Half-yearly report

Albion Enterprise VCT PLC As required by the UK Listing Authority's Disclosure and Transparency Rule 4.2, Albion Enterprise VCT PLC today makes public its information relating to the Half-yearly Financial Report for the six months to 30 September 2009. This announcement was approved by the Board of Directors on 26 November 2009. Please click on the following link to view the full Half-yearly Financial Report (which is unaudited) for the period to 30 September 2009, which will shortly be sent to shareholders. The information contained in this link includes information as required by the Disclosure and Transparency Rules, including Rule 4.2. http://hugin.info/141807/R/1357223/330162.pdf Alternatively you may view the Half-yearly Financial Report at: www.albion-ventures.co.uk by clicking on the 'Our Funds' section. Investment objectives The aim of Albion Enterprise VCT is to provide investors with a regular and predictable source of income, combined with the prospect of longer term capital growth. Once invested, the Company intends to achieve this by investing up to 50 per cent. of the net funds raised in an asset-based portfolio of lower risk, ungeared businesses, principally operating in the leisure sector and related areas (the ''Asset-Based Portfolio''). The balance of the net funds raised, other than funds retained for liquidity purposes, will be invested in a growth portfolio of higher growth businesses across a variety of sectors of the UK economy. These will range from lower risk, income producing businesses to higher risk technology companies (the ''Growth Portfolio''). Funds awaiting investment in Qualifying Investments or retained for liquidity purposes will be held in gilts, on deposit or invested in floating rate notes or similar instruments, in the latter two cases with banks with a Moody's credit rating of 'A' or above. The Company's investment portfolio will thus be structured to provide a balance between income and capital growth for the longer term. The Asset-Based Portfolio is designed to provide stability and income whilst still maintaining the potential for capital growth. The Growth Portfolio is intended to provide highly diversified exposure through its portfolio of investments in unquoted UK companies. Financial calendar Record date for second dividend 4 December 2009 Payment of second dividend 6 January 2010 Financial year end 31 March 2010 Directors M Packe, Chairman Lady Balfour of Burleigh Lord St. John of Bletso P Reeve Financial Highlights +-------------------------------------------------------------------+ | | 30 September | 30 September | 31 March | | | 2009 | 2008 | 2009 | |------------------------+--------------+--------------+------------| | | (pence per | (pence per | (pence per | | | share) | share) | share) | |------------------------+--------------+--------------+------------| | Net asset value per | | | | | share | 87.71 | 92.52 | 88.82 | |------------------------+--------------+--------------+------------| | Dividends paid | 1.00 | 0.40 | 1.65 | |------------------------+--------------+--------------+------------| | Revenue return per | | | | | share | 0.48 | 1.38 | 2.11 | |------------------------+--------------+--------------+------------| | Capital return per | | | | | share | (0.59) | (2.77) | (5.93) | +-------------------------------------------------------------------+ Net asset value total return to shareholders since (pence per share) launch: Dividends paid during the period ended 31 March 2008* 0.70 Dividends paid during the year ended 31 March 2009* 1.65 Dividends paid during the six months ended 30 September 2009 1.00 Total dividends paid to 30 September 2009 3.35 Net asset value as at 30 September 2009 87.71 Total net asset value return to 30 September 2009 91.06 * These dividends were paid to shareholders who subscribed in the 2006/2007 offer only. In addition to the above dividends, the Company will pay a second dividend of 1 penny per share on 6 January 2010 to shareholders on the register at 4 December 2009. Interim management report Introduction Your Company showed respectable results for the six months to 30 September 2009 against a difficult economic background, with net asset value per share at 87.7 pence, after a first dividend of 1 penny, against 88.8 pence at 31 March 2009. Income fell sharply during the period, as interest on cash deposits and instruments fell in line with the decline in market rates, which was partly offset by increased income from the qualifying unquoted investment portfolio. The first tranche of the VCT's funds that were raised in 2007 are now 56 per cent. invested, and based on investments committed or identified are set to exceed 70 per cent. by the Company's third anniversary of 31 March 2010. Investment progress and prospects The investment portfolio continues to be built up in line with the VCT's strategy of balancing an asset-based with a growth portfolio. The trading within the portfolio of pub investments has proved to be resilient in a difficult climate, with improved performance following the merger of Welland Inns VCT Limited with the Charnwood Pub Company Limited. Meanwhile we have invested up to £2.8 million in Geronimo Inns I and II VCT Limited, which have acquired four landmark freehold London pubs, and where early performance is promising. A further investment is due shortly in Taunton Hospital Limited, which is due to develop a specialist psychiatric unit on a freehold site outside Taunton. The growth portfolio is continuing to develop, with particular emphasis on the healthcare sector, including medical diagnostics. Although a provision was made against Oxsensis Limited, a developer of ultra-high temperature sensors, following slightly slower progress than originally hoped for, the portfolio as a whole is showing resilience and the prospects for further growth. The following is the current split of the investment portfolio by sector. http://hugin.info/141807/R/1357223/330076.pdf Related party transactions Details of material related party transactions for the reporting period can be found in note 13 to this announcement. Going concern The Board's assessment is that liquidity risk remains low, and this is as detailed on page 47 of the Annual Report & Financial Statements for the year ended 31 March 2009. 