Annual Financial Report

Unicorn AIM VCT plc (the "Company" or the "VCT") Annual Results Announcement for the year ended 30 September 2013 INVESTMENT OBJECTIVE The Company's objective is to provide Shareholders with an attractive return from a diversified portfolio of investments, predominantly in the shares of AIM quoted companies, by maximising the stream of dividend distributions to Shareholders from the income and capital gains generated by the portfolio. It is also the objective that the Company should continue to qualify as a Venture Capital Trust, so that Shareholders benefit from the taxation advantages that this brings. To achieve this at least 70% of the Company's total assets are to be invested in qualifying investments of which 30% by value must be in ordinary shares carrying no preferential rights to dividends or return of capital and no rights to redemption. FINANCIAL HIGHLIGHTS (for the year ended 30 September 2013) - Net asset value total return for the year ended 30 September 2013 was 31.8% - Dividend of 6p proposed, an increase of 20% over last year - Offer for subscription to raise £20 million launched Ordinary Shares Total Net asset Cumulative* Net asset Share price assets value per dividends value plus (p) (£ million) share (NAV) paid per cumulative (p) share (p)** dividends paid per share (p)** 30th September 2013 73.7 129.8 14.0 143.8 111.0 31st March 2013 61.9 108.5 14.0 122.5 89.3 30th September 2012 59.0 102.3 9.0 111.3 86.0 31st March 2012 56.6 97.4 9.0 106.4 70.0 * The Board has recommended a dividend of 6.0p per share for the year ended 30 September 2013. If approved by shareholders, this payment will bring total dividends paid since the merger of the Company with Unicorn AIM VCT II plc on 9 March 2010 to 20p. **Since the merger of the Company with Unicorn AIM VCT II plc on 9 March 2010. CHAIRMAN'S STATEMENT I am pleased to present the twelfth Annual Report of the Company for the financial year ended 30 September 2013. Investment Performance Review The Company has made significant progress over the past twelve months, resulting in a NAV total return for the year of 31.8%. The performance of the investment portfolio has been robust, reflecting increasing share prices from a substantial proportion of the investee companies. In the final quarter of the period under review, there has also been a marked improvement in the performance of the FTSE AIM All-Share Index. The improvement in index performance appears to have been triggered by helpful legislative changes specific to AIM listed companies, combined with a gradual improvement in investor sentiment as the UK economy began to grow again. Having endured a prolonged period of recession, during which it has been particularly difficult for smaller companies to achieve growth, it is pleasing to see statistical evidence that the UK economy is now recovering. The IMF now expects the UK economy to grow next year by 1.9%, up from July's projection of 1.5%. The IMF's upgrade to its outlook on the UK is larger than those made for any other country in World Economic Outlook - its twice-yearly assessment of the global economy. Higher consumer spending and increased business confidence were cited as being the key reasons behind the recent improvement. The majority of the portfolio's investee companies have continued to demonstrate commendable resilience. In the low growth environment of the past five years, the businesses that have prospered have been those where management teams focused primarily on maintaining balance sheet strength through tight cost control and strict management of working capital requirements. The Company holds a portfolio of investments that follow this policy. As economic conditions improve it is to be hoped that the portfolio of investee companies can start to accelerate revenue growth, which should in turn have a more than proportionately beneficial impact on earnings and cash flow given the operational leverage inherent in lean and efficiently managed businesses. Portfolio Activity The past twelve months have seen an improvement in the number of successful Initial Public Offerings on AIM. Despite this increase in deal flow, the Investment Manager has maintained a highly selective approach to new investment. As in previous years, the Company has remained comfortably above the threshold required to retain VCT qualifying status and this has allowed the Investment Manager to maintain a disciplined and cautious approach to making new investments. During the year under review, one new VCT qualifying investment was made and there were two follow-on subscriptions in existing portfolio companies in which a stake was already held. Existing positions were increased in four non-qualifying investee companies during the year through secondary market purchases. Merger and acquisition activity resulted in three qualifying investments being sold. In addition, fourteen non-qualifying investments were sold outright, while partial disposals were made in a number of both qualifying and non-qualifying investments. A detailed report on the performance of both the qualifying and the non-qualifying investments is contained in the Investment Manager's Review below. I refer you to the Board's first Strategic Report which has been introduced by the Companies Act 2006 (Strategic Report and Directors' Report) Regulations 2013. This new Report contains some of the information that I had historically commented on and is designed to assist shareholders in assessing the extent to which the Directors have performed their legal duty to promote the success of the Company in accordance with section 172 of the Companies Act 2006. Outlook If the rate of economic recovery in the UK continues to rise, it is anticipated that business and consumer confidence will also continue to improve. The fact that the investment portfolio has successfully weathered the extremely tough trading conditions experienced since the start of the financial crisis in 2008 is reassuring. As economic conditions now appear to be on an improving trend, it is reasonable to expect healthy revenue and earnings growth from the investee companies held within the portfolio. This should translate into a further improvement in the Net Asset Value of the Company, and in turn be accompanied by a positive movement in the share price. I am therefore optimistic that the portfolio can deliver further capital growth, while continuing to have the capacity to maintain an attractive and sustainable flow of tax-free dividends to shareholders. I would like to thank shareholders for their continued support of the Company and welcome you to attend the Company's AGM on 10 January 2014. Peter Dicks Chairman 2 December 2013 STRATEGIC REPORT The purpose of this Strategic Report is to inform shareholders on several key matters and assist them in assessing the extent to which the directors have performed their legal duty to promote the success of the Company in accordance with section 172 of the Companies Act 2006. This Report summarises: - the Company's business model and objective; - the Board's strategy to achieve those objectives; - performance during the year - key performance indicators; - key events during the year; - the principal risks and uncertainties faced by the Company; - the regulatory environment within which it operates; and - the Company's prospects. The Investment Manager's Review below also includes a balanced and comprehensive analysis of the development of the business during the financial year and the position on the Company's business at the end of the year. The Company's independent auditor is required to report by exception on whether the information given in the Strategic Report is consistent with the financial statements. The Auditor's Report is set out in the Annual Report. The Company and its business model The Company is registered in England and Wales as a Public Limited Company (registration number 04266437) and is approved as a Venture Capital Trust (VCT) under section 274 of the Income Tax Act 2007 (the "ITA"). In common with many other VCTs, the Company revoked its status as an investment company as defined in section 266 of the Companies Act 1985 on 17 August 2004 to facilitate the ability to pay dividends from capital. The Company is an externally managed fund with a Board comprising non-executive Directors. Investment management