Preliminary Announcement

Elderstreet Downing VCT PLC 26 May 2000 ELDERSTREET DOWNING VCT PLC - FINAL RESULTS PRELIMINARY ANNOUNCEMENT OF RESULTS FOR THE YEAR ENDED 31 DECEMBER 1999 FINANCIAL HIGHLIGHTS 1999 1998 pence pence Net asset value per share 125.1 94.7 Revenue return per ordinary share 2.7 3.1 Total dividends per ordinary share 2.5 3.0 (including tax credits where reclaimable) Net assets £18.9 million £14.4 million The statement to shareholders by the Chairman, David Brock, includes the following comments: Introduction I am pleased to present the Company's preliminary announcement of results for the year ended 31 December 1999, the second year in Elderstreet Downing's life. Your Company has been extremely active during the year and has made good progress in building up a portfolio of investments in a variety of qualifying businesses. The Company's net asset value per share had risen to 125.1p (compared to an initial 95p) by 31 December 1999 which represents an increase of 30.8% over the year. The Company had invested approximately 70% of its available funds by the year-end. Venture capital investments At the end of the financial year £10.6 million had been invested in twenty eight companies, details of which are set out in the annual report under Review of Investments. Since 1 January 2000 a further £2.0 million has been invested in ten companies and £0.4 million of follow on investments has been made in three companies. The venture capital portfolio now totals over £12 million spread across thirty eight companies, which sees your Company fully qualified for VCT purposes, well inside the three year statutory deadline of 31 December 2000. The British Venture Capital Association valuation guidelines require an unquoted investment to be valued at cost unless there is a significant event such as further fund raising or a failure to proceed to plan. The majority of the Company's unquoted investments are thus currently held at cost. The two exceptions are Topnotch Health Clubs plc and Shopcreator Developments Limited. Topnotch has been revalued upwards by £342,000 following a further fundraising by the company. In addition, I am pleased to inform you that Topnotch has recently floated on AIM at a price in excess of the year end valuation. Shopcreator has also been revalued upwards by £201,000 following a further fundraising which took place in December 1999. Investments listed on the Alternative Investment Market ('AIM') are all valued at the quoted mid-market price and have, in all but one case, shown upward movements in price over cost. The most significant increase has been in the Company's holding in Freecom.net Plc which was valued at £3.2 million at the Balance Sheet date. Elderstreet Downing originally invested £239,000 in June 1999 and Freecom.net subsequently floated on AIM in November 1999. Since the year end part of the holding in Freecom.net Plc has been sold giving rise to realised gains of in excess of £900,000 (approximately 6p per share). During the year the Company also invested £99,000 in Harrier Group PLC prior to its flotation on AIM. The Company subsequently disposed of the holding realising a gain on £185,000. The Company also realised a gain of £96,000 on the disposal of part of its holding in Baron Corporation plc. Listed fixed income investments The listed fixed income investments have been, and continue to be, managed by Cazenove Fund Management Limited. The fixed interest portfolio gave rise to losses of £185,000 during the year arising as a result of increases in interest rates and weak bond prices. Results and dividend Gross revenue for the period was £837,000 (1998 - £761,000). Net revenue after taxation was £406,000 (1998 - £401,000) and net assets per share at the year-end was 125.1p (1998 - 94.7p). An interim dividend 1.5p net per share was paid during the year. Your Board is proposing to pay a final dividend of 1.0p per share on 3 July 2000 to shareholders on the register at 9 June 2000. Share repurchases The Board is conscious that the Company's share price is affected by the illiquidity of it's shares in the market, resulting from the requirement that shareholders must retain their shares for at least five years in order to retain their tax benefits. In line with accepted practice with VCTs, the Company has a policy of purchasing its own shares. Details of such purchases made during the year are given in the annual report in the Report