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, buy-backs and dividends) are within the Company's control. Accordingly, after making reasonable 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 the Going Concern and Liquidity Risk: Guidance for Directors of UK Companies 2009, published by the Financial Reporting Council. Risks and uncertainties The key risks affecting the Company remain the recession in the UK and the difficult continuing outlook for the world economy in general. It is our policy that portfolio companies do not have external gearing, and as a result, our portfolio remains relatively well equipped to cope with this broader, negative climate. Other risks and uncertainties remain unchanged, and are as detailed on page 20 of the Annual Report & Financial Statements for the year ended 31 March 2009. Dividend Reinvestment Scheme I draw shareholders' attention to the introduction of a Dividend Reinvestment Scheme whereby shareholders may elect to reinvest future dividends by subscribing for New Ordinary Shares. Benefits to individual shareholders arising on participation in the Dividend Reinvestment Scheme include: * income tax relief on the reinvestment at the rate of 30 per cent. (VCT investments cannot exceed £200,000 in one tax year to be able to obtain this relief and new shares need to be held for at least five years); * any gains arising on disposal of shares in a VCT will be exempt from tax (any loss will not be an allowable capital loss); and * any future dividends on the new shares are not subject to income tax. The Circular dated 26 November 2009 which is enclosed with this Half-yearly Financial Report, 'Introduction of a Dividend Reinvestment Scheme', details the mechanics of this Scheme. When making a decision to participate, shareholders should bear in mind the fact that the price at which shares trade in the stock market normally represents a discount to net asset value; currently, this discount is 20 per cent. This is expected to narrow in due course. Outlook The fact that it is not our policy for portfolio companies to have external borrowings, combined with the unique market positions of many of our portfolio companies, leads us to be positive about the portfolio's prospects. In addition, with significant cash resources, and investment opportunities being available at attractive valuations, we believe that the Company is well positioned to deliver value to shareholders over the long term. Results and dividends As at 30 September 2009, the net asset value of the Company was £26.6 million or 87.7 pence per share, its revenue attributable to shareholders was £145,000 and your Board now declares a second dividend for the year of 1 penny per share which will be paid on 6 January 2010 to those shareholders on the register at 4 December 2009. M Packe 26 November 2009 Chairman Responsibility statement The Directors, as listed in this announcement, are responsible for preparing the Half-yearly Financial Report. The Directors have chosen to prepare this Half-yearly Financial Report for the Company in accordance with United Kingdom Generally Accepted Accounting Practice ("UK GAAP"). In preparing these summarised financial statements for the period to 30 September 2009, we the Directors of the Company, confirm that to the best of our knowledge: (a) the summarised set of financial statements has been prepared in accordance with the pronouncement on interim reporting issued by the 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 gives a true and fair view in accordance with UK GAAP of the assets, liabilities, financial position and profit and loss of the Company for the six months ended 30 September 2009 and comply with UK GAAP and Companies Act 1985 and 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 31 March 2009. This Half-yearly Financial Report has not been audited or reviewed by the auditors. By order of the Board of Directors M Packe 26 November 2009 Chairman Portfolio of investments The following is a summary of qualifying fixed asset investments as at 30 September 2009: +--------------------------------------------------------------------------------------+ | | | % voting| | Cumulative| | | | |rights of| | movement in| Total| | | | AVL*|Investment|carrying/fair|carrying/fair| | |% voting| Managed| at cost| value| value| |Qualifying investments | rights|companies| £'000| £'000| £'000| |----------------------------+--------+---------+----------+-------------+-------------| |Portfolio company | | | | | | |----------------------------+--------+---------+----------+-------------+-------------| |Asset-based investments | | | | | | |----------------------------+--------+---------+----------+-------------+-------------| |Bravo Inns II Limited | 14.0| 49.6| 1,455| (45)| 1,410| |----------------------------+--------+---------+----------+-------------+-------------| |Geronimo Inns VCT I Limited | 18.0| 50.0| 1,000| 18| 1,018| |----------------------------+--------+---------+----------+-------------+-------------| |Geronimo Inns VCT II Limited| 18.0| 50.0| 1,000| 18| 1,018| |----------------------------+--------+---------+----------+-------------+-------------| |Taunton Hospital Limited | 18.7| 50.0| 1,000| (3)| 997| |----------------------------+--------+---------+----------+-------------+-------------| |Bravo Inns Limited | 8.4| 50.0| 750| (348)| 402| |----------------------------+--------+---------+----------+-------------+-------------| |The Charnwood Pub Company | | | | | | |Limited | 1.2| 50.0| 290| (96)| 194| |----------------------------+--------+---------+----------+-------------+-------------| |CS (Norwich) Limited | 6.3| 50.0| 100| (33)| 67| |----------------------------+--------+---------+----------+-------------+-------------| |Total asset-based | | | | | | |investments | | | 5,595| (489)| 5,106| |----------------------------+--------+---------+----------+-------------+-------------| | | | | | | | |----------------------------+--------+---------+----------+-------------+-------------| |Growth investments | | | | | | |----------------------------+--------+---------+----------+-------------+-------------| |Forth Photonics Limited | 4.5| 12.2| 555| -| 555| |----------------------------+--------+---------+----------+-------------+-------------| |Prime Care Holdings Limited | 11.1| 48.5| 