and operational support are outsourced to external service providers, with the strategic and operational framework and key policies set and monitored by the Board as described in the diagram on page 4 of the Annual Report. Further information on each of the service providers is outlined in the Corporate Governance Statement on page 34 of the Annual Report. The Board has overall responsibility for the Company's affairs including the determination of its investment policy. Risk is spread by investing in a number of different businesses across different industry sectors. The Investment Manager is responsible for managing sector and stock specific risk and the Board does not impose formal limits in respect of such exposures. However, in order to maintain compliance with HMRC rules and to ensure that an appropriate spread of investment risk is achieved, the Board receives and reviews comprehensive reports from the Investment Manager and the Administrator on a monthly basis. When the Investment Manager proposes to make any investment in an unquoted company, the prior approval of the Board is required. Mobeus Equity Partners LLP provides Company Secretarial and Accountancy services to the VCT. The Board's Strategy Investment objective and policy The Company's objective is to provide shareholders with an attractive return from a diversified portfolio of investments, predominantly in the shares of AIM quoted companies, by maximising the stream of dividend distributions to shareholders from the income and capital gains generated by the portfolio. To achieve this objective, the Company's strategy is to invest in companies which meet the criteria referred to in the investment policy, which requires the Investment Manager to identify and invest in a diversified portfolio, predominantly of VCT qualifying companies quoted on AIM. Further details can be found below. Performance during the year As at 30 September 2013, the audited Net Asset Value of the Company was 129.8 pence per share, having risen by 27.5p from 102.3 pence per share at the start of the financial year under review. After adding dividends of 5 pence per share paid in the year, this is a total return to shareholders of 32.5p per share for the year or 31.8% upon opening Net Asset Value for the year. In comparison, the total return from the FTSE AIM All-Share Index over the same period was 13.3%. The audited net assets of the Company were £73.7 million at the financial year end. At the financial year end, there were 39 active quoted VCT qualifying companies held in the portfolio. Of these, over 60% have no net debt on their balance sheets, while a further 30% are operating with net gearing of less than 25%. Encouragingly, 80% of these companies were cash flow positive in their last reported financial year, while profit growth is anticipated from 62% of them in their current financial year. Another key indicator of the financial and operating health of a business can be found in its ability to pay dividends. It is therefore particularly encouraging to note that 62% of these companies held in the portfolio have paid a dividend within the past twelve months. In the year to 30 September 2013, a total of £9.6 million was realised through the sale of investments, of which £4.0 million was deployed in new investments and approximately £2.9 million spent on the dividend to shareholders, with the balance used to fund share buybacks and to meet the operating costs of the Company. Over the 12 months to 30 September 2013 there was a net gain on investments of £18.4 million and the total profit on ordinary activities was £18.0 million, equivalent to earnings of 31.48 pence per share. The profit on the revenue account was £440,000. At the financial year end, the portfolio consisted of 39 qualifying and 14 non-qualifying quoted investments in active businesses. The longer term performance of the Company remains robust. Since the merger with Unicorn AIM VCT II plc, which was successfully completed in March 2010, the total return to shareholders has been 56.7%, including the payment of 14 pence per share in tax free dividends. Key Performance Indicators The Board uses the following key indicators to measure the Investment Manager's performance, thereby allowing shareholders to assess how the Company is performing against its objective: - Net asset value ("NAV") per share, cumulative dividends paid & cumulative total shareholder return - Earnings per share - Running costs Further details can be found on pages 5 and 6 of the Annual Report. Key Events during the Year Enhanced Buyback & Top-Up Offer In January 2013, the Board announced the launch of an Enhanced Buyback Facility together with a separate Top-Up Offer for subscription. The enhanced buyback was well supported. Participating shareholders in the Enhanced Buyback were able to tender their existing shares for repurchase by the Company with the net proceeds from the buyback being immediately re-invested in new shares. Earlier in the year, HMRC announced a review of such schemes and it seems likely that, following a period of consultation, restrictions on enhanced buybacks will be introduced. Accordingly, the Board is not planning any further Enhanced Buybacks until the outcome of the HMRC review is known. A total of £1.4 million in new capital was raised via subscriptions under the Top-Up Offer. Offer for Subscription The Board recently launched a new £20m Offer for Subscription. The Investment Manager is seeing attractive investment opportunities in companies seeking finance in a broad spectrum of sectors offering good growth and income prospects. In order to take advantage of these opportunities the Board is therefore seeking to raise further funds through the Offer. The Offer opened on 20 September 2013 and will close at 12.00 noon on 30 June 2014 (unless fully subscribed by an earlier date or otherwise extended or closed at the Directors' discretion). Shareholders who wish to apply under the Offer for the 2013/2014 tax year should note that the deadline for such applications is 12.00 noon on 4 April 2014. A prospectus relating to this Offer has been issued and subsequently mailed to all existing shareholders. Key Policies The Board sets the Company's policies and objectives and ensures that its obligations to the shareholders are met. Besides the Investment policy already referred to, the other key policies set by the Board are outlined below. - Dividend policy The Board remains committed to a policy of maintaining a steady flow of dividend distributions to shareholders from the income and capital gains generated by the portfolio. Dividend payments paid to shareholders during the period amounted to £2.9 million, being 5 pence per share. Since the original launch of Unicorn AIM VCT in 2001, qualifying shareholders have, in aggregate, received approximately £30 million in tax free dividend distributions. The Board has considered the payment of a final dividend for the financial year ended 30 September 2013 and, to reflect the Company's robust performance during the year, is recommending a final dividend of 6 pence per share (income: 0.75p; capital: 5.25p) to shareholders, payable on 31 January 2014 to shareholders on the register on 27 December 2013. The ability to pay dividends and the amount of such dividends are influenced by the performance of the Company's investments, available reserves and cash, as well as the need to retain funds for further investment and ongoing expenses. - Share buybacks and discount policy The Board believes that it is in the best interests of the Company and its shareholders to make market purchases of its shares, given the limited secondary market for VCT shares generally, and to seek both to enhance NAV and to reduce to a degree any prevailing discount to NAV in the current market price that might otherwise prevail. The Board agrees the discount to NAV at which shares will be bought back and keeps this under regular review. The Board seeks to maintain a balance between the interests of those wishing to sell their shares and continuing shareholders. The Company has continued to buy back shares for cancellation at various points throughout the financial year. A total of 1,917,671 shares were purchased for cancellation during the course of the year at an average price of 92 pence per share and at an average discount to net assets of 17%. At the