Interim Results - 6 Months to 30 September 1999

Close Brothers Venture Cap Tst PLC 2 December 1999 CLOSE BROTHERS VENTURE CAPITAL TRUST PLC Interim Report for the six months to 30 September, 1999 Chairman's Statement Introduction Close Brothers Venture Capital Trust PLC was launched in 1996 to invest in asset-backed companies alongside partners with proven experience in the sector concerned. Investments are typically a mixture of equity and loan stock secured on the assets of the investee company. Investee companies do not normally have external borrowings. Including the 'C' Share issue in 1997, a total of £39.7 million was raised from private investors. Investment progress Your Board is pleased to announce that the company's investment strategy continues to be implemented according to plan. A total of £4.13 million was invested in qualifying unquoted companies in the first six months of the year. This brings the total invested or scheduled for investment for Close Brothers Venture Capital Trust to £30.50 million (before revaluations) in 16 separate investee companies. Of this amount £20.00 million has been allocated to the Ordinary Share pool and £10.50 million to the 'C' Share pool. This represents some 82 per cent. and 70 per cent. of the Ordinary Shares' and the 'C' Shares' respective cash and investments (again, before revaluations). A portion of these sums will not be invested until the next financial year. Nevertheless, the Ordinary Share pool is now comfortably over the key 70 per cent. threshold, while, in view of investments currently in progress, the 'C' Share pool will also be well over 70 per cent. level by 31 March 2000, being the third anniversary of its launch. Key areas for investment continue to be the hotel, residential property development and nursing home sectors, although with our new investment in City Screen (Cambridge) Ltd we have broadened our portfolio into the cinema sector, and are currently also reviewing opportunities in the health and fitness sector. In the period since 1 April and in line with our policy of concentrating on more specialised areas of nursing care, we have invested in a third operation providing care for those with learning difficulties, also in East Anglia. Our investment in Fryers Walk VCT Limited, whose home is currently under construction, will comprise a 34 bed 'core and cluster' residential care unit in the centre of Thetford, Norfolk. Trading in the two non-specialist care homes, however, continues below budget, in line with the general problems seen in the market. Our activity in the residential development sector, which is restricted to 20 per cent. of the portfolio, is through six companies established with separate developers, and is continuing to benefit from the strong housing market. Our stake in Badminton Homes Limited is likely to be sold shortly at a small profit and the proceeds distributed to your VCT following the completion of its development. A replacement investment in the residential sector is therefore now in the process of being identified. Our budget hotels continue to perform above initial expectations and we are currently in the process of investing in a third hotel, under the Days Inn brand. Meanwhile, negotiations are at an advanced stage for the disposal of our investment in the Rose & Crown Hotel in Tring, at a price in excess of our current carrying value. As already mentioned, the investment in City Screen (Cambridge) brings us into a new sector with this specialist, three screen cinema, in the centre of Cambridge. The cinema opened in August and trading levels are above initial expectations. Other than where further sums reserved for investment have been subscribed, there have been no increase in valuations for the first half of the year, although, given the strong performance and cash generation of many of our investments, your board would hope for further uplifts in values by the year end, based as usual upon third party professional valuations. The following is a summary of qualifying investments made to date, comprising amounts invested and scheduled for investment, and after including the revaluations referred to above: Investee Company Ordinary Shares 'C' Shares Total Inv. Reval. Res. Inv. Reval. Res. at for at for Cost inv. Cost inv. Care Homes Churchcroft VCT Ltd 760 123 183 490 79 117 1,752 Downing Harnham Croft Nursing Home Ltd 580 - - 370 - - 950 Drummond Court VCT Ltd 915 - - 585 - - 1,500 Hornchurch VCT Ltd 2,850 (500) - - - - 2,350 Fryers Walk VCT Ltd 760 - 155 240 - 345 1,500 Hotels Hawkwell VCT Ltd 1,610 - 300 1,390 - - 3,300 Premier VCT (Bristol) Ltd 1,610 159 650 1,390 137 50 3,996 Premier VCT (Dartford) Ltd 3,000 553 - - - 1,500 5,053 Rose & Crown VCT Ltd 915 (183) - 585 (117) - 1,200 