457| 20| 477| |----------------------------+--------+---------+----------+-------------+-------------| |Mi-Pay Limited | 7.3| 38.5| 586| (127)| 459| |----------------------------+--------+---------+----------+-------------+-------------| |Dexela Limited | 5.6| 34.8| 430| -| 430| |----------------------------+--------+---------+----------+-------------+-------------| |Opta Sports Data Limited | 2.8| 14.0| 300| 26| 326| |----------------------------+--------+---------+----------+-------------+-------------| |Point 35 Microstructures | | | | | | |Limited | 5.1| 26.0| 384| (124)| 260| |----------------------------+--------+---------+----------+-------------+-------------| |Oxsensis Limited | 4.1| 22.3| 380| (190)| 190| |----------------------------+--------+---------+----------+-------------+-------------| |Vibrant Energy Assessors | | | | | | |Limited | 14.0| 50.0| 618| (450)| 168| |----------------------------+--------+---------+----------+-------------+-------------| |Mirada Medical Limited | 15.0| 45.0| 167| -| 167| |----------------------------+--------+---------+----------+-------------+-------------| |Process Systems Enterprise | | | | | | |Limited | 2.3| 11.9| 295| (147)| 148| |----------------------------+--------+---------+----------+-------------+-------------| |Lowcosttravelgroup Limited | 1.0| 26.0| 270| (173)| 97| |----------------------------+--------+---------+----------+-------------+-------------| |Total growth investments | | | 4,442| (1,165)| 3,277| |----------------------------+--------+---------+----------+-------------+-------------| | | | | | | | |----------------------------+--------+---------+----------+-------------+-------------| |Total qualifying investments| | | 10,037| (1,654)| 8,383| +--------------------------------------------------------------------------------------+ The following is a summary of non-qualifying fixed asset investments as at 30 September 2009: +----------------------------------------------------------------------------------+ | | | % voting| | Cumulative| | | | | rights of| | movement in| Total| |Non-qualifying | | AVL*| Investment|carrying/fair|carrying/fair| |investments | % voting| Managed| at cost| value| value| | | rights| companies| £'000| £'000| £'000| |--------------------+----------+----------+-----------+-------------+-------------| |Geronimo Inns VCT I | | | | | | |Limited | -| 50.0| 400| -| 400| |--------------------+----------+----------+-----------+-------------+-------------| |Geronimo Inns VCT II| | | | | | |Limited | -| 50.0| 400| -| 400| |--------------------+----------+----------+-----------+-------------+-------------| |Total non-qualifying| | | | | | |investments | | | 800| -| 800| |----------------------------------------------------------------------------------| | | |The following is a summary of current asset investments as at 30 September 2009: | | | |----------------------------------------------------------------------------------| | | | Cumulative| | | | | movement in| Total| | | Investment|carrying/fair|carrying/fair| |Current asset Investments | at cost| value| value| | | £'000| £'000| £'000| |------------------------------------------+-----------+-------------+-------------| |Bank of America floating rate note | | | | |2 February 2011 | 1,899| 54| 1,953| |------------------------------------------+-----------+-------------+-------------| |Bank of Nova Scotia floating rate note | | | | |22 September 2010 | 2,186| 12| 2,198| |------------------------------------------+-----------+-------------+-------------| |Barclays Bank floating rate note | | | | |2 July 2010 | 3,760| 19| 3,779| |------------------------------------------+-----------+-------------+-------------| |HBOS floating rate note | | | | |17 December 2009 | 447| 2| 449| |------------------------------------------+-----------+-------------+-------------| |Nationwide Building Society floating rate | | | | |note 7 June 2010 | 1,864| (16)| 1,848| |------------------------------------------+-----------+-------------+-------------| |UBS AG floating rate note 20 May 2011 | 2,500| 33| 2,533| |------------------------------------------+-----------+-------------+-------------| |Total current asset investments | 12,656| 104| 12,760| +----------------------------------------------------------------------------------+ * AVL is Albion Ventures LLP Summary income statement +----------------------------------------------------------------------------------------------------------------+ | | | Unaudited | Unaudited | Audited | | | | six months ended | six months ended | year ended | | | | 30 September 2009 | 30 September 2008 | 31 March 2009 | |-------------------------------------+----+----------------------+----------------------+-----------------------| | |Note|Revenue|Capital| Total|Revenue|Capital| Total|Revenue|Capital| Total| | | | £'000| £'000| £'000| £'000| £'000| £'000| £'000| £'000| £'000| |-------------------------------------+----+-------+-------+------+-------+-------+------+-------+-------+-------| |Gains/(losses) on investments | 3| -| 36| 36| -| (618)| (618)| -|(1,434)|(1,434)| |-------------------------------------+----+-------+-------+------+-------+-------+------+-------+-------+-------| |Investment income | 4| 351| -| 351| 734| -| 734| 1,248| -| 1,248| |-------------------------------------+----+-------+-------+------+-------+-------+------+-------+-------+-------| |Investment management fees | | (84)| (255)| (339)| (100)| (299)| (399)| (181)| (542)| (723)| |-------------------------------------+----+-------+-------+------+-------+-------+------+-------+-------+-------| |Recovery of VAT | | -| -| -| -| -| -| 10| 28| 38| |-------------------------------------+----+-------+-------+------+-------+-------+------+-------+-------+-------| |Other expenses | | (83)| -| (83)| (93)| -| (93)| (203)| -| (203)| |-------------------------------------+----+-------+-------+------+-------+-------+------+-------+-------+-------| |Return/(loss) on ordinary activities | | | | | | | | | | | |before taxation | | 184| (219)| (35)| 541| (917)| (376)| 874|(1,948)|(1,074)| |-------------------------------------+----+-------+-------+------+-------+-------+------+-------+-------+-------| |Tax (charge)/credit on ordinary | | | | | | | | | | | |activities | | (39)| 39| -| (124)| 79| (45)| (234)| 