financial year end, the Company's shares were trading at a price of 111 pence representing a discount to net asset value per share of 14.5%. The Board intends to continue with the above buyback policy. Any such future repurchases will be made in accordance with guidelines established by the Board from time to time and will be subject to the Company having the appropriate authorities from shareholders and sufficient funds available for this purpose. Share buybacks will also be subject to the Listing Rules and any applicable law at the relevant time. Shares bought back in the market are normally cancelled. Principal risks and uncertainties The Directors also review the principal risks faced by the Company as part of the internal controls process, as outlined below. Risk Possible consequence How the Board guards against risk Investment and Unsuitable investment Regular review of strategic risk strategy or stock selection investment strategy by could lead to poor returns the Board. to shareholders. Careful consideration of the performance of the investment portfolio on a regular basis. Regulatory and tax The Company is required to Regulatory and risk comply with the Companies legislative Act 2006, ITA, UKLA Rules developments are kept and UK Accounting under review by the Standards. Breaching these Board. rules may result in a public censure, suspension The Company's VCT from the Official List qualifying status is and/or financial penalties. continually reviewed There is a risk that the by the Investment Company may lose its VCT Manager. status under the ITA. Should this occur, shareholders may lose any PricewaterhouseCoopers upfront income tax relief LLP has been retained they received and be taxed by the Board to on any future dividends undertake an paid and capital gains independent VCT status received if they dispose of monitoring role. their shares. Operational risk The Company has no Internal control employees and is therefore reports are provided reliant on third party by service providers service providers. Failure on a regular basis. of the systems at third party service providers The Board considers could lead to inaccurate the performance of the reporting or monitoring. service providers Inadequate controls could annually. lead to the misappropriation of assets. Fraud and Fraud may occur involving Internal control dishonesty risks company assets perpetrated reports are provided by a third party, the by service providers Investment Manager or other on a regular basis. service provider. Financial The main risks arising from The Board regularly Instrument risks the Company's financial reviews and agrees instruments are due to policies for managing fluctuations in their these risks. market prices, interest rates, credit risk and liquidity risk. Economic risk Events such as recession, Investment in a inflation or deflation and diversified portfolio movements in interest rates of companies, whilst could affect trading maintaining adequate conditions for smaller liquidity. companies and consequently the value of the Company's investments. The Regulatory Environment The Board and Investment Manager are required to consider the regulatory environment when setting the Company's strategy and making investment decisions. A summary of the key considerations are outlined below. - Human rights The Board seeks to conduct the Company's affairs responsibly and expects the Investment Manager to consider the human rights implications of its decisions, as far as possible, particularly with regard to investment decisions. - Diversity The Directors are aware of the need to have a Board which, as a whole, comprises an appropriate balance of skills, experience and diversity. The Board currently comprises four male non-executive directors and the Board has confirmed that it is content with its current composition. The Board will, however, consider gender diversity in making future appointments. - Anti-bribery policy The Company has adopted a zero tolerance approach to bribery and will not tolerate bribery under any circumstances in any transaction in which it is involved. The Company values its reputation for ethical behaviour and for financial probity and reliability and the Directors are committed to working to the highest ethical standards. The Company expects and requires each of its service providers to work to the same standard and has obtained confirmation from them that this is the case. - Environmental and social responsibility The Board seeks to conduct the Company's affairs responsibly and expects the Investment Manager to consider relevant social and environmental matters when appropriate, particularly with regard to investment decisions. The Company has offered electronic communications where possible, to reduce the volume of paper it uses in sending communications to shareholders. In addition, Board and Committee meetings are held by conference call where it is possible and appropriate to do so. The Company's Annual and Half-Yearly reports are printed on paper sourced from forests certified by the Forestry Stewardship Council that meet its environmental, social and economic standards. Prospects The Company will continue to pursue its investment objective in line with its investment policy, which has allowed the payment of regular dividends to shareholders. The portfolio is composed of a diverse range of businesses operating across a number of different sectors. In many cases the investee companies sell specialised products or services into niche and growing markets. The majority of these companies are sustainably profitable, soundly financed and well managed and should be well placed to prosper as economic conditions improve. The Board remains optimistic that the recent improvement in market sentiment will continue. By order of the Board Peter Dicks Chairman 2 December 2013 INVESTMENT POLICY In order to achieve the Company's Investment Objective, the Board has agreed an Investment Policy which requires the Investment Manager to identify and invest in a diversified portfolio, predominantly of VCT qualifying companies quoted on AIM that display a majority of the following characteristics: - experienced and well-motivated management; - products and services supplying growing markets; - sound operational and financial controls; and - good cash generation to finance ongoing development allied with a progressive dividend policy. Asset allocation and risk diversification policies, including maximum exposures, are to an extent governed by prevailing VCT legislation. Specific conditions for HMRC approval of VCTs include the requirement that no single holding may represent more than 15% (by value) of the Company's total investments and cash, at the date of investment. VCT regulation The investment policy is designed to ensure that the Company continues to qualify and is approved as a VCT by HM Revenue & Customs ("HMRC"). Amongst other conditions, the Company may not invest more than 15% at the time of its investments in a single company and throughout the period must have at least 70% by value of its investments in shares or securities in VCT qualifying holdings, of which a minimum overall of 30% by value (70% for funds raised after 6 April 2011) must be in ordinary shares which carry no preferential rights (save as may be permitted under VCT rules). In addition, the Company must have at least 10% by value of its investment in each VCT qualifying company in ordinary shares which carry no preferential rights (save as may be permitted under VCT rules). The £1 million limit on the amount of investment a VCT may make into a particular company within a tax year has been abolished, except where that company trades in partnership or has a joint venture. A new rule requires that an investee company should not receive more than £5 million from State Aid sources, including VCTs, within any twelve month rolling period ending on the date of the VCT's investment. Asset mix Where capital is available for investment while awaiting suitable VCT qualifying opportunities, or in excess of the 70% VCT qualification threshold, it may be invested in collective investment funds or in non-qualifying shares and securities in smaller listed UK companies. Cash and liquid resources are held in low risk bank accounts and money-market funds. Borrowing To date the Company has operated without recourse to borrowing. The