Half-yearly report

9 NOVEMBER 2010 NORTHERN 3 VCT PLC UNAUDITED HALF-YEARLY FINANCIAL REPORT FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2010 Northern 3 VCT PLC is a Venture Capital Trust (VCT) managed by NVM Private Equity.  It invests mainly in unquoted venture capital holdings and aims to provide high long-term tax-free returns to shareholders through a combination of dividend yield and capital growth. Financial highlights: (comparative figures for the six months ended 30 September 2009 in italics)           2010          2009  ·         Net assets £34.7m £26.2m  ·         Net asset value per share 89.3p 90.5p  ·         Return per share     Revenue 0.7p 1.5p     Capital     0.3p     6.9p     Total     1.0p     8.4p  ·         Interim dividend per share     in respect of the period     Revenue 0.7p 1.4p     Capital     1.3p     0.6p     Total     2.0p     2.0p  ·         Cumulative return to     shareholders since launch     Net asset value per share 89.3p 90.5p     Dividends paid per share* 26.9p 22.9p     Net asset value plus dividends     paid per share 116.2p 113.4p  ·         Share price at end of period 75.0p 55.5p * Excluding proposed interim dividend For further information, please contact: NVM Private Equity Limited Alastair Conn/Christopher Mellor 0191 244 6000 Website: www.nvm.co.uk HALF-YEARLY MANAGEMENT REPORT FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2010 Results The unaudited net asset value (NAV) per share at 30 September 2010, after deducting the 2009/10 final dividend of 2.0p per share paid during the period, was 89.3p - a fall of 1.2p, or 1.3%, from the corresponding figure of 90.5p a year earlier.  The valuation of the portfolio of unquoted venture capital investments has held up relatively well despite the harsh economic climate for smaller companies.  The cumulative return to shareholders (latest NAV plus total dividends paid since launch) is 116.2p at 30 September 2010, compared with 113.4p a year earlier. Investment income fell from £732,000 in the corresponding period last year to £575,000 this time.  Interest rates remained depressed and although the new funds subscribed in the recent share issue generated additional income, the corresponding period figure included a substantial non-recurring income receipt from DxS prior to the sale of that investment in September 2009.  The revenue return per share for the half year fell from 1.5p to 0.7p. In line with our objective of maintaining an annual dividend of 4.0p per share, the board has declared an unchanged interim dividend of 2.0p per share.  This will be paid on 14 January 2011 to shareholders on the register at the close of business on 10 December 2010. Investment portfolio There were relatively few movements in the unquoted portfolio during the half year.  The process of converting potential new opportunities into completed investments has been unusually protracted, due in large part to the difficult market conditions and the reluctance of UK clearing banks to lend money to smaller companies.  There were no significant disposals in the period, although a further £332,000 was received and credited to the capital column of the income statement in respect of deferred proceeds from the sale of DxS.  In the AIM- quoted portfolio half of the holding in Andor Technology was sold, realising a gain of £198,000, but there were no other substantial changes. The funds awaiting investment in venture capital holdings have largely been deployed in the listed fixed-interest market, but following the change in investment policy approved by shareholders at the annual general meeting in July 2010, approximately £4 million has been invested in higher-yielding UK blue chip listed equities - so far with satisfactory results. Ordinary shares As previously reported, the company's latest public offer of new ordinary shares closed in May 2010 having attracted subscriptions of £12.7 million.  We welcome our new investors and thank them and our longer-standing shareholders for their support. The share price has stabilised markedly following the announcement a year ago that the company would buy back its shares in the market at a 15% discount to NAV.  During the half year 500,000 shares were purchased for cancellation at a cost of £380,000.  Your directors will continue to keep the buy-back policy under regular review. Our managers continue to work with their colleagues in the VCT sector, supported by the Association of Investment Companies, to promote the merits of investing in VCT shares via secondary market purchases. VCT qualifying status The company has continued to comply with the conditions laid down by HM Revenue & Customs for the maintenance of approved venture capital trust status.  Our managers continue to monitor the position closely, assisted by our taxation advisers at PricewaterhouseCoopers LLP. Risk management The board carries out a regular review of the risk environment in which the company operates.  