153| (81)| |-------------------------------------+----+-------+-------+------+-------+-------+------+-------+-------+-------| |Return/(loss) attributable to | | | | | | | | | | | |equityholders | | 145| (180)| (35)| 417| (838)| (421)| 640|(1,795)|(1,155)| |-------------------------------------+----+-------+-------+------+-------+-------+------+-------+-------+-------| |Basic and diluted return/(loss) per | | | | | | | | | | | |share (pence)* | 6| 0.48| (0.59)|(0.11)| 1.38| (2.77)|(1.39)| 2.11| (5.93)| (3.82)| +----------------------------------------------------------------------------------------------------------------+ * excluding treasury shares Comparative figures have been extracted from the unaudited Half-yearly Financial Report for the period ended 30 September 2008 and the audited statutory accounts for the year ended 31 March 2009. The accompanying notes form an integral part of this announcement. The total column of this Summary income statement represents the profit and loss account of the Company. The supplementary revenue and capital columns have been prepared in accordance with the Association of Investment Companies' Statement of Recommended Practice. All revenue and capital items in the above statement derive from continuing operations. There are no recognised gains or losses other than the results for the periods disclosed above. Accordingly a Statement of total recognised gains and losses is not required. The difference between the reported loss on ordinary activities before tax and the historical profit is due to the fair value movements on investments. As a result a Note on historical cost profit and losses has not been prepared. Summary balance sheet +-------------------------------------------------------------------+ | | | Unaudited | Unaudited | | | | | 30 | 30 | Audited | | | | September | September | 31 March | | | | 2009 | 2008 | 2009 | | | Note | £'000 | £'000 | £'000 | |-------------------------+------+-----------+-----------+----------| | Investments | | | | | |-------------------------+------+-----------+-----------+----------| | Qualifying | | 8,383 | 3,742 | 5,804 | |-------------------------+------+-----------+-----------+----------| | Non-qualifying | | 800 | - | - | |-------------------------+------+-----------+-----------+----------| | Total fixed asset | 7 | 9,183 | 3,742 | 5,804 | | investments | | | | | |-------------------------+------+-----------+-----------+----------| | | | | | | |-------------------------+------+-----------+-----------+----------| | Current assets | | | | | |-------------------------+------+-----------+-----------+----------| | Trade and other debtors | | 25 | 100 | 30 | |-------------------------+------+-----------+-----------+----------| | Current asset | 7 | 12,760 | 18,605 | 12,123 | | investments | | | | | |-------------------------+------+-----------+-----------+----------| | Cash at bank | 10 | 4,961 | 6,029 | 9,319 | |-------------------------+------+-----------+-----------+----------| | | | 17,746 | 24,734 | 21,472 | |-------------------------+------+-----------+-----------+----------| | | | | | | |-------------------------+------+-----------+-----------+----------| | Creditors: amounts | | | | | | falling due within one | | (345) | (386) | (348) | | year | | | | | |-------------------------+------+-----------+-----------+----------| | | | | | | |-------------------------+------+-----------+-----------+----------| | Net current assets | | 17,401 | 24,348 | 21,124 | |-------------------------+------+-----------+-----------+----------| | | | | | | |-------------------------+------+-----------+-----------+----------| | Net assets | | 26,584 | 28,090 | 26,928 | |-------------------------+------+-----------+-----------+----------| | | | | | | |-------------------------+------+-----------+-----------+----------| | Capital and reserves | | | | | |-------------------------+------+-----------+-----------+----------| | Called up share capital | 8 | 15,180 | 15,180 | 15,180 | |-------------------------+------+-----------+-----------+----------| | Share premium | | - | 4,703 | - | |-------------------------+------+-----------+-----------+----------| | Unrealised capital | | (1,645) | (863) | (1,681) | | reserve | | | | | |-------------------------+------+-----------+-----------+----------| | Special reserve | | 13,473 | 8,787 | 13,473 | |-------------------------+------+-----------+-----------+----------| | Treasury shares reserve | | (37) | - | (31) | |-------------------------+------+-----------+-----------+----------| | Realised capital | | (830) | (475) | (614) | | reserve | | | | | |-------------------------+------+-----------+-----------+----------| | Revenue reserve | | 443 | 758 | 601 | |-------------------------+------+-----------+-----------+----------| | | | | | | |-------------------------+------+-----------+-----------+----------| | Total equity | | 26,584 | 28,090 | 26,928 | | shareholders' funds | | | | | |-------------------------+------+-----------+-----------+----------| | | | | | | |-------------------------+------+-----------+-----------+----------| | Net asset value per | | 87.71 | 92.52 | 88.82 | | share (pence)* | | | | | +-------------------------------------------------------------------+ * excluding treasury shares Comparative figures have been extracted from the unaudited Half-yearly Financial Report for the period ended 30 September 2008 and the audited statutory accounts for the year ended 31 March 2009. The accompanying notes form an integral part of this announcement. These financial statements were approved by the Board of Directors, and authorised for issue on 26 November 2009 and were signed on its behalf by M Packe Chairman Summary reconciliation of movement in shareholders' funds +-----------------------------------------------------------------------------------------------------+ | | Called| | | | | | | | | | up| |Unrealised| |Treasury|Realised| | | | | share| Share| capital| Special| shares| capital| Revenue| | | |capital|premium| reserve*|reserve*|reserve*|reserve*|reserve*| Total| | | £'000| £'000| £'000| £'000| £'000| £'000| £'000| £'000| |------------------------------+-------+-------+----------+--------+--------+--------+--------+-------| |As at 1 April 2009 (audited) | 15,180| -| (1,681)| 13,473| (31)| (614)| 601| 