Board may however consider the possibility of introducing modest levels of gearing up to a maximum of 10% of the adjusted capital and reserves, should circumstances suggest that such action is in the interests of shareholders. INVESTMENT MANAGER'S REVIEW Performance The audited net assets of the Company as at 30 September 2013 totalled £73.7 million, equivalent to 129.8 pence per share. This compares with an audited net asset value per share of 102.3 pence as at 30 September 2012. After adding back the dividend paid of 5 pence per share in the period, the total return of 32.5 pence for the year amounted to 31.8% upon the opening net asset value of 102.3 pence. Alternative Investment Market (AIM) review In the 12 month period ended 30 September 2013, the FTSE AIM All-Share Index delivered a total return of 13.3%, compared to a total return of 31.8% delivered by the Company. The total return of 18.9% from the FTSE All-Share Index over the same period was also better than that produced by the FTSE AIM All- Share Index. Having traded within a 10% range for much of the year under review, the AIM Index rallied strongly over the summer period. In the 3 months to 30 September 2013, the Index rose by over 100 points, equivalent to a total return, over this traditionally quiet time for equities, of 15%. The catalyst for a resurgence of interest in AIM quoted companies was undoubtedly linked to a change in legislation, whereby the Government removed the restriction preventing private investors from holding AIM listed companies in their ISAs. This widely anticipated relaxation of the AIM holding rules was a welcome change, which led to a significant increase in trading volumes on the AIM indices from early August onwards as private investors began to include AIM investments in their ISAs. Although the significant initial spike in trading volumes is likely to be a temporary phenomenon, the recent increased awareness and interest in AIM quoted companies should prove beneficial over the longer term. Negative investor sentiment toward AIM stocks developed significantly in the wake of the financial crisis - the FTSE AIM All-Share Index lost more than two thirds of its value during 2008 and, nearly five years on, the Index remains considerably below its pre-crash peak. It is understandable therefore that many investors view AIM stocks as being inherently high risk. While it is true that the share price performance of individual AIM stocks can be extremely volatile, it is by no means the case that a portfolio of carefully chosen AIM investments is necessarily going to be any more risky or volatile than that of a FTSE 100 equity portfolio. To illustrate this, the annualised share price volatility of Unicorn AIM VCT in the three year period to 30 September 2013 was 13.8%, while the volatility of the FTSE 100 Index over the same period was 15.2% (Source: Financial Express). AIM remains a vibrant and evolving market. Following a long and protracted period of underperformance there are now clear signs of renewed investor interest at the smaller end of the UK equity market. It is particularly pleasing to note that companies are once again choosing to list on AIM. The number of companies successfully listing on AIM has risen significantly over the past twelve months. The fact that many of these companies have subsequently performed strongly, and seen their share prices rise as a result, should continue to help rebuild investor confidence in AIM. Performance Review The financial year ended 30 September 2013, was one of consistent and solid progress for Unicorn's AIM focused VCT. The reported Net Asset Value (NAV) of the Company rose in eleven out of the twelve months under review (after taking into account the dividend paid to shareholders in February 2013). Encouragingly, the growth in net assets accelerated in the final quarter of the period and the NAV closed the year at a high point of 129.8 pence per share. This steady progress is, to a large extent, a consequence of careful and conservative portfolio construction. The investment portfolio is diversified both by number of holdings and by sector exposure. At the financial year end, the Company held shares in 39 quoted, active VCT qualifying companies together with 14 non-qualifying investments. These investments spanned a total of 14 different sectors. Although diverse by business activity, the common theme linking the majority of our investee companies is that they are established, profitable and cash generative businesses selling specialist products and services into predominantly growing markets. As a result, the portfolio has performed solidly in spite of the extremely tough trading conditions experienced since the financial crisis began in 2008, which in turn has meant that the Company has been able to maintain a consistent, attractive level of dividend payments to shareholders each year. The recent return of economic growth is potentially a turning point in the prospects for capital growth from AIM focused VCTs. It is pleasing to see that, as evidence of UK economic stability and recovery has grown over the past year, investor sentiment has strengthened. This more benign environment has noticeably started to feed through into improvements in the financial, operational and share price performance of many of our investee companies. Stock specific risk has again been managed closely throughout the period under review. Capital profits (proceeds less original cost) in excess of £1.8m have been realised during the year through a series of part-disposals of continuing portfolio companies. The stock specific risk that arises as a consequence of having made particularly successful investments is managed by a practice of not allowing an individual investment to account for more than 15% of total assets at any time. The primary example is Abcam, the single largest holding by value within the portfolio, which has continued to perform well with its share price rising by a further 26% in the past 12 months. In order to manage the risk exposure arising from this highly successful investment, we have made a series of share sales in the secondary market. A total of £1.3m in capital profits was realised from the sale of Abcam shares during the period. The value of the retained holding in Abcam at the end of the period under review amounted to 12.1% of total assets. The consequence of this approach is that stock specific risk has been reduced, capital reserves have been topped up and, perhaps most important, we remain in a position to 'run the winners' in the portfolio by maintaining meaningful core holdings over the longer term. It is our belief that this method of managing risk is beneficial for all shareholders since it strikes an appropriate balance between risk and reward - the `upside' potential from continued investment remains meaningful while the potential damage to overall net asset value, should an unforeseen stock specific problem arise, remains limited. In our view, this balance is especially important when managing a portfolio of relatively early stage investments. Other larger individual holdings have also been subject to prudent profit-taking as appropriate. A review of the main positive and negative contributors to performance in the portfolio follows:- Qualifying investments (bracketed figures represent the share price movement for the year under review on a mid price basis where quoted):- Abcam (+26%) is a global leader in the manufacture and supply of therapeutic antibodies and protein research tools to the worldwide life sciences research market. Despite pressures on research funding, Abcam continues to make excellent progress, reporting significant increases in sales, profits and dividends in its financial year to 30 June 2013. This period was transformational for Abcam and included a first full year of profit contribution from the acquisitions of Epitomics and Ascent Scientific. Abcam remains committed to its goal of becoming the world's leading supplier of life science research tools. Accumuli (+39%) is a provider of advanced IT security services. Having acquired a number of businesses in the recent past, the management team at Accumuli is now focusing investment on expanding the range of services offered while simultaneously growing the sales and marketing resource. In addition, the recent acquisition of Signify