Half-yearly report

Elderstreet VCT plc Half-Yearly Report for the six months ended 30 June 2011 RECENT PERFORMANCE SUMMARY   30 Jun   31 Dec   30 Jun 2011 2010 2010 pence pence pence Net asset value per share 71.1   76.6   69.5 Cumulative distributions paid per share 50.0   50.0   48.0 ---------- ---------- --------- Total return per share 121.1   126.6   117.5 CHAIRMAN'S STATEMENT I present the Half-Yearly Report for Elderstreet VCT plc for the six-month period ended 30 June 2011. Net Asset Value At 30 June 2011, the Company's Net Asset Value ("NAV") per share stood at 71.1p, a decrease of 5.5p or 7.2% since 31 December 2010.  This fall is mostly attributable to the fall in value of two AIM stocks which are discussed further below. Venture capital investments The Company made one follow-on investment of £134,000 in AngloINFO Limited during the period. The holding in WeComm Limited was sold for £939,000, realising a gain of £4,000 against the year end valuation, and £89,000 against the original cost.  Smart Education Limited also redeemed a proportion of the loan notes held by the Company at par value. The Board has reviewed the valuations of the unquoted investments at the period end and made adjustments to the valuations of five companies. Total unrealised losses for the period from the venture capital portfolio amounted to £1.6 million and total realised gains were £4,000.  The most significant movements in value were two of the AIM-quoted investments, Access Intelligence plc, which fell by £976,000 (equivalent to 3.4p per share), and Snacktime plc, which fell by £629,000 (equivalent to 2.2p per share). Listed fixed income securities The Company continues to hold a small portfolio of fixed interest investments which are managed by Smith & Williamson Investment Management Limited. During the period, this portfolio produced unrealised gains of £14,000. Results The loss on activities after taxation for the period was £1.6 million (2010: £1.3 million), comprising a revenue return of £140,000 and a capital loss of £1.7 million. Dividend The Company intends to pay an interim dividend to Shareholders of 2.0p per share on 2 December 2011 to Shareholders on the register at 4 November 2011. Top-up share issue The Company undertook a top-up issue during the period, issuing 4,778,800 shares at an average price of 80.0p per share.  Net proceeds of the offer were £3.6 million.  The additional funds will allow the Company to participate in more new investment opportunities as well as providing a greater asset base over which the fixed running costs will be borne. Share buybacks In June 2011, the Company spent approximately £160,000 purchasing 263,000 shares for cancellation at a price of 60.5p per share at a 15% discount to the most recently published NAV. The Board has agreed to make funds of up to £200,000 available for share buybacks following the release of these results. The Board will buy in shares at approximately a 15% discount to the most recently published NAV and expects the next buyback to take place at the end of November 2011. Shareholders who wish to sell their shares should contact Downing. Risks and uncertainties Under the Disclosure and Transparency Directive, the Board is required in the Company's half-yearly results to report on principal risks and uncertainties facing the Company over the remainder of the financial year. The Board has concluded that the key risks facing the Company over the remainder of the financial period are as follows: (i) investment risk associated with investing in small and immature businesses; (ii) liquidity risk arising from investing mainly in unquoted businesses; and (iii) failure to maintain approval as a VCT. In all cases the Board is satisfied with the Company's approach to these risks. As a VCT, the Company is forced to have significant exposure to relatively immature businesses. This risk is mitigated to some extent by holding a well- diversified portfolio. With a reasonably illiquid venture capital investment portfolio, the Board ensures that it maintains an appropriate proportion of its assets in cash and liquid instruments. The Company's compliance with the VCT regulations is continually monitored by the Administration Manager, who regularly reports to the Board on the current position. The Company also retains PricewaterhouseCoopers to provide regular reviews and advice in this area.  