26,928| |------------------------------+-------+-------+----------+--------+--------+--------+--------+-------| |Unrealised gains on | -| -| 36| -| -| -| -| 36| |investments | | | | | | | | | |------------------------------+-------+-------+----------+--------+--------+--------+--------+-------| |Capitalised investment | | | | | | | | | |management fees | -| -| -| -| -| (255)| -| (255)| |------------------------------+-------+-------+----------+--------+--------+--------+--------+-------| |Tax relief on costs charged to| -| -| -| -| -| 39| -| 39| |capital | | | | | | | | | |------------------------------+-------+-------+----------+--------+--------+--------+--------+-------| |Purchase of own treasury | -| -| -| -| (6)| -| -| (6)| |shares | | | | | | | | | |------------------------------+-------+-------+----------+--------+--------+--------+--------+-------| |Revenue return attributable to| | | | | | | | | |shareholders | -| -| -| -| -| -| 145| 145| |------------------------------+-------+-------+----------+--------+--------+--------+--------+-------| |Dividends paid | -| -| -| -| -| -| (303)| (303)| |------------------------------+-------+-------+----------+--------+--------+--------+--------+-------| |As at 30 September 2009 | | | | | | | | | |(unaudited) | 15,180| -| (1,645)| 13,473| (37)| (830)| 443| 26,584| |------------------------------+-------+-------+----------+--------+--------+--------+--------+-------| | | | | | | | | | | |------------------------------+-------+-------+----------+--------+--------+--------+--------+-------| |As at 1 April 2008 (audited) | 9,897| -| (262)| 8,787| -| (238)| 420| 18,604| |------------------------------+-------+-------+----------+--------+--------+--------+--------+-------| |Issue of share capital | 5,283| 5,283| -| -| -| -| -| 10,566| |------------------------------+-------+-------+----------+--------+--------+--------+--------+-------| |Issue costs | -| (580)| -| -| -| -| -| (580)| |------------------------------+-------+-------+----------+--------+--------+--------+--------+-------| |Net realised losses on | | | | | | | | | |investments in the period | -| -| -| -| -| (17)| -| (17)| |------------------------------+-------+-------+----------+--------+--------+--------+--------+-------| |Unrealised losses on | -| -| (601)| -| -| -| -| (601)| |investments | | | | | | | | | |------------------------------+-------+-------+----------+--------+--------+--------+--------+-------| |Capitalised investment | | | | | | | | | |management fees | -| -| -| -| -| (299)| -| (299)| |------------------------------+-------+-------+----------+--------+--------+--------+--------+-------| |Tax relief on costs charged to| -| -| -| -| -| 79| -| 79| |capital | | | | | | | | | |------------------------------+-------+-------+----------+--------+--------+--------+--------+-------| |Revenue return attributable to| | | | | | | | | |shareholders | -| -| -| -| -| -| 417| 417| |------------------------------+-------+-------+----------+--------+--------+--------+--------+-------| |Dividends paid | -| -| -| -| -| -| (79)| (79)| |------------------------------+-------+-------+----------+--------+--------+--------+--------+-------| |As at 30 September 2008 | | | | | | | | | |(unaudited) | 15,180| 4,703| (863)| 8,787| -| (475)| 758| 28,090| |------------------------------+-------+-------+----------+--------+--------+--------+--------+-------| | | | | | | | | | | |------------------------------+-------+-------+----------+--------+--------+--------+--------+-------| |As at 1 April 2008 (audited) | 9,897| -| (262)| 8,787| -| (238)| 420| 18,604| |------------------------------+-------+-------+----------+--------+--------+--------+--------+-------| |Issue of share capital | 5,283| 5,283| -| -| -| -| -| 10,566| |------------------------------+-------+-------+----------+--------+--------+--------+--------+-------| |Issue costs | -| (580)| -| -| -| -| -| (580)| |------------------------------+-------+-------+----------+--------+--------+--------+--------+-------| |Cost of cancellation of share | -| -| -| (17)| -| -| -| (17)| |premium account | | | | | | | | | |------------------------------+-------+-------+----------+--------+--------+--------+--------+-------| |Cancellation of share premium | -|(4,703)| -| 4,703| -| -| -| -| |account | | | | | | | | | |------------------------------+-------+-------+----------+--------+--------+--------+--------+-------| |Net realised losses on | -| -| -| -| -| (15)| -| (15)| |investments in the year | | | | | | | | | |------------------------------+-------+-------+----------+--------+--------+--------+--------+-------| |Unrealised losses on | -| -| (1,419)| -| -| -| -|(1,419)| |investments | | | | | | | | | |------------------------------+-------+-------+----------+--------+--------+--------+--------+-------| |Capitalised investment | | | | | | | | | |management fees | -| -| -| -| -| (542)| -| (542)| |------------------------------+-------+-------+----------+--------+--------+--------+--------+-------| |Tax relief on costs charged to| -| -| -| -| -| 153| -| 153| |capital | | | | | | | | | |------------------------------+-------+-------+----------+--------+--------+--------+--------+-------| |Recovery of VAT capitalised | -| -| -| -| -| 28| -| 28| |------------------------------+-------+-------+----------+--------+--------+--------+--------+-------| |Purchase of own treasury | -| -| -| -| (31)| -| -| (31)| |shares | | | | | | | | | |------------------------------+-------+-------+----------+--------+--------+--------+--------+-------| |Revenue return attributable to| -| -| -| -| -| -| 640| 640| |shareholders | | | | | | | | | |------------------------------+-------+-------+----------+--------+--------+--------+--------+-------| |Dividends paid | -| -| -| -| -| -| (459)| (459)| |------------------------------+-------+-------+----------+--------+--------+--------+--------+-------| |As at 31 March 2009 (audited) | 15,180| -| (1,681)| 13,473| (31)| (614)| 601| 26,928| +-----------------------------------------------------------------------------------------------------+ * Included within these reserves is an amount of £11,404,000 (30 September 2008: £8,207,000; 31 March 2009: £11,748,000) which is considered distributable. The Special reserve has been treated as distributable in determining the amounts available for distribution. As