Solutions is reported to have been successfully integrated, giving Accumuli an expanded customer base, while adding further strong technical skills and product offerings together with improved revenue visibility. Accumuli remains a highly cash generative business and declared a maiden dividend in its financial results for the period ended 31 March 2013. Animalcare (+35%) is a leading supplier of veterinary medicines focused on three main product groups: licensed veterinary medicines, companion animal identification and animal welfare products. Following a difficult period, the business has returned to growth and current trends in trading appear encouraging. Animalcare successfully launched three new products in its financial year ended 30 June 2013 and also completed a move to a new manufacturing facility, which provides increased capacity. Revenue increased by 11.6% to £12.1m during this period, while strong cash generation led to growth of 17.8% in the total dividend for the year. Anpario (+91%) is an international supplier of natural, high performance feed additives to enhance health, growth and sustainability in agriculture and aquaculture. In the past twelve months the management team has introduced a number of key operational initiatives to support the strategy of achieving growth in both the product range and geographic reach of the business. These initiatives include the formation of a wholly owned Chinese subsidiary, the re-structuring of the UK Agriculture Division and the acquisition of Meriden Animal Health in 2012. Avingtrans (+56%) designs, manufactures and supplies critical components to the medical, energy and aerospace sectors. The financial year ended 31 May 2013 saw the business transformed with the disposal of one major subsidiary followed by the acquisition of Aerotech and PFW in Farnborough, which helped create a focused, specialist aerospace engineering division. The group continues to make strong financial progress, with revenue increasing by over 40% and adjusted PBT growing by nearly 90% in most recently released financial year end results. The outlook also appears to be encouraging, with management reporting that the business had entered its new financial year with a record order book. Cohort (+45%) is a technology consultancy group focused on providing specialist technical products or services, primarily to the defence market. Despite difficult conditions in some parts of the defence market, Cohort continues to make good progress, reporting a record trading profit and a 21% dividend increase in relation to its financial year ended 30 April 2013. Crawshaw (+220%) is a chain of value-orientated retail butchers. The business has begun to recover from extremely challenging trading conditions in recent years and has delivered a significant improvement in profitability after also managing to maintain a tight control over costs. The Board declared a maiden final dividend in April 2013, followed by a further interim dividend in September 2013, highlighting the management team's confidence in the prospects for the group. Driver Group (+77%) is a global, construction related consultancy group. The business continues to benefit from strong trading conditions being encountered across a wide range of geographic markets. This healthy backdrop has allowed management to deliver results in excess of market forecasts over the past 12 months. Growth in revenues, improved gross margins and better utilisation rates have all resulted in increased profitability and strong cash generation. This improved operational performance has meant the business is free from debt with net cash of £90k held on the balance sheet as at 31 March 2013. Hasgrove (+86%) is a digital and communications services group. In May 2013, the management team decided that the business was of insufficient scale to support the costs of a listing on AIM and subsequently announced a tender offer and proposed a de-listing of the shares. Unicorn AIM VCT did not participate in this offer and instead, the Investment Manager has chosen to retain the stake in Hasgrove as an investment in a privately owned, unquoted business. Operationally, Hasgrove has delivered a good recovery in performance in the past 12 months and continues to generate a steady stream of new business wins. HML Holdings (+41%) is a property management services group based predominantly in London and the South-East. The business has continued to make strong progress during its most recent financial period. Highlights for its financial year ended 31 March 2013 included revenue growth of 21% and an increase in EPS of over 63% to 1.8 pence per share. The business also reached a milestone of having 40,000 property units under management. The aim of achieving geographic expansion was also met following the acquisition of a Cheshire based property management partnership. The maximum total consideration for this deal will be £0.8m and is to be funded entirely from existing working capital resources. Instem (+37%) is a software developer focused on the life sciences and biotechnology markets. The group has developed world leading software enabling pharmaceutical companies to collect, analyse and report large volumes of complex scientific data in an accurate and efficient manner. Instem has enjoyed a return to growth in the period under review by successfully broadening its range of products, extending its geographical reach and signing up a number of new clients. The acquisition of Logos Technologies in May 2013 enhanced the group's capability in early phase clinical studies and is already proving to be a successful addition to Instem's established range of software solutions. In the six month period to 31 March 2013, Instem reported turnover growth of 13% with recurring revenues accounting for 76% of total sales. Operating profits grew by 133% to £700k. The strict regulatory environment in the pharmaceutical sector continues to work in Instem's favour and the business is now experiencing strong demand across the suite of products offered. Mattioli Woods (+71%) is a specialist pension consultancy and wealth management business. The business has made solid progress during a period of significant change for the financial services sector. In the financial year to 31 May 2013, Mattioli Woods' assets under management, administration and advice, increased by over 20% to £3.6bn. Other financial highlights included an increase in turnover of 14.3%, EPS growth of 12.2% and a 26.1% rise in the total dividend. Pressure Technologies (+116%) is a designer and manufacturer of high pressure stainless steel cylinders, which are used in a variety of specialised applications. The group continues to follow a strategy of diversification, from which it is now beginning to see a growing financial return. Opportunities across the group's diverse markets appear robust and a programme of investment in new products and services are further broadening the customer base. The Group's financial position remains strong with a reported £2.7m of net cash on the balance sheet at its financial year end. Sanderson (+49%) is a software and IT services business specialising in delivering leading technology solutions to the retail and manufacturing sectors. Despite the challenging conditions in the UK retail market in particular, the business continues to grow. The strongly cash generative nature of the business has allowed the management team to invest heavily in product development while simultaneously strengthening service and sales and marketing resource. Sanderson recently announced that it was seeking to expand its presence in the fast growing e-commerce sector through the acquisition of `One Iota Limited' for a maximum consideration of £5.4m. Tracsis (+47%) is a provider of operational planning software and consultancy services to the transport industry. During the year, Tracsis acquired an AIM quoted transport surveying competitor called `Sky High' in a deal that expands the customer base into related transport markets and provides a foothold in new geographic regions. The deal was funded out of Tracsis' substantial cash resources and was immediately earnings enhancing. Tracsis also reported further substantial organic growth during the period under review, winning several new contracts both in the UK and abroad. Zetar (+32%), a manufacturer of confectionery and savoury