Half-yearly report

ProVen Growth & Income VCT plc Half-Yearly Report for the six months ended 31 August 2009 Financial Summary 31 Aug 31 Aug 28 Feb 2009 2008 2009 Ordinary Shares Net asset value per ("NAV") 43.6p 94.6p 57.1p Dividends paid per share since launch 146.9p 101.9p 132.9p Total return (NAV plus dividends paid since 190.5p 196.5p 190.0p launch) C Shares Net asset value per share ("NAV") 70.7p 85.0p 76.7p Dividends paid per share since issue 9.6p 6.3p 8.3p Total return (NAV plus dividends paid since 80.3p 91.3p 85.0p issue) D Shares Net asset value per share ("NAV") 93.4p n/a n/a Dividends paid per share since issue - n/a n/a Total return (NAV plus dividends paid since 93.4p n/a n/a issue) Chairman's Statement Introduction The six months ended 31 August 2009 has seen the stock markets settle and start to show some signs of recovery from the financial crises of 2008 and early 2009. However, with the UK economy still in recession, many businesses continue to face difficult conditions, particularly smaller companies which typically may not be as resilient as their larger counterparts. The Board has formal regular meetings with the Investment Manager to discuss the performance of all investments and is also in frequent contact with the Investment Manager outside of these meetings. During this very difficult period, the Investment Manager has worked on and contributed to the resilience of many of the portfolio companies. As a result, the Directors are satisfied with the overall performance of the Company. Net Asset Values Ordinary Shares As at 31 August 2009, the Net Asset Value ("NAV") per Ordinary Share stood at 43.6p, an increase of 0.5p per share or 0.9% since the year end (after adjusting for the dividends of 14.0p paid in the period). C Shares As at 31 August 2009, the NAV per C Share stood at 70.7p, a decrease of 4.7p per share or 6.1% since the year end (after adjusting for the dividends of 1.35p paid in the period). D Shares As at 31 August 2009, the NAV per D Share stood at 93.4p, a small decrease compared to the initial NAV, net of fundraising costs, of 94.5p per share. The decrease arises from running costs which exceed the income on cash deposits. Fundraising Up to 31 August 2009, the "Linked D Share Offer" had raised gross proceeds for the Company of £5.3 million, which equates to £5.0 million net of fundraising costs. The Board believes this is a satisfactory outcome which helps to reduce the fixed running costs per share of all the Company's share classes. The Linked D Share Offer has been extended and will now close on 30 October 2009. C Share tender offer As planned at the C Share launch, the Company undertook a tender offer in July 2009 to acquire a certain number of shares such that C Share investors who tendered their basic entitlement have received the equivalent of at least 25p per £1 invested by way of dividends and tender offer proceeds. The Company acquired 5,079,999 C Shares at a price of 75.35p per share under the tender offer. These shares were subsequently cancelled. Venture capital investments No new investments were made by any pool during the period and there was one minor realisation within the Ordinary Share pool where some loan stock being redeemed at par. In valuing the investment portfolio at the period end, there have been some significant movements compared to the start of the period. Overall, the Ordinary Share portfolio showed an unrealised loss of £188,000 and the C Share portfolio a loss of £359,000. Further details of the developments within the investment portfolios are included in the Investment Manager's report. Results and dividends The Income Statement shows a loss on ordinary activities after taxation for the Company for the period of £908,000 (£354,000 revenue loss and £554,000 capital loss). Details of how this is analysed between the share pools is shown below. No interim dividends will be paid in respect of any class of shares in respect of the six-months ended 31 July 2009. C Share conversion and new Ordinary Shares In line with the intention set out at their launch, the C Shares convert into Ordinary Shares based on each share's relative NAV as at 31 August 2009. As part of this process, the Company has also undertaken a share consolidation of the Ordinary Shares such that the new Ordinary Shares now have the same NAV per share as the old C Shares. The consolidation and conversion took place on 26 October 2009 and is summarised as follows: 1,000 Ordinary Shares consolidated into approximately 618 new of 1p each Ordinary Shares of 1.6187p each 1,000 C Shares of 5p converted into 1,000 new Ordinary Shares of each 1.6187p each Shareholders should expect to receive new share certificates in respect of the new ordinary shares from the registrar by 9 November 2009. If you have not received new certificates by this date, please contact the registrar on 0871 664 0300. Share buybacks The Company continues to have a policy of purchasing its own shares that become available in the market in order to help provide liquidity to those Shareholders that need it. The Company currently buys in shares at approximately a 10% discount to the last published net asset value. During the period, the Company purchased 34,633 Ordinary Shares at an average price of 39.5p per share and 94,772 C Shares at a average price of 67.0p per share. These