Residential Development Badminton Homes Ltd 200 - - 800 - - 1,000 Cathedral Homes VCT Ltd - - - 1,150 - - 1,150 Chase Midland VCT Ltd 1,600 - - - - - 1,600 Country & Metropolitan VCT Ltd 1,500 - - - - - 1,500 Portland Homes (Woodside Green) Ltd 300 - - 700 - 200 1,200 Tower Gate VCT Ltd 1,200 - - - - - 1,200 Other City Screen (Cambridge) Ltd 415 - 500 585 - - 1,500 Total 18,215 152 1,788 8,285 99 2,212 30,751 Results and Dividend As at 30 September, 1999 the net asset value applicable to the Ordinary Shares was £23.98 million or 99.5 pence per share, which compares with a net asset value at 31 March, 1999 of £24.06 million or 99.6 pence per share. Net income before taxation was £866,000 enabling the board to declare a net interim dividend of 2.5 pence per Ordinary Share, compared to 2.2 pence for the comparable period of the previous year. The net asset value applicable to the 'C' Shares was £14.91 million, or 96.2 pence per share compared with a net asset value at 31 March, 1999 of £14.80 million, or 95.5 pence per share. Net income before taxation was £451,000 in the period enabling the board to declare a net interim dividend of 2.2 pence per 'C' Share, compared to 2.0 pence for the comparable period of the previous year. The interim dividends will be paid on 14 January, 2000 to shareholders registered on 17 December, 1999. Cancellation of share premium account The board is pleased to announce that the court order confirming the cancellation of the share premium account was duly made and this will facilitate the company's ability to purchase its own shares, as and when the Board deems it appropriate to do so. 50,000 Ordinary Shares were purchased for cancellation at 88p per share during the period. Shareholder value created in respect of each class of share since launch: Ordinary Shares 'C' Shares pence per share pence per share (launched Mar. 96)(launched Mar. 97) Gross dividend for the year to 31 March, 1997 5.0 - Gross dividend for the year to 31 March, 1998 6.0 5.0 Gross first and second interim dividends and net final dividend for the year to 31 March, 1999 7.8 6.3 Net dividend for the six months to 30 September, 1999 2.5 2.2 Net asset value per share at 30 September, 1999 99.5 96.2 _____ _____ Total 120.8 109.7 ===== ===== Note: following the cessation of tax credits on 5 April 1999, dividends paid by VCTs no longer benefit from tax-free tax credits for qualifying UK shareholders. Year 2000 Compliance The Directors have assessed the impact of the year 2000 in relation to the computer systems used by the Manager. The possible adverse effect relating to such systems on the Company is considered to be insignificant. David Watkins Chairman 1 December, 1999 Unaudited Statement of Total Return (incorporating the revenue account) for the six months to 30 September, 1999 Current Year Ordinary Shares 'C' Shares Total Six months to 30 Six months to 30 Six months to 30 September, 1999 September, 1999 September, 1999 Rev Cap Tot Rev Cap Tot Rev Cap Tot £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 Gains on investments - 60 60 - 185 185 - 245 245 Income 998 - 998 515 - 515 1,513 - 1,513 Investment management fees (104) (104) (208) (47) (47) (94) (151) (151) (302) Other expenses (28) (28) (56) (17) (17) (34) (45) (45) (90) ____ ____ ____ ___ ___ ___ _____ ____ _____ Return on ordinary activities before tax 866 (72) 794 451 121 572 1,317 49 1,366 Tax on ordinary activities (260) 39 (221) (135) 19 (116) (395) 58 (337) ____ ___ ____ ___ ___ ____ _____ ___ _____ Return attributable to shareholders 606 (33) 573 316 140 456 922 107 1,029 Dividends (603) - (603) (341) - (341) (944) - (944) ____ ___ ___ ____ ___ ___ ____ ___ _____ Transfer to (from) reserves 3 (33) (30) (25) 140 115 (22) 107 85 ==== ==== === ==== ==== ==== ==== === ==== Return per share 2.5p (0.1)p 2.4p 2.0p 0.9p 2.9p All revenue and capital items in the above statement derive from continuing operations. Unaudited Statement of Total Return (incorporating the revenue account) for the six months to 30 September, 1998 Previous Year - for comparison Ordinary Shares 'C' Shares Total Six months to 30 Six months to 30 Six months to 30 September, 1998 September, 1998 September, 1998 Rev Cap Tot Rev Cap Tot Rev Cap Tot £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 Gains(losses)on investments - 218 218 - (127) (127) - 91 91 Income 1,015 - 1,015 678 - 678 1,693 - 1,693 Investment management fees (83) (83) (166) (37) (37) (74) (120) (120) (240) Other expenses (27) (27) (54) (18) (18) (36) (45) (45) (90) ____ ____ ____ ___ ___ ___ _____ ____ _____ Return on ordinary activities before tax 905 108 1,013 623 (182) 441 1,528 (74) 1,454 Tax on ordinary activities (260) 32 (228) (189) 17 (172) (449) 49 (400) ____ ___ ____ ___ ___ ____ _____ ___ _____ Return attributable to shareholders 645 140 785 434 (165) 269 1,079 (25) 1,054 Dividends (532) - (532) (310) - (310) (842) - (842) ____ ___ ___ ____ ___ _____ ____ ___ _____ Transfer to (from) reserves 113 140 253 124 (165) (41) 237 (25) 212 ==== ==== === ==== ==== ==== ==== === ==== Return per share 2.6p 0.6p 3.2p 2.8p (1.1) 1.7p All revenue and capital items in the above statement derive from continuing operations. Unaudited summary balance sheet at 30 September, 1999 30 September, 1999 30 September, 1998 31 March, 1999 Ord. 