snacks was acquired during the period by a German competitor at a price of 297p per share, thereby realising a capital gain of £374k on original book cost. A small number of qualifying companies continued to encounter operational or trading difficulties during the year:- Green Compliance (-85%) provides compliance services across the water hygiene, pest prevention and fire protection segments to a wide range of clients in both the UK public and private sectors. The period under review proved to be a challenging one, with the business requiring two rounds of additional fundraising (in both of which the Company participated). A new CEO has been appointed and there is evidence that the business is starting to stabilise. Surgical Innovations (-19%) is a designer and manufacturer of innovative medical devices for use in minimally invasive surgery. Delays to orders at the end of 2012 had led to results being slightly below market expectations for the year. Encouragingly, trading conditions now appear to be improving with significant opportunities for the company emerging, particularly in the lucrative US market. The share price performed poorly between February and August 2013, although it recovered in the final few weeks of the period under review as confidence in prospects for the business began to improve. SnackTime (Ordinary Shares -23%) is an operator of vending machines. The business has undergone a period of significant management change and cost reduction to counteract the continuing reduction in revenues. The Company participated in a further round of fundraising during the period, contributing £300k to a £1m re-financing, through the issue of new convertible loan notes. Tangent Communications (-27%) is a digital marketing and printing specialist with a blue chip corporate client base, a rapidly expanding online print division and a growing reputation for service excellence. In the past year, the business has increased investment in its online digital print businesses; printed.com and goodprint (acquired in November 2012) are now beginning to develop traction in a growing consumer market for printed products. Tangent is a profitable business, as it has been since our original investment in 2007, and it remains cash generative and debt free. Tangent has struggled in share price terms over the past 12 months, despite continuing to deliver to our expectations. New Qualifying Investments At the financial year end the Company held over 75% of total assets in VCT qualifying businesses as calculated in accordance with HMRC tax valuation rules. New VCT qualifying investments are only made if the companies concerned meet our clearly defined investment criteria. During the period one new VCT qualifying company was introduced to the portfolio. Keywords Studio (-5% since investment) is a technical service provider to the video game industry. The company floated on AIM in July 2013, raising £28m at a price of 123p per share. Following a relatively quiet start to life as a publicly quoted company, Keywords issued a slightly disappointing trading statement in September 2013, highlighting delays in the launch of next generation consoles from Sony and Microsoft. These delays will have a negative impact on trading in the second half of Keywords' current financial year. The longer term prospects for growth remain significant. Non-Qualifying Investments (bracketed figures represent the share price movement for the year under review on a mid price basis):- The non-qualifying portfolio also performed well during the year under review, although the total return was depressed by poor performance from two investments:- Office2Office (-67%) is a provider of office supplies and business solutions. The business continues to experience challenging market conditions and the office products market remains in long term decline. Management has undertaken a number of initiatives to improve operational efficiency but it will take some time before these changes are reflected in improved profitability. Stadium Group (-42%) is an electronic technologies group providing manufacturing services, custom power supplies and control power assemblies. This non-qualifying holding was sold in full in November 2012 following a poor trading update. The contribution to performance from the investment in sub-funds of the Unicorn Investment Funds OEIC was particularly pleasing and more than offset the disappointing performance of Office2Office and Stadium Group. The three sub-funds generated total returns for the year of 47.9% from the Unicorn UK Smaller Companies Fund, 36.8% from the Unicorn Free Spirit Fund and 29.6% from the Unicorn Mastertrust Fund, which translates to an aggregate, albeit largely unrealised, capital gain of approximately £3m. It should be noted that investment management fees are based on the net asset value of the Company excluding the value of the investments in the OEIC Funds, as Unicorn Asset Management Limited earns fees from managing the OEIC funds separately, thus ensuring there is no double counting of fees. Other meaningful contributors to performance of the non-qualifying portfolio included:- Hayward Tyler Group (formerly Specialist Energy Group) (+264%) is a specialist engineering group manufacturing a range of fluid filled electric motors and pumps that are designed to operate in the harshest environments. Following a prolonged period of challenging operational and trading conditions, it is pleasing to see the business begin to benefit from the painful but necessary restructuring implemented by the management team over the past two years. The introduction of a `continuous improvement programme', combined with material changes to the manufacturing process in operation at their Luton factory have begun to deliver tangible benefits in the form of improved margins and profitability. At the same time, it appears that market demand for Hayward Tyler's specialist pumps is recovering. Macfarlane (+57%) is a designer and distributor of a comprehensive range of protective packaging products and labels. Macfarlane is focusing on the internet retail market and we expect it to be a beneficiary of increased e-commerce transactions as retail activity continues to move from the high street to the web. Macfarlane has increased profits on flat sales, demonstrating management's continued focus on managing cost. Mears Group (+49%) is a leading social housing repairs and maintenance service provider to Local Authorities and Registered Social Landlords in the UK. Mears also operates in the UK Local Authorities' outsourced care market, providing personal care services to people in their own homes. The Group benefits from being a market leader in robust and defensive markets. Mears continues to deliver healthy organic growth and has successfully integrated both of its recent large acquisitions. The outlook for continued growth remains positive. Portmeirion (+40%) is a ceramic manufacturing business which encompasses the Portmeirion, Spode, Royal Worcester and Pimpernel brands. The business enjoys particularly strong demand in the UK and US markets. For the six month period to 30 June 2013, management reported revenue growth of 4% and an increase in the interim dividend of 11%. Renold (+57%) is a manufacturer of industrial chain and torque transmission products. Following a prolonged period of poor operational performance, senior management changes have been made and a full strategic review of the business has been undertaken by the new Chief Executive. A programme to improve operational process and increase manufacturing efficiency has been introduced and is continuing. A cost reduction plan is also being implemented that will result in a significant reduction in overheads. Renold also successfully refinanced its debt during the period. Sagentia (+65%) is a science and technology consultancy services and product development business focused on the consumer, energy, industrial and medical markets. In the six month period to 30 June 2013, the business delivered strong operating performance, with reported revenues up by 36% and an increase in profits before tax of 49%. Sagentia also successfully completed two acquisitions during the period, strengthening the firm's capabilities in the energy sector. Realisations Realisations totalling £9.6m were made in the year to 30 September 2013. Merger and acquisition