shares were subsequently cancelled. No D Shares were purchased in the period. Risk and uncertainties Under the Disclosure and Transparency Directive, the Board is now 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. Risk and uncertainties (continued) 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 a large proportion of the Ordinary Share assets being invested in a single investment; ii. investment risk associated with investing in small and immature businesses; iii. investment risk arising from extremely volatile stock market conditions and their potential effect on investment valuation; and iv. failure to maintain approval as a VCT. Although having a large proportion of the Ordinary Share assets invested in a single investment involves additional risks, this situation is not unusual within the venture capital industry and has arisen in the Ordinary Share pool as a result of strong growth in the value of one investment. The Board regularly reviews the position to ensure that the potential benefits of continuing to hold this investment outweigh the additional risk. The position is much less significant following the conversion of the C Shares, which has effectively merged the Ordinary Share and C Share pools. In the case of (ii), the Board is also satisfied with the Company's approach. The Investment Manager follows a rigorous process in vetting and careful structuring of new investments and, after an investment is made, close monitoring of the business. In respect of (iii), the Company seeks to hold a diversified portfolio within the restrictions of the VCT regulations. The Company's compliance with the VCT regulations is continually monitored by the Administrator, who reports regularly 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. Outlook With the newly-raised D Share pool and the funds also available for investment within the new Ordinary Share pool (which arose from the merging of the original Ordinary and C Share pool), the Investment Manager is looking to make a number of new investments alongside monitoring the existing portfolio. Despite some optimism, the general economic outlook remains uncertain. While this will continue to create challenges for the Company's investment portfolio, it may also create opportunities for the Company to make new investments at attractive valuations, which may ultimately provide the Company with strong returns. I therefore expect a number of new investments to be made over the remainder of the year. Andrew Davison Chairman 28 October 2009 Investment Manager's Report Introduction We are pleased to present our review of the investment portfolio for the six month period ended 31 August 2009. Stock market indices recovered during the period with the FTSE All Share Index increasing by over 30% between 28 February 2009 and 31 August 2009. In spite of this, the broader economic environment continues to present considerable challenges for small and medium sized enterprises and their investors with unemployment still increasing and lending constrained. Some businesses will emerge from the current economic difficulties in a stronger position at the expense of their weaker rivals and we have therefore invested considerable time working with the portfolio companies to try to ensure that more ultimately fall into the former category. Whilst headline activity in the portfolio has been muted - there were no new investments and only the scheduled repayment of loan notes by Espresso Group - we have continued to invest considerable time working with portfolio companies which we believe has contributed to their value. Some of this value is not readily obvious from a simple reading of valuations but we hope that the results of this activity will become apparent as time progresses. Portfolio activity and valuation Following the period end, the Ordinary Share and C Share investment portfolios have merged and will be consolidated to form one pool of assets. However, they are discussed separately here. Ordinary Share pool At 31 August 2009, the company's unquoted and quoted Ordinary Share portfolio comprised 9 investments with a cost of £2.6 million and a valuation of £2.4 million. In addition, the Ordinary Share pool held cash and liquidity funds of £530,000. No new investments were made during the period but Espresso loan notes were redeemed at cost in line with the agreed repayment schedule. Nearly 50% of the value of the Ordinary Shares is reflected in the value of Espresso Group. We spend considerable time with the company and have worked with key management to develop strategy. We continue to be very pleased with the progress of the business including the development of the non-primary school revenue streams to complement the market leading primary school product. C Share pool At 31 August 2009, the company's unquoted and quoted C Share portfolio comprised 20 investments with a cost of £16.1 million and a valuation of £11.2 million. In addition, the C Share pool held cash and liquidity funds of £2.8 million. Value in the C Share pool is more evenly spread when compared to the Ordinary Share pool with no one investment accounting for more than 10% of the C Share pool. Both the Ordinary and C Share pools have seen movements in valuations reflecting both individual portfolio company circumstances and wider changes to market comparables. Notable