proveca Limited, £223,000.

Under the terms of the Transfer Agreement dated 16 January 2006, Crown Place VCT PLC has indemnified its subsidiaries, CP1 VCT PLC and CP2 VCT PLC in respect of all costs, claims and liabilities in exchange for the transfer of assets.

11. Post Balance Sheet Events

There have been no material events since 31 December 2012.

12. Other information

The information set out in the Half-yearly Financial Report does not constitute the Group's statutory accounts within the terms of section 434 of the Companies Act 2006 for the periods ended 31 December 2012 and 31 December 2011 and is unaudited. The financial information for the year ended 30 June 2012 does not constitute statutory accounts within the terms of section 434 of the Companies Act 2006 and is derived from the statutory accounts for the financial year, which have been delivered to the Registrar of Companies. The auditor's report on those accounts was not qualified and did not contain statements under s498 (2) or (3) of the Companies Act 2006.

13. Publication

This Half-yearly Financial Report is being sent to shareholders and copies will be made available to the public at the registered office of the Company, Companies House, the National Storage Mechanism and also electronically at www.albion-ventures.co.uk/ourfunds/crown_place.html.

Crown Place VCT PLC