activity resulted in the disposal of four VCT qualifying investments: Maxima Holdings, Datong, Zetar and Vindon Healthcare. As stated above, Hasgrove was delisted from AIM following a tender offer. We chose not to participate in this tender offer and instead the shares have been retained as an unquoted, VCT qualifying investment. In addition, 14 holdings in the non-qualifying portfolio were sold in the open market, while partial disposals were made in a number of other holdings. Including partial disposals, the total net realised gain from the sale of investments amounted to £1.2m. At the financial year end, the Company held net cash balances and investments in money market funds, with the combined value of £2.56m. Prospects The investment portfolio contains a diverse range of predominantly profitable businesses that have successfully withstood difficult trading conditions in recent years. The majority of these businesses have remained in sound financial health and we are now receiving regular dividend income from many of them. Recent evidence suggests that UK economic recovery is gathering momentum. Should this return to GDP growth be maintained, then it is reasonable to hope that our investee companies will benefit through increased sales opportunities. If revenue growth does become more pronounced, the impact of this on well-managed and soundly financed businesses will be felt in the form of increased levels of profitability. This, in turn, ought to translate into positive share price development. We are also now seeing an improved flow of attractive investment opportunities and are therefore optimistic that we can successfully expand the portfolio over the next twelve months. Despite this welcome improvement in deal-flow, our established and selective approach to new investment will be retained. It remains the Investment Manager's belief that this strategy offers the best prospect of delivering consistently attractive returns for shareholders over the longer term. Finally, it is pleasing to report that the new financial year has begun strongly with Net Asset Value per share rising by 5.2% in October 2013. Chris Hutchinson Unicorn Asset Management Limited 2 December 2013 STATEMENT OF DIRECTORS' RESPONSIBILITIES The Directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations. Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors are required and have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period. In preparing these financial statements the Directors are required to: - select suitable accounting policies and then apply them consistently; - make judgments and accounting estimates that are reasonable and prudent; - state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; - prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business. The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions, to disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. The directors are responsible for ensuring the Annual Report and the financial statements are made available on a website. Financial statements are published on the company's website in accordance with legislation in the United Kingdom governing the preparation and dissemination of financial statements, which may vary from legislation in other jurisdictions. The maintenance and integrity of the company's website is the responsibility of the directors. The directors' responsibility also extends to the ongoing integrity of the financial statements contained therein. The Directors confirm, to the best of their knowledge: (a) that the financial statements, which have been prepared in accordance with UK Generally Accepted Accounting Practice and the 2009 Statement of Recommended Practice, `Financial Statements of Investment Companies and Venture Capital Trusts' give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company; and (b) that the management report, comprising the Chairman's Statement, the Strategic Report, the Investment Manager's Review, the Investment Portfolio Summary and the Directors' Report includes a fair review of the development and performance of the business and the position of the Company, together with a description of the principal risks and uncertainties that it faces. Having taken advice from the Audit Committee, the Board considers the report and accounts, taken as a whole, as fair, balanced and understandable and that it provides the information necessary for shareholders to assess the Company's performance, business model and strategy. Neither the Company nor the directors accept any liability to any person in relation to the annual report except to the extent that such liability could arise under English law. Accordingly, any liability to a person who has demonstrated reliance on any untrue or misleading statement or omission shall be determined in accordance with section 90A and schedule 10A of the Financial Services and Markets Act 2000. For and on behalf of the Board Peter Dicks Chairman 2 December 2013 PRIMARY FINANCIAL STATEMENTS Income Statement for the year ended 30 September 2013 Year ended Year ended 30 September 2013 30 September 2012 Notes Revenue Capital Total Revenue Capital Total £'000 £'000 £'000 £'000 £'000 £'000 Net unrealised gains on investments - 17,167 17,167 - 2,057 2,057 Net gains on realisation of investments - 1,191 1,191 - 364 364 Income 2 1,174 - 1,174 1,137 - 1,137 Investment management fees 3 (265) (795) (1,060) (249) (746) (995) Other expenses (469) - (469) (501) - (501) Profit on ordinary activities before taxation 440 17,563 18,003 387 1,675 2,062 Tax on profit on ordinary activities - - - - - - Profit on ordinary activities after taxation for the financial year 440 17,563 18,003 387 1,675 2,062 Basic and diluted earnings per share: Ordinary Shares 5 0.77p 30.71p 31.48p 0.66p 2.88p 3.54p All revenue and capital items in the above statement derive from continuing operations of the Company. There were no other recognised gains or losses in the year. The total column of this statement is the profit and loss account of the Company. Other than revaluation movements arising on investments held at fair value through the Profit and Loss Account, there were no differences between the profit as stated above and at historical cost. The notes below form part of these financial statements. Balance Sheet as at 30 September 2013 30 September 2013 30 September 2012 Notes £'000 £'000 £'000 £'000 Non-current assets Investments at fair value 70,596 57,806 Current assets Debtors 836 183 Current investments 154 720 Cash at bank 2,406 532 3,396 1,435 Creditors: amounts falling due within one year (319) (244) Net current assets 3,077 1,191 Net assets 73,673 58,997 Capital Called up share capital 568 576 Capital redemption reserve 4 332 Share premium account 18 32,331 Revaluation reserve 24,979 3,860 Special reserve 38,104 12,940 Profit and loss account 10,000 8,958 Equity shareholders' funds 73,673 58,997 Net asset value per share of 1 pence each: Ordinary Shares 6 129.78p 102.34p The financial statements and authorised for issue by the Board of Directors on 2 December 2013 and were signed on their behalf by: Peter Dicks Chairman The notes below form part of these financial statements. Reconciliation of Movements in Shareholders' Funds For the year ended 30 September 2013 30 September 2013 30 September 2012 Notes £'000 £'000 Opening Shareholders' funds at 1 October 2012 58,997 60,447 Share capital bought back in the year - including expenses (9,858) (4,487) Share capital raised - net of expenses 9,392 3,901 Profit for the year 18,003 2,062 Dividends paid 4 (2,861) (2,926) Closing Shareholders' funds at 30 September 2013 73,673 58,997 The noted below form part of these financial statements. Cash Flow Statement For the year ended 30 September 2013 30 September 2013 30 September 2012 Notes £'000 £'000 £'000 £'000 Operating activities Investment income received 1,203 1,115 Investment management fees paid (1,060) (994) Other cash payments (502) (538) Net cash outflow from operating activities (359) (417) Investing activities Purchase of investments (3,491) (1,586) Sale of investments 8,529 5,790 5,038 4,204 Equity dividends Dividends paid 4 (2,861) (2,926) Net cash inflow before liquid resource management and financing 1,818 861 Management of liquid resources Decrease in current investments 566 59 Financing Shares issued as part of Offer for Subscription 1,400 3,945 Shares issued as part of Enhanced Buyback Facility 250 - Shares bought back as part of Enhanced Buyback Facility (including expenses) (391) - Shares bought back (1,769) (4,983) (510) (1,038) Net increase/(decrease) in cash 1,874 (118) The notes below form part of these financial statements. NOTES TO THE ACCOUNTS 1 Basis of accounting The accounts have been prepared under UK Generally Accepted Accounting Practice (UK GAAP) and the Statement of Recommended Practice, `Financial Statements of Investment Trust Companies and Venture Capital Trusts' ("the SORP") issued by the Association of Investment Companies in January 2009. As a result of the Directors' decision to distribute capital profits by way of a dividend, the Company revoked its investment company status as defined under section 266(3) of the Companies Act 1985, on 17 August 2004. 