There has been no significant change to the key risks discussed on page 10 of the annual report for the year ended 31 March 2010, including those resulting from the size and relative illiquidity of the unquoted and AIM-quoted investments held by the company. Board of directors John Hustler retired from the board in September 2010 in order to avoid a deemed conflict with his role as chairman of Northern Venture Trust PLC.  This follows the introduction of new FSA rules relating to the independence of listed company chairmen.  We are very grateful to John for his contribution to the company's development over the past nine years. Prospects The UK economy is slowly emerging from a period of great difficulty and there is considerable potential for further setbacks, especially when the effects of the Government's public sector spending review are felt in the private sector. Nevertheless history shows that excellent growth opportunities can be available in the aftermath of recession and we hope to see an upturn in the rate of new investment.  We have a well-balanced and maturing portfolio of venture capital investments which are carefully monitored by our managers and which should be capable of responding positively to any improvement in the economic environment. On behalf of the Board JAMES FERGUSON Chairman The unaudited half-yearly financial statements for the six months ended 30 September 2010 are set out below. INCOME STATEMENT (unaudited) for the six months ended 30 September 2010   Six months ended  Six months ended 30 September 2010  30 September 2009   Revenue  Capital  Total  Revenue  Capital  Total £000  £000  £000  £000  £000  £000 Gain on -  477  477  -  787  787 disposal of investments Movements -  (181) (181) -  1,365  1,365 in fair value of investments   ----------  ----------  ----------  ----------  ----------  ----------   -  296  296  -  2,152  2,152 Income 575  -  575  732  -  732 Investment (84) (251) (335) (63) (207) (270) management fee Other (137) -  (137) (100) -  (100) expenses   ----------  ----------  ----------  ----------  ----------  ---------- Return on ordinary activities   Before 354  45  399  569  1,945  2,514 tax Tax on (69) 58  (11) (129) 60  (69) return on ordinary activities   ----------  ----------  ----------  ----------  ----------  ---------- Return on ordinary activities   after tax 285  103  388  440  2,005  2,445   ----------  ----------  ----------  ----------  ----------  ---------- Return per 0.7p 0.3p 1.0p 1.5p 6.9p 8.4p share Dividends 0.7p 1.3p 2.0p 1.4p 0.6p 2.0p declared for the period   Year ended 31 March 2010         Revenue  Capital  Total       £000  £000  £000 Gain on disposal of investments       -  1,651  1,651 Movements in fair value of investments       -  1,058  1,058         ----------  ----------  ----------         -  2,709  2,709 Income       926  -  926 Investment management fee       (130) (390) (520) Other expenses       (217) -  (217)         ----------  ----------  ---------- Return on ordinary activities   before tax       579  2,319  2,898 Tax on return on ordinary activities       (93) 93  -         ----------  ----------  ---------- Return on ordinary activities   after tax       486  2,412  2,898         ----------  ----------  ---------- Return per share       1.7p 8.2p 9.9p Dividends declared for the period       1.5p 2.5p 4.0p RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS (unaudited) for the six months ended 30 September 2010   Six months ended  Six months ended  Year ended 30 September 2010  30 September 2009  31 March 2010   £000  £000  £000 Equity shareholders' funds at   1 April 2010 32,412  24,323  24,323 Return on ordinary 388  2,445  2,898 activities after tax Dividends recognised in the (780) (580) (1,157) period Net proceeds of share 3,018  55  9,073 issues Shares purchased for (380) (41) (2,725) cancellation   ----------  ----------  ---------- Equity shareholders' funds at   30 September 2010 34,658  26,202  32,412   ----------  ----------  ---------- BALANCE SHEET (unaudited) as at 30 September 2010   30 September  30 September 2010  2009  31 March 2010   £000  £000  £000 Fixed asset investments held at fair value: Venture capital investments   Unquoted 15,668  11,933  15,414   Quoted 2,113  2,468  2,362   ----------  ----------  ---------- Total venture capital investments 17,781  14,401  17,776 Listed fixed-interest and equity 10,812  3,971  5,002 investments   ----------  ----------  ---------- Total fixed asset investments 28,593  18,372  22,778   ----------  ----------  ---------- Current assets:   Debtors 251  843  317   Cash and deposits 6,020  7,282  9,510   ----------  ----------  ----------   6,271  8,125  9,827 Creditors (amounts falling due within (206) (295) (193) one year)   ----------  ----------  ---------- Net current assets 6,065  7,830  9,634   ----------  ----------  ---------- Net assets 34,658  26,202  32,412   ----------  ----------  ---------- Capital and reserves: Called-up equity share capital 1,940  1,447  1,796 Share premium 19,505  8,140  16,656 Capital redemption reserve 370  192  345 Capital reserve 13,564  18,232  14,488 Revaluation reserve (1,321) (2,522) (1,227) Revenue reserve 600  713  354   ----------  ----------  ---------- Total equity shareholders' funds 34,658  26,202  32,412   ----------  ----------  ---------- Net asset value per share 89.3p 90.5p 90.2p CASH FLOW STATEMENT (unaudited) for the six months ended 30 September 2010   Six months ended  Six months ended  Year ended 30 September 2010  30 September 2009  31 March 2010   £000  £000  £000  £000  £000  £000 Net cash inflow from   operating   171    374    868 activities Taxation: Corporation tax   -    -    (174) paid Financial investment: Purchase of (7,108)   (1,237)   (9,818) investments Sale/repayment 1,589    5,926    10,658 of investments   ----------    ----------    ---------- Net cash inflow/(outflow)   from financial   (5,519)   4,689    840 investment Equity dividends   (780)   (580)   (1,157) paid     ----------    ----------    ---------- Net cash inflow/(outflow)   before   (6,128)   4,483    377 financing Financing: Issue of 3,202    70    9,602 ordinary shares Share issue (184)   (15)   (529) expenses Purchase of ordinary shares   for (380)   (41)   (2,725) cancellation   ----------    ----------    ---------- Net cash inflow   2,638    14    6,348 from financing     ----------    ----------    ---------- Increase/(decrease) in cash (3,490)   4,497    6,725 and deposits     ----------    ----------    ---------- Reconciliation of return before tax to net cash flow from operating activities Return on ordinary activities   before tax   399    2,514    2,898 Gain on disposal   (477)   (787)   (1,651) of investments Movements in fair value   of investments   181    (1,365)   (1,058) Decrease in   66    5    531 debtors Increase in   2    7    148 creditors     ----------    ----------    ---------- Net cash inflow from   operating   171    374    868 activities     ----------    ----------    ---------- Analysis of movement in net funds   1 April 2010  Cash flows  30 September 2010   £000  £000  £000 Cash and   9,510    (3,490)   6,020 deposits     ----------    ----------    ---------- INVESTMENT PORTFOLIO SUMMARY as at 30 September 2010   Cost Valuation % of net assets £000 £000 by valuation 15 largest investments: Promanex Group Holdings 1,695 1,851 5.3 Kerridge Commercial Systems 1,244 1,244 3.6 Axial Systems Holdings 1,004 1,146 3.3 CloserStill Holdings 743 1,012 2.9 RCC Lifesciences 995 995 2.9 Evolve Investments 995 995 2.9 Wear Inns 839 839 2.4 Advanced Computer Software Group* 381 716 2.1 Paladin Group 861 693 2.0 Crantock Bakery 442 686 2.0 Arleigh International 452 683 2.0 Envirotec 456 664 1.9 IG Doors 404 561 1.6 Promatic Group 701 526 1.5 Optilan Group 1,000 500 1.4   ---------- ---------- --------   12,212 13,111 37.8 Other venture capital investments 6,997 4,670 13.5   ---------- ---------- -------- Total venture capital investments 19,209 17,781 51.3 Listed fixed-interest and equity 10,705 10,812 31.2 investments   ---------- ---------- -------- Total fixed asset investments 29,914 28,593 82.5   ---------- Net current assets   6,065 17.5     ---------- -------- Net assets   34,658 100.0     ---------- -------- *Quoted on AIM The above summary of results for the six months ended 30 September 2010 does not constitute statutory financial statements within the meaning of Section 434 of the Companies Act 2006, has not been audited or reviewed by the company's independent auditors and has not been delivered to the Registrar of Companies. The figures for the year ended 31 March 2010 have been extracted from the audited financial statements for that year, which have been delivered to the Registrar of Companies;  the independent auditors' report on those financial statements was unqualified and did not contain a statement under Section 498(2) or (3) of the Companies Act 2006.  The half-yearly financial statements have been prepared on the basis of the accounting policies set out in the annual financial statements for the year ended 31 March 2010. Each of the directors confirms that to the best of his 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. The directors of the company at the date of this statement were Mr J G D Ferguson (Chairman), Mr C J Fleetwood, Mr T R Levett and Mr J M O Waddell. The calculation of the revenue and capital return per share is based on the return on ordinary activities after tax for the period and on 38,793,750 (2009 28,936,373) ordinary shares, being the weighted average number of shares in issue during the period. The proposed interim dividend of 2.0p per share for the year ending 31 March 2011 will be paid on 14 January 2011 to shareholders on the register at the close of business on 10 December 2010. A copy of the half-yearly financial report for the six months ended 30 September 2010 is expected to be posted to shareholders on 26 November 2010 and will be available to the public at the registered office of the company at Northumberland House, Princess Square, Newcastle upon Tyne NE1 8ER and on the NVM Private Equity Limited website, www.nvm.co.uk. [HUG#1460565] 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: Northern 3 VCT PLC via Thomson Reuters ONE
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