'C' Total Ord. 'C' Total Ord 'C' Total Shares Shares Shares Shares Shares Shares £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 Fixed asset inv. Qualifying: Sched. for inv.20,155 10,596 30,751 17,529 7,979 25,508 18,967 9,764 28,731 less:uninvested(1,788)(2,212)(4,000)(3,650)(3,200)(6,850)(1,283)(4,967)(6,250) ______ ______ ______ ______ _____ ______ ______ ______ ______ Net inv. to date 18,367 8,384 26,751 13,879 4,779 18,658 17,684 4,797 22,481 Non-qual: 2,056 6,498 8,554 7,002 7,981 14,983 5,003 8,441 13,444 ______ _____ ______ ______ _____ ______ ______ _____ ______ Total fixed asset inv. 20,423 14,882 35,305 20,881 12,760 33,641 22,687 13,238 35,925 ______ ______ ______ ______ ______ ______ ______ _____ ______ Current assets Debtors 513 229 742 452 190 642 500 277 777 Short term money market depos. 4,035 200 4,235 3,954 2,628 6,582 1,150 1,423 2,573 _____ _____ _____ _____ _____ _____ _____ _____ _____ 4,548 429 4,977 4,406 2,818 7,224 1,650 1,700 3,350 Creditors: due within 1 year (994) (402)(1,396)(1,070) (705)(1,775) (282) (141) (423) _____ ____ _____ _____ _____ _____ ____ ____ ____ Net current assets 3,554 27 3,581 3,336 2,113 5,449 1,368 1,559 2,927 _____ _____ ______ ______ ______ _____ _____ _____ _____ Net assets 23,977 14,909 38,886 24,217 14,873 39,090 24,055 14,797 38,852 ====== ====== ====== ====== ====== ====== ====== ====== ====== Represented by: Called up share capital 12,055 7,749 19,804 12,080 7,751 19,831 12,080 7,749 19,829 Share premium account - - - 10,866 6,976 17,842 10,866 6,974 17,840 Special res. 10,862 6,971 17,833 - - - - - - Cap red. res. 45 4 49 20 - 20 20 4 24 Capital res. 891 133 1,024 1,014 (53) 961 924 (7) 917 Profit and loss account 124 52 176 237 199 436 165 77 242 ___ ___ _____ _____ ____ ___ ___ ___ ___ Total shareholders' funds 23,977 14,909 38,886 24,217 14,873 39,090 24,055 14,797 38,852 ====== ====== ====== ====== ====== ====== ====== ====== ====== Net asset value per share 99.5p 96.2p 100.2p 95.9p 99.6p 95.5p Review report by the auditors on the interim information To the members of Close Brothers Venture Capital Trust PLC Introduction We have been instructed by the company to review the financial information and we have read the other information contained in the interim report and considered whether it contains any apparent misstatements or material inconsistencies with the financial information. Directors' responsibilities The interim report, including the financial information contained therein, is the responsibility of, and has been approved by, the directors. The Listing Rules of the London Stock Exchange require that the accounting policies and presentation applied to the interim figures should be consistent with those applied in preparing the preceding annual accounts except where any changes, and the reason for them, are disclosed. Review work performed We conducted our review in accordance with guidance contained in Bulletin 1999/4 issued by the Auditing Practices Board. A review consists principally of making enquiries of group management and applying analytical procedures to the financial information and underlying financial data and, based thereon, assessing whether the accounting policies and presentation have been consistently applied unless otherwise disclosed. A review excludes audit procedures such as tests of controls and verification of assets, liabilities and transactions. It is substantially less in scope than an audit performed in accordance with Auditing Standards and therefore provides a lower level of assurance than an audit. Accordingly, we do not express an audit opinion on the financial information. Review conclusion On the basis of our review we are not aware of any material modifications that should be made to the financial information as presented for the six months ended 30 September, 1999. Deloitte & Touche Chartered Accountants Stonecutter Court 1 Stonecutter Street London EC4A 4TR 1 December, 1999 This interim report is being sent to shareholders and copies will be made available at the registered office of the Company. For further information: Patrick Reeve - Close VCT Management Telephone: 0171-426 4000
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