the Company has not revoked its Investment Company Status under Section 833 of the Companies Act 2006, the Company can only pay dividends out of the Revenue reserve. Summary cash flow statement +-------------------------------------------------------------------+ | | | Unaudited | Unaudited | | | | | six months | six months | Audited | | | | ended | ended | year | | | | 30 | 30 | ended | | | | September | September | 31 March | | | | 2009 | 2008 | 2009 | | | Note | £'000 | £'000 | £'000 | |-----------------------+------+------------+------------+----------| | Operating activities | | | | | |-----------------------+------+------------+------------+----------| | Investment income | | 375 | 582 | 776 | | received | | | | | |-----------------------+------+------------+------------+----------| | Deposit interest | | 43 | 247 | 311 | | received | | | | | |-----------------------+------+------------+------------+----------| | Investment management | | (393) | (272) | (527) | | fees paid | | | | | |-----------------------+------+------------+------------+----------| | Other cash | | (112) | 9 | (188) | | (payments)/receipts | | | | | |-----------------------+------+------------+------------+----------| | Net cash | | | | | | (outflow)/inflow from | 9 | (87) | 566 | 372 | | operating activities | | | | | |-----------------------+------+------------+------------+----------| | | | | | | |-----------------------+------+------------+------------+----------| | Taxation | | | | | |-----------------------+------+------------+------------+----------| | UK corporation tax | | 27 | - | (126) | | received/(paid) | | | | | |-----------------------+------+------------+------------+----------| | | | | | | |-----------------------+------+------------+------------+----------| | Capital expenditure | | | | | | and financial | | | | | | investments | | | | | |-----------------------+------+------------+------------+----------| | Purchase of fixed | | (3,419) | (1,493) | (4,286) | | asset investments | | | | | |-----------------------+------+------------+------------+----------| | Net cash outflow from | | (3,419) | (1,493) | (4,286) | | investing activities | | | | | |-----------------------+------+------------+------------+----------| | | | | | | |-----------------------+------+------------+------------+----------| | Management of liquid | | | | | | resources | | | | | |-----------------------+------+------------+------------+----------| | Purchase of current | | | | | | asset investments | | (4,399) | (21,298) | (22,544) | |-----------------------+------+------------+------------+----------| | Disposal of current | | 3,836 | 3,983 | 11,933 | | asset investments | | | | | |-----------------------+------+------------+------------+----------| | Net cash outflow from | | | | | | management of liquid | | (563) | (17,315) | (10,611) | | resources | | | | | |-----------------------+------+------------+------------+----------| | | | | | | |-----------------------+------+------------+------------+----------| | Equity dividends paid | | | | | |-----------------------+------+------------+------------+----------| | Dividends paid | | (303) | (79) | (459) | |-----------------------+------+------------+------------+----------| | Net cash outflow | | (4,345) | (18,321) | (15,110) | | before financing | | | | | |-----------------------+------+------------+------------+----------| | | | | | | |-----------------------+------+------------+------------+----------| | Financing | | | | | |-----------------------+------+------------+------------+----------| | Issue of ordinary | | - | 10,567 | 10,568 | | share capital | | | | | |-----------------------+------+------------+------------+----------| | Purchase of own | | (13) | - | (24) | | shares | | | | | |-----------------------+------+------------+------------+----------| | Expenses of issue of | | | | | | ordinary share | | - | (580) | (478) | | capital | | | | | |-----------------------+------+------------+------------+----------| | Net cash | | | | | | (outflow)/inflow from | | (13) | 9,987 | 10,066 | | financing | | | | | |-----------------------+------+------------+------------+----------| | Decrease in cash | 10 | (4,358) | (8,334) | (5,044) | +-------------------------------------------------------------------+ Notes to the summarised financial statements for the six months to 30 September 2009 1. Accounting convention The financial statements have been prepared in accordance with the historical cost convention, modified to include the revaluation of investments, in accordance with applicable United Kingdom law and accounting standards and with the Statement of Recommended Practice "Financial Statements of Investment Trust Companies and Venture Capital Trusts" ("SORP") issued by the Association of Investment Companies ("AIC") in January 2009. Accounting policies have been applied consistently in current and prior periods. 2. Accounting policies Fixed and current asset investments Unquoted equity investments In accordance with FRS 26 "Financial Instruments: Recognition and Measurement", unquoted equity investments are designated as fair value through profit or loss ("FVTPL"). 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 Income statement 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, convertibles and unquoted equity derived instruments Warrants, convertibles and unquoted equity derived instruments are only valued if their exercise or contractual conversion terms would allow them to be exercised or converted as at the balance sheet date, and 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 and Euro commercial paper Unquoted loan stock and Euro Commercial Paper are classified as loans and receivables in accordance with FRS 26 and carried at amortised cost using the Effective Interest Rate method ("EIR") less impairment. Movements in the amortised cost relating to interest income are reflected in the revenue column of the Income statement, and hence are reflected in the Revenue reserve, and movements in respect of capital provisions are reflected in the capital column of the Income statement, and are reflected in the Realised capital reserve following sale, or in the Unrealised capital reserve on revaluation. For all unquoted loan stock, whether re-negotiated, 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. Unquoted loan stocks are classified as fixed asset investments in the balance sheet. Floating rate notes In accordance with FRS 26 "Financial Instruments: Recognition and Measurement", floating rate notes are designated as FVTPL. Floating rate notes are valued at market bid price at the balance sheet date. Floating rate notes are classified as current asset investments as they are investments held for the short term. Investments are recognised as financial assets on legal completion of the investment contract and are de-recognised on legal completion of the sale of an investment. 