The Board considers that this approach reduces the risk of a breach of the VCT regulations to a minimal level. Going concern The Company has considerable financial resources at the period end, and holds a diversified portfolio of investments.  As a consequence, the Directors believe that the Company is well placed to manage its business risks successfully despite the current uncertain economic outlook. The Directors have concluded that the Company has adequate resources to continue in operational existence for the foreseeable future. Thus, they continue to adopt the going concern basis of accounting in preparing the financial statements. Outlook Since the end of the period, stock markets have experienced sharp falls in value as a result of fears concerning eurozone bailouts and the general weakness of the economy.  At the time of writing, the impact on the Company's NAV had been reasonably limited, showing a fall of approximately 1.0p per share  between 30 June and 26 August 2011. This environment clearly remains difficult for small businesses.  Accordingly, the manager will continue to take an active hands-on approach in supporting the portfolio companies through the challenges they face.  This climate can also provide good opportunities for new investments at attractive prices.  Now that the Company has a reasonable level of funds available, it is well- placed to take advantage of those opportunities. David Brock Chairman UNAUDITED BALANCE SHEET as at 30 June 2011   As at   As at   As at 30 Jun 30 Jun 31 Dec  2011  2010 2010   £'000   £'000   £'000 Fixed assets Investments 15,185   16,036   17,834 -------- -------- --------- Current assets Debtors 46   502   33 Cash at bank and in hand 5,608   942   1,127 -------- -------- ---------   5,654   1,444      1,160 Creditors: amounts falling due within one year (200)   (210)   (209) -------- -------- --------- Net current assets 5,454   1,234   951 -------- -------- --------- Net assets 20,639   17,270   18,785 Capital and reserves Called up share capital 1,452   1,242   1,226 Capital redemption reserve 212   183   199 Merger reserve 1,985   2,211   2,082 Share premium 8,999   5,625   5,625 Special reserve 1,619   2,319   1,728 Revaluation reserve 2,093   1,240   3,875 Capital reserve - realised 3,864   4,321   3,775 Revenue reserve 415   129   275 -------- -------- --------- Equity shareholders' funds 20,639   17,270   18,785 Net Asset Value per share: 71.1p   69.5p   76.6p UNAUDITED INCOME STATEMENT for the six months ended 30 June 2011   Six months ended 30 Jun 2011   Revenue   Capital   Total   £'000   £'000   £'000 Income 285   -   285 (Losses)/gains on investments  - realised -   4   4  - unrealised -   (1,602)   (1,602) --------- --------- --------   285   (1,598)   (1,313) Investment management fees (47)   (141)   (188) Performance incentive fee -   -   - Other expenses (98)   -   (98) --------- --------- -------- Return/(loss) on ordinary activities before taxation 140   (1,739)   (1,599) Taxation -   -   - --------- --------- -------- Return/(loss) attributable to equity shareholders 140   (1,739)   (1,599) Basic and diluted return per share 0.5p   (6.4p)   (5.9p)   Six months ended   Year ended 30 Jun 2010 31 Dec 2010   Revenue   Capital   Total   Total   £'000   £'000   £'000   £'000 Income 264   -   264   493 (Losses)/gains on investments - realised - 206 206 197  - unrealised -   (1,463)   (1,463)   827 --------- --------- --------- ------------   264   (1,257)   (993)   1,517 Investment management fees (45)   (134)   (179)   (351) Performance incentive fee -   (23)   (23)   (48) Other expenses (106)   (9)   (115)   (225) --------- --------- --------- ------------ Return/(loss) on ordinary activities before taxation 113 (1,423) (1,310) 893 Taxation (4)   4   -   - --------- --------- --------- ------------ Return/(loss) attributable to equity shareholders 109 (1,419) (1,310) 893 Basic and diluted return per share 0.5p   (6.1p)   (5.6p)   3.7p RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS for the six months ended 30 June 2011   30 Jun   30 Jun   31 Dec 2011 2010  2010   £'000   £'000   £'000 Opening shareholders' funds 18,785   17,865   17,865 Issue of shares 3,823   1,455   1,455 Share issue costs (210)   (80)   (80) Purchase of own shares (160)   (158)   (349) Total recognised (losses)/gains in the period (1,599)   (1,310)   893 Dividends -   (502)   (999) --------- --------- ------- Closing shareholders' funds 20,639   17,270   18,785 UNAUDITED CASHFLOW STATEMENT for the six months ended 30 June 2011     Six   Six  months   months   Year  ended ended  ended  30 Jun 30 Jun 31 Dec 