2 Income 2013 2012 £'000 £'000 Interest receivable - from equities 984 964 - from loan stocks 147 110 - from money-market funds and Unicorn managed OEICs 43 63 Total income 1,174 1,137 Total income comprises Dividends 1,027 1,027 Interest 147 110 1,174 1,137 Income from investments comprises Listed UK securities 178 338 Listed Overseas securities 1 4 Unlisted UK securities 995 795 1,174 1,137 3 Investment Manager's fees 2013 2013 2013 2012 2012 2012 Revenue Capital Total Revenue Capital Total £'000 £'000 £'000 £'000 £'000 £'000 Unicorn Asset Management Limited 265 795 1,060 249 746 995 Unicorn Asset Management Limited ("UAML") receives an annual management fee of 2% of the net asset value of the Company, excluding the value of the investments in the OEICs, which are also managed by UAML. The annual management fee charged to the Company is calculated and payable quarterly in advance. In the year ended 30 September 2013, UAML also earned fees of £115,000 (2012: £98,000), being OEIC management fees calculated on the value of the VCT's holdings in each OEIC on a daily basis. This management fee is 1.25% per annum of the OEIC value for each of Unicorn Smaller Companies OEIC, Unicorn Free Spirit OEIC and Unicorn Mastertrust OEIC. The management fee will be subject to repayment to the extent that there is an excess of the annual costs of the Company incurred in the ordinary course of business over 3.6% of the closing net assets of the Company at the year end. Any amount repayable will be paid by the Manager within 5 business days of the approval of the annual accounts for the relevant year-end, or set off against the next quarterly fee instalment payable to the Manager following such approval. There was no excess of expenses for this year or the prior year. Under an Amended Incentive Agreement with UAML dated 12 April 2010 (which replaces all previous incentive agreements), the Investment Manager is entitled to a performance incentive fee of 20% of any cash distributions (by dividend or otherwise) paid to shareholders in excess of 6 pence per Ordinary Share paid in any accounting period - "the target return" and subject to the maintenance of a net asset value (NAV) per share of 125p or more, as calculated in the annual report and accounts for the year relating to such payments. The target return applies for accounting periods starting after 1 October 2010. In the event that the target return of 6 pence per share is not paid in a particular accounting period, the shortfall of such distributions will be carried forward to subsequent accounting periods and any incentive fee will not be payable until this shortfall is met. No incentive fee is payable for the year ended 30 September 2013 and none was paid for the year ended 30 September 2012. 4 Dividends 2013 2012 £'000 £'000 Amounts recognised as distributions to equity holders in the year: Ordinary Shares Final capital dividend of 4.5p (2012: 4.25p)per share for the year ended 30 September 2012 paid on 8 February 2013 2,576 2,486 Final income dividend of 0.5p (2012: 0.75p)per share for the year ended 30 September 2012 paid on 8 February 2013 285 440 2,861 2,926 Any proposed final dividend is subject to approval by shareholders at the Annual General Meeting and has not been included as a liability in these financial statements. Set out below are the total income dividends payable in respect of the financial year, which is the basis on which the requirements of Section 274 of the Income Tax Act 2007 are considered. 2013 2012 £'000 £'000 Revenue available for distribution by way of dividends for the year 440 387 Proposed final income dividend of 0.75p (2012: 0.5p) for the year ended 30 September 2013 426 287 5 Basic and diluted earnings and return per share 2013 2012 £'000 £'000 Total earnings after taxation: 18,003 2,062 Basic and diluted earnings per share (note a) 31.48p 3.54p Net revenue from ordinary activities after taxation 440 387 Revenue earnings per share (note b) 0.77p 0.66p Net unrealised capital gains 17,167 2,057 Net realised capital gains 1,191 364 Capital expenses (795) (746) Total capital return 17,563 1,675 Capital earnings per share (note c) 30.71p 2.88p Weighted average number of shares in issue in the year 57,190,640 58,206,100 Notes a) Basic and diluted earnings per share is total earnings after taxation divided by the weighted average number of shares in issue. b) Revenue earnings per share is net revenue after taxation divided by the weighted average number of shares in issue. c) Capital earnings per share is total capital return divided by the weighted average number of shares in issue. There are no instruments in place that will increase the number of shares in issue in future. Accordingly, the above figures currently represent both basic and diluted returns. 6 Net asset values 2013 2012 £'000 £'000 Net Assets 73,673 58,997 Number of shares in issue 56,767,691 57,646,506 Net asset value per share 129.78p 102.34p 7 Dividends The Directors have proposed a final dividend of 6 pence per share. The dividend will be paid on 31 January 2014 to Shareholders on the Register on 27 December 2013. Shareholders who wish to have dividends paid directly into their bank account rather than sent by cheque to their registered address can complete a mandate for this purpose. Mandates can be obtained by telephoning the Company's Registrars, Capita Asset Services on 0871 664 0324, (lines are open 8.30 am - 5.30 pm Mon - Fri, calls cost 10p per minute plus network extras - if calling from overseas please ring +44 208 639 2157) or by writing to them at Capita Asset Services, The Registry, 34 Beckenham Road, Beckenham, Kent, BR3 4TU or emailing them at VCTS@capitaregistrars.com. 8 Post balance sheet events On 9 October 2013, £500,000 was invested in each of The City Pub Company (East) plc and The City Pub Company (West) plc, both of which are unquoted investments. On 6 November 2013, £1,750,000 was invested in Interactive Investor plc, an unquoted investment. On 8 November 2013, 575,416 Ordinary shares were allotted at a price of 141.1 pence per share, raising net funds of £786,000. 9 Statutory information These are not full accounts in terms of section 434 of the Companies Act 2006. The Annual Report for the year to 30 September 2013 will be sent to shareholders shortly and will then be available for inspection at 30 Haymarket, London SW1Y 4EX, the registered office of the Company. Copies of the Annual Report will shortly be available on the Company Secretary's and the Investment Manager's websites, details of which can be found at www.unicornaimvct.co.uk. Statutory accounts will be delivered to the Registrar of Companies after the Annual General Meeting. The audited accounts for the year ended 30 September 2013 contain an unqualified audit report. 10 Annual General Meeting The Annual General Meeting of the Company will be held at 11.00 am on Friday, 10 January 2014 at the offices of SGH Martineau LLP, One America Square, Crosswall, London, EC3N 2SG. Contact details for further enquiries: Chris Hutchinson of Unicorn Asset Management Limited (the Investment Manager), on 020 7253 0889. Robert Brittain at Mobeus Equity Partners LLP (the Company Secretary) on 020 7024 7600 or by e-mail on unicorn@mobeusequity.co.uk DISCLAIMER Neither the contents of the Company's website nor the contents of any website accessible from hyperlinks on the Company's website (or any other website) is incorporated into, or forms part of, this announcement.

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