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. Fixed and current asset investments It is not the Company's policy to exercise control or significant influence over portfolio companies. Therefore in accordance with the exemptions under FRS 9 "Associates and joint ventures", those undertakings in which the Company holds more than 20 per cent. of the equity are not regarded as associated undertakings. Investment income Unquoted equity income 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. Unquoted loan stock, Euro commercial paper income and other preferred income The 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. Bank interest income Interest income is recognised on an accruals basis using the rate of interest agreed with the bank. Floating rate note income Floating rate note income is recognised on an accruals basis using the interest rate applicable to the floating rate note at that time. Investment management fees and other expenses All expenses have been accounted for on an accruals basis. Expenses are charged through the Revenue account except the following which are charged through the Realised capital reserve: * 75 per cent. of management fees are allocated to the capital account to the extent that these relate to an enhancement in the value of the investments. This is in line with the Board's expectation that over the long term 75 per cent. of the Company's investment returns will be in the form of capital gains; and * expenses which are incidental to the purchase or disposal of an investment are charged through the Realised capital reserve. Under the terms of the management agreement, total expenses including management fees and excluding performance fees will not exceed 3.5 per cent. of the net asset value per annum. Taxation Taxation is applied on a current basis in accordance with FRS 16 "Current tax". Taxation associated with capital expenses is applied in accordance with the SORP. In accordance with FRS 19 "Deferred tax", deferred taxation is provided in full on 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. Deferred tax assets are recognised to the extent that it is regarded as more likely than not that they will be recovered. The specific nature of taxation of venture capital trusts means that it is unlikely that any deferred tax will arise. The Directors have considered the requirements of FRS 19 and do not believe that any provision should be made. Performance incentive fee In the event that a performance incentive fee crystallises, the fee will be allocated between Revenue and Realised capital reserves based upon the proportion to which the calculation of the fee is attributable to revenue and capital returns. Reserves Unrealised capital reserves Increases and decreases in the valuation of investments held at the year end against cost, are included in this reserve. Special reserve This reserve was created on the cancellation of the Company's share premium account, is distributable and amongst other purposes, can be used for making market purchases and effecting tender offers of Ordinary shares, offsetting of losses to enable the Company to pay dividends, or can be used for the same purposes that the Company could use a share premium account. Treasury shares reserve This reserve accounts for amounts by which the distributable reserves of the Company are diminished through the repurchase of the Company's own shares for treasury. Realised capital reserves The following are disclosed in this reserve: * gains and losses compared to cost on the realisation of investments; and * expenses, together with the related taxation effect, charged in accordance with the above policies. Dividends In accordance with FRS 21 "Events after the balance sheet date", dividends declared by the Company are accounted for in the period in which the dividend has been paid or approved by shareholders in an Annual General Meeting. 3. Gains/(losses) on investments Unaudited Unaudited six months six months Audited ended ended year ended 30 September 30 September 31 March 2009 2008 2009 £'000 £'000 £'000 Unrealised losses on fixed asset investments held at fair value through profit or loss account (162) (610) (1,251) Unrealised gains/(losses) on investments held at amortised cost 11 - (108) Unrealised losses on fixed asset investments (151) (610) (1,359) Unrealised gains/(losses) on current asset investments held at fair value through profit or loss account 187 9 (60) Unrealised gains/(losses) sub total 36 (601) (1,419) Realised losses on current asset investments held at fair value through profit or loss account - (17) (15) 36 (618) (1,434) Investments valued on amortised cost basis are unquoted loan stock investments as described in note 2. 4. Investment income Unaudited Unaudited six months six months Audited ended ended year ended 30 September 30 September 31 March 2009 2008 2009 £'000 £'000 £'000 Income recognised on investments held at fair value through profit or loss Floating rate note interest 90 173 317 Bank deposit interest 37 233 312 Treasury gilt edged stock interest - 255 348 127 661 977 Income recognised on investments held at amortised cost Return on loan stock investments 173 64 159 Euro Commercial Paper interest 51 9 112 351 734 1,248 5. Dividends Unaudited Unaudited six months six months Audited ended ended year ended 30 September 30 September 31 March 2009 2008 2009 £'000 £'000 £'000 Dividend of 0.4p per share paid on 15 August 2008 - 79 79 Dividend of 1.25p per share paid on 9 January 2009 - - 380 Dividend of 1.0p per share paid on 7 August 2009 303 - - 303 79 459 In addition to the dividends summarised above, the Board has declared a second dividend for the year ending 31 March 2010 of 1 penny per share to be paid on 6 January 2010 to shareholders on the register on 4 December 2009. This is expected to amount to approximately £303,000. 