2011  2010  2010   Note £'000   £'000   £'000 Net cash outflow from operating activities and returns on investments 1 (29) (9) (42) --------- ---------- -------- Capital expenditure Purchase of investments   (153)   (910)   (2,403) Sale of investments   1,204   248   2,652 --------- ---------- -------- Net cash inflow/(outflow) from capital expenditure 1,051   (662)   249 --------- ---------- -------- Equity dividends paid   -   (502)   (999) --------- ---------- -------- Net cash inflow/(outflow) before financing   1,022   (1,173)   (792) Financing Proceeds from share issue   3,823   1,454   1,455 Share issue costs   (204)   (80)   (86) Purchase of own shares   (160)   (158)   (349) --------- ---------- -------- Net cash inflow from financing   3,459   1,216   1,020 --------- ---------- -------- Increase in cash 2 4,481 43 228 Notes to the cash flow statement: 1 Net cash inflow from operating activities and returns on investments (Loss)/return on ordinary activities before (1,599)   (1,310)   893 taxation Losses/(gains) on investments   1,598   1,257   (1,024) (Increase)/decrease in other debtors   (20)   16   64 (Decrease)/increase in other creditors   (8)   28   25 --------- ---------- -------- Net cash outflow from operating activities and returns on investments (29) (9) (42) 2 Analysis of net funds Beginning of period   1,127   899   899 Net cash inflow   4,481   43   228 --------- ---------- -------- End of period   5,608   942   1,127 SUMMARY OF INVESTMENT PORTFOLIO as at 30 June 2011   Unrealised    gain/(loss) % of   Cost Valuation in period  portfolio   £'000 £'000 £'000 by value Top ten venture capital investments Wessex Advanced Switching Products 60 2,467 (206) 11.9% Limited Smart Education Limited 1,274 1,901 - 9.1% Snacktime plc * 1,375 1,577 (629) 7.6% Fords Packaging Systems Limited 1,047 1,418 266 6.8% Access Intelligence plc * 1,633 1,325 (976) 6.4% Lyalvale Express Limited 915 1,255 228 6.0% AngloINFO Limited 662 732 - 3.5% Fulcrum Utility Services Limited * 500 594 (52) 2.9% Baldwin & Francis (Holdings) Limited 690 572 (198) 2.7% Aconite Technology Limited 460 460 - 2.2% -----------------------------------------   8,616 12,301 (1,567) 59.1% Other venture capital investments 3,666 1,444 (49) 7.0% Listed fixed income securities 1,408 1,440 14 6.9% ----------------------------------------- Subtotal 13,690 15,185 (1,602) 73.0% Cash at bank and in hand   5,608   27.0% ----------- ----------- Total investments   20,793   100.0% All venture capital investments are unquoted unless otherwise stated. * Quoted on AIM SUMMARY OF INVESTMENT MOVEMENTS for the six months ended 30 June 2011 Additions   £'000 Venture capital investments AngloINFO Limited 134 Other investments 19 --------   153 Disposals Market Gain/ Total  value at (loss) realised 1 January Disposal against   gain/   Cost  2011 proceeds  cost (loss)   £'000 £'000  £'000  £'000  £'000 Smart Education Limited 199 265 265 66 - Wecomm Limited 850 935 939 89 4 ----------------------------------------------------   1,049 1,200 1,204 155 4 NOTES TO THE UNAUDITED FINANCIAL STATEMENTS 1. The unaudited half yearly financial results cover the six months to 30 June 2011 and have been prepared in accordance with the accounting policies set out in the statutory accounts for the year ended 31 December 2010, which were prepared under UK Generally Accepted Accounting Practice and in accordance with the Statement of Recommended Practice "Financial Statements of Investment Trust Companies and Venture Capital Trusts" revised January 2009. 2. All revenue and capital items in the Income Statement derive from continuing operations. 3. The Company has only one class of business and derives its income from investments made in shares, securities and bank deposits. 4. The comparative figures are in respect of the six months ended 30 June 2010 and the year ended 31 December 2010 respectively. 