of the Directors. A Special Resolution to continue with this policy is proposed for the forthcoming AGM. Cancellation of share premium account In order to facilitate share buy-backs, the Board will be submitting proposals to shareholders, which will be subject to an Extraordinary General Meeting. These proposals would, if accepted by shareholders and granted Court approval, enable the Company to re-designate the share premium account as a reserve which would be available to fund share purchases, without affecting the Company's ability to pay dividends. Annual General Meeting The third Annual General Meeting of the Company will be held at 32 Bedford Row, London WC1R 4HE at 11:00am on 28 June 2000. Notice of the meeting is at the end of this document. Two items of Special Business are proposed as Special Resolutions in the Notice of Meeting; (1) to authorise the Directors to allot shares other than pro-rata to existing shareholders and (2) seeking to renew the Company's authority to purchase up to 1,513,600 ordinary shares in the market, representing approximately 10% of the current issued ordinary share capital. Publication of share price The Company's share price continues to be quoted in the Financial Times on a daily basis in the 'Investment Companies' sector. Outlook It is encouraging that, even at this early stage in your Company's life, two unquoted investments have floated on AIM. Your Company is now over 80% invested in 34 venture capital companies and, therefore, the rate of investment in new companies will slow down. The focus in the current year will be on monitoring, supporting and creating value in our investee companies. David Brock Chairman 26 May 2000 STATEMENT OF TOTAL RETURN (incorporating the revenue account) for the year ended 31 December 1999 Year ended Period ended 31 December 1999 31 December 1998 Revenue Capital Total Revenue Capital Total £'000 £'000 £'000 £'000 £'000 £'000 Gains on - 4,697 4,697 - 18 18 investments Income 837 - 837 761 - 761 Investment (59) (177) (236) (43) (131) (174) management fees Other (217) - (217) (177) - (177) expenses Return on 561 4,520 5,081 541 (113) 428 ordinary activities before tax Tax on (155) 54 (101) (140) 32 (108) ordinary activities Return 406 4,574 4,980 401 (81) 320 attributable to shareholders Dividends (379) - (379) (364) - (364) Transfer 27 4,574 4,601 37 (81) (44) to/(from) reserves Return per 2.68p 30.20p 32.88p 3.06p (0.62)p 2.44p ordinary share BALANCE SHEET as at 31 December 1999 1999 1998 £'000 £'000 Fixed Assets Venture capital investments 15,185 2,090 Fixed income investments 2,355 7,685 ______ ______ Total fixed asset investments 17,540 9,775 ______ ______ Current assets Debtors 331 419 Cash at bank 1,249 4,529 ______ ______ 1,580 4,948 Creditors: amounts falling due within one year (185) (373) ______ ______ Net current assets 1,395 4,575 ______ ______ Net assets 18,935 14,350 Capital and reserves Called up share capital 756 758 Share premium account 13,636 13,636 Capital redemption reserve 1 - Capital reserve - realised (34) (96) Capital reserve - unrealised 4,527 15 Revenue reserve 49 37 ______ _______ Total equity shareholders' funds 18,935 14,350 Net asset value per ordinary share 125.1p 94.7p The financial information set out in the announcement does not constitute the Company's statutory accounts for the years ended 31 December 1999 or 1998. The financial information ended for the period ended 31 December 1998 is derived from the statutory accounts for that period which have been delivered to the Registrar of Companies. The auditors reported on those accounts; their report was unqualified and did not contain a statement under s237 (2) or (3) Companies Act 1985. The statutory accounts for the year ended 31 December 1999 will be finalised on the basis of the financial information presented by the directors in this preliminary announcement and will be delivered to the Registrar of Companies following the company's annual general meeting. The proposed dividend for the year ended 31 December 1999 will be paid on 3 July to shareholders on the register at the close of business on 9 June 2000. A copy of the full annual report and financial statements for the year ended 31 December 1999 will be printed and posted to shareholders. Copies will also be available to the public at the registered office of the company at 69 Eccleston Square, London SW1V 1PJ.
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