6. Basic and diluted return per share Return per share has been calculated on 30,309,252 shares (30 September 2008: 30,187,643; 31 March 2009: 30,266,779), being the weighted number of shares in issue for the year, excluding treasury shares of 51,633 (30 September 2008: nil; 31 March 2009: 43,300). There are no convertible instruments, derivatives or contingent share agreements in issue for Albion Enterprise VCT PLC hence there are no dilution effects to the return per share. The basic return per share is therefore the same as the diluted return per share. 7. Investments Fixed asset investments held at fair value through profit or loss total £3,640,000 (30 September 2008: £1,998,000; 31 March 2009: £2,624,000). Fixed asset investments held at amortised cost total £5,543,000 (30 September 2008: £1,744,000; 31 March 2009: £3,180,000). Current asset investments held at fair value through profit or loss total £12,760,000 (30 September 2008: £14,749,000; 31 March 2009: £8,174,000). Current asset investments held at amortised cost total £nil (30 September 2008: £3,846,000; 31 March 2009: £3,949,000). 8. Called up share capital Unaudited Unaudited Audited 30 September 30 September 31 March 2009 2008 2009 £'000 £'000 £'000 Authorised 50,000,000 Ordinary shares of 50p each (30 September 2008 and 31 March 2009: 50,000,000) 25,000 25,000 25,000 Allotted, called up and fully paid 30,360,885 Ordinary shares of 50p each (30 September 2008 and 31 March 2009: 30,360,885) 15,180 15,180 15,180 During the period to 30 September 2009, the Company purchased 8,333 Ordinary shares to be held in treasury at a cost of £6,000, representing 0.03 per cent. of its issued share capital as at 1 April 2009. The shares purchased for treasury were funded from the treasury shares reserve. The total number of Ordinary shares held in treasury as at 30 September 2009 was 51,633 (30 September 2008: nil; 31 March 2009: 43,300) representing 0.17 per cent. of share capital as at 1 April 2009. 9. Reconciliation of revenue return on ordinary activities before taxation to net cash inflow from operating activities Unaudited Unaudited six months six months Audited ended ended year ended 30 September 30 September 31 March 2009 2008 2009 £'000 £'000 £'000 Revenue return on ordinary activities before taxation 184 541 874 Investment management fee charged to capital (255) (299) (542) Recovery of VAT charged to capital - - 28 Movement in accrued amortised loan stock interest 51 (21) (30) Decrease/(increase) in operating debtors 4 180 (128) (Decrease)/increase in operating creditors (71) 165 170 Net cash (outflow)/inflow from operating activities (87) 566 372 10. Analysis of change in cash during the period Unaudited Unaudited Audited six months ended six months ended year ended 30 September 2009 30 September 2008 31 March 2009 £'000 £'000 £'000 Opening cash balances 9,319 14,363 14,363 Net cash outflow (4,358) (8,334) (5,044) Closing cash balances 4,961 6,029 9,319 11. Contingencies, guarantees and financial commitments At 30 September 2009 the Company had no guarantees or commitments (30 September 2008: nil; 31 March 2009: nil). 12. Post balance sheet events Since 30 September 2009, the Company has completed the following transactions: * Investment in Mi-Pay Limited of £28,000 * Investment in Vibrant Energy Assessors Limited of £14,000 * Disposal of Bank of America floating rate note (maturity date 2 February 2011) for £1,972,000 * Disposal of Nationwide Building Society floating rate note (maturity date 7 June 2010) for £1,869,000 * Disposal of Barclays Bank floating rate note (maturity date 2 July 2010) for £3,788,000 13. Related party transactions The Manager, Albion Ventures LLP, is considered to be a related party by virtue of the fact that Patrick Reeve, a Director of the Company, is also a Partner of the Manager. The Manager is party to a management agreement from the Company. During the period, services of a total value of £339,000 (30 September 2008: £399,000; 31 March 2009: £723,000) were purchased by the Company from Albion Ventures LLP. At the financial period end, the amount due to Albion Ventures LLP disclosed as accruals and deferred income was £166,000 (30 September 2008: £189,000; 31 March 2009: £219,000). Patrick Reeve, is a Director of the Company, and is also the Managing Partner of Albion Ventures LLP, which is the Manager of the Fund. During the period, the Company was charged £10,000 including VAT (30 September 2008: £10,000; 31 March 2009: £20,000) by Albion Ventures LLP in respect of Patrick Reeve's services as a Director. At the financial period end, the amount due to Albion Ventures LLP in respect of these services disclosed as accruals and deferred income was £5,000 (30 September 2008: £6,000; 31 March 2009: £5,000). Maxwell Packe is the Chairman of the Board and a shareholder in Vibrant Energy Assessors Limited, a company in which Albion Enterprise VCT PLC is invested. During the period, the Company invested £56,000 in Vibrant Energy Assessors Limited. At the financial period end, the Company held equity with a value of £18,000, and loan stock with a value of £150,000. During the period, the Company received loan stock interest of £5,000. 14. Other information The information set out in this announcement does not constitute the Company's statutory accounts within the terms of section 434 of the Companies Act 2006 for the periods ended 30 September 2009 and 30 September 2008, and is unaudited. The information for the year ended 31 March 2009 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 auditors reported on these accounts; their reports were unqualified and did not contain statements under s498 (2) or (3) of the Companies Act 2006. 15. Publication The 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 FSA viewing facility and also electronically at www.albion-ventures.co.uk under the 'Our Funds' section. ---END OF MESSAGE--- http://hugin.info/141807/R/1357223/330076.pdf http://hugin.info/141807/R/1357223/330162.pdf This announcement was originally distributed by Hugin. The issuer is solely responsible for the content of this announcement.
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