5. Return per share   30 Jun   30 Jun   31 Dec 2011  2010 2010 Return per share based on: Net revenue gain for the period (£'000) 140   109   185 Capital return per share based on: Net capital (loss)/gain for the period (1,739)   (1,419)   708 (£'000) Weighted average number of shares 26,954,181   23,287,887   24,429,890 6. Dividends Per 30 Jun 2011 31 Dec   2010   share Revenue   Capital   Total   Total   pence £'000   £'000   £'000   £'000 Paid in the period 2009 Final dividend 2.0 -   -   -   502 2010 Interim dividend 2.0 -   -   -   497 --------- --------- ------- --------     -   -   -   999 Paid on 6 July 2011 2010 Final dividend 2.0 146   439   585   - 7. Net Asset Value per share   30 Jun   30 Jun 2010   31 Dec  2011  2010 Net Asset Value per share based on: Net Assets (£'000) 20,639   17,270   18,785 Number of Shares in issue 29,032,002   24,845,844   24,516,202 Net Asset Value per share 71.1p   69.5p   76.6p 8. Called up share capital   Shares £'000 As at 1 January 2011 24,516,202 1,226 Shares issued in period 4,778,800 239 Shares bought back and cancelled (263,000) (13) --------------------- As at 30 June 2011 29,032,002 1,452 Between 22 March 2011 and 5 May 2011, the Company allotted 4,778,800 Ordinary Shares of 5p each, under the terms of a prospectus dated 21 December 2010, at 80.0p per share, with gross proceeds received thereon of £3.8 million.  Issue costs in respect of the offer amounted to £210,000. During the period the Company purchased 263,000 Ordinary Shares of 5p each for cancellation for an aggregate consideration of £160,000, at a price of 60p per Ordinary Share of 5p each (approximately equal to a 15% discount to the most recently published NAV at the time of purchase), and representing 2.5% of the issued Ordinary Share capital held at 1 January 2010. 9. Capital and Reserves   Capital         Capital Redemption Merger Share Special Revaluation  reserve Revenue  reserve  reserve  premium reserve  reserve  -realised  reserve   £'000 £'000 £'000 £'000 £'000 £'000 £'000 At 1 199 2,082 5,625 1,728 3,875 3,775 275 January 2011 Issue of - - 3,584 - - - - new shares Share - - (210) - - - - issue costs Purchase of own 13 - - (160) - - - shares Expenses - - - - - (141) - capitalised (Losses)/gains on investments - - - - (1,602) 4 - Realisation of revaluations from previous years - - - - (150) 150 - Realisation of fair value assets previously acquired - (97) - - (30) 127 - Transfer between reserves - - - 51 - (51) - Retained net revenue for the - - - - - - 140 period ------------------------------------------------------------------------- At 30 212 1,985 8,999 1,619 2,093 3,864 415 June 2011 Distributable reserves comprise the special reserve, capital reserve - realised, revenue reserve, and are reduced by investment holding losses of £2,321,000 (31 Dec 2010: £510,000). £477,000 (31 Dec 2010: £477,000) of the merger reserve is also distributable. At the period end, total distributable reserves were £4,054,000 (31 Dec 2010: £5,745,000). 10. The Directors confirm that, to the best of their knowledge, the half-yearly financial statements have been prepared in accordance with the "Statement: Half- Yearly Financial Reports" issued by the UK Accounting Standards Board and the half-yearly financial report includes a fair review of the information required by: (a) DTR 4.2.7R of the Disclosure and Transparency Rules, being an indication of important events that have occurred during the first six months of the financial year and their impact on the condensed set of financial statements, and a description of the principal risks and uncertainties for the remaining six months of the year; and (b) DTR 4.2.8R of the Disclosure and Transparency Rules, being related party transactions that have taken place in the first six months of the current financial year and that have materially affected the financial position or performance of the entity during that period, and any changes in the related party transactions described in the last annual report that could do so. 11. The unaudited financial statements set out herein do not constitute statutory accounts within the meaning of Section 434 of the Companies Act 2006 and have not been delivered to the Registrar of Companies. The figures for the year ended 31 December 2010 have been extracted from the financial statements for that year, which have been delivered to the Registrar of Companies; the auditors' report on those financial statements was unqualified. 12. Copies of the unaudited half-yearly results will be sent to Shareholders shortly. Further copies can be obtained from the Company's Registered Office and downloaded from www.downing.co.uk This announcement is distributed by Thomson Reuters on behalf of Thomson Reuters clients. The owner of this announcement warrants that: (i) the releases contained herein are protected by copyright and other applicable laws; and (ii) they are solely responsible for the content, accuracy and originality of the information contained therein. Source: Elderstreet VCT plc via Thomson Reuters ONE [HUG#1542819]
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