movements include Ashford Colour Press (Ordinary Share pool), Donatantonio (C Share pool), Path Group (C Share pool) and Optima (C Share pool). D Share pool Fundraising for the D Share pool is, at the date of this report, still ongoing having raised a total of over £5 million despite the difficult market conditions. This very pleasing result provides a firm base for further fundraising and building a diversified portfolio. We have not yet made any investments from the D Share funds. Outlook The turmoil of the economic environment over the last twelve months has created difficult trading conditions for small and medium size enterprises. With our assistance a number of our portfolio companies have adjusted their strategies to reflect a more defensive approach and this has resulted in the reduction in their cost bases. This has provided a level of value protection and a more prudent approach in investing for the future. As our experience of previous cycles has shown, adversity can create areas of opportunity and it is good to see that a number of portfolio companies continue to see strong growth with several following market opportunities to expand overseas. Since 28 February 2009, the increase in stock market indices, together with improving economic sentiment in some areas, has been seen by some to be an indicator of economic recovery. Our view is that the climb to sustained positive economic growth will be slow and as such we remain wary of unproven and over-optimistic business opportunities. We are now seeing a number of investment opportunities which reflect a more mature approach to business development. Entrepreneurs are balancing reasonable investment entry prices with a preference for knowledgeable and long term partners. We expect a number of new investments to complete in the short term. Beringea LLP 28 October 2009 Unaudited Balance Sheet as at 31 August 2009 31 Aug 31 Aug 28 Feb 2009 2008 2009 £'000 £'000 £'000 Fixed Assets Investments 13,624 11,506 13,943 Current assets Debtors 5,318 550 1,514 Current investments 2,500 14,350 7,550 Cash at bank and in hand 619 1,450 973 Creditors: amounts falling due within one (230) (215) (1,035) year Net current assets 8,207 16,135 9,002 Net assets 21,831 27,641 22,945 Capital and reserves Called up share capital 1,105 1,314 1,311 Capital redemption reserve 275 12 15 Share premium account 4,955 22,998 22,998 Special distributable reserve 20,771 3,706 2,517 Capital reserve - realised 139 2,147 747 Investment holding losses (5,062) (2,920) (4,891) Revenue reserve (352) 384 248 Equity shareholder's funds 21,831 27,641 22,945 Net asset value per share: Ordinary Share 43.6p 94.6p 57.1p C Share 70.7p 85.0p 76.7p D Share 93.4p n/a n/a Unaudited Balance Sheet as at 31 August 2009 Analysed by share pool Ordinary Shares 31 Aug 31 Aug 28 Feb 2009 2008 2009 £'000 £'000 £'000 Fixed Assets Investments 2,447 2,718 2,406 Current assets Debtors 21 244 945 Current investments 1,470 2,170 1,470 Cash at bank and in hand (935) 1,383 25 Creditors: amounts falling due within one (41) (68) (956) year Net current assets 515 3,729 1,484 Net assets 2,962 6,447 3,890 Capital and reserves Called up share capital 68 68 68 Capital redemption reserve 10 9 9 Share premium account - 641 641 Special distributable reserve 2,826 3,706 2,517 Capital reserve - realised 153 2,221 971 Investment holding losses (162) (262) (350) Revenue reserve 67 64 34 Equity shareholder's funds 2,962 6,447 3,890 Unaudited Balance Sheet as at 31 August 2009 Analysed by share pool C Shares 31 Aug 31 Aug 28 Feb 2009 2008 2009 £'000 £'000 £'000 Fixed Assets Investments 11,177 8,788 11,537 Current assets Debtors 105 306 569 Current investments 1,030 12,180 6,080 Cash at bank and in hand 1,738 67 948 Creditors: amounts falling due within one (133) (147) (79) year Net current assets 2,740 12,406 7,518 Net assets 13,917 21,194 19,055 Capital and reserves Called up share capital 984 1,246 1,243 Capital redemption reserve 265 3 6 Share premium account - 22,357 22,357 Special distributable reserve 17,945 - - Capital reserve - realised 14 (74) (224) Investment holding losses (4,900) (2,658) (4,541) Revenue reserve (391) 320 214 Equity shareholder's funds 13,917 21,194 19,055 Unaudited Balance Sheet as at 31 August 2009 Analysed by share pool D Shares 31 Aug 31 Aug 28 Feb 2009 2008 2009 £'000 £'000 £'000 Fixed Assets Investments - n/a n/a Current assets Debtors 5,192 n/a n/a Current investments - n/a n/a Cash at bank and in hand (184) n/a n/a Creditors: amounts falling due within one (56) n/a n/a year Net current assets 4,952 n/a n/a Net assets 4,952 n/a n/a Capital and reserves Called up share capital 53 n/a n/a Capital redemption reserve - n/a n/a Share premium account 4,955 n/a n/a Special distributable reserve - n/a n/a Capital reserve - realised (28) n/a n/a Investment holding losses - n/a n/a Revenue reserve (28) n/a n/a Equity shareholder's funds 4,952 n/a n/a Unaudited Income Statement for the six months ended 31 August 2009 Company Total Six months ended 31 August 2009 Revenue Capital Total £'000 £'000 £'000 Income 292 - 292 Gains/(losses) on investments - (171) (171) 292 (171) 121 Investment management fee (66) (199) (265) Performance incentive fees (7) (184) (191) Recoverable VAT - - - Other expenses (573) - (573) Return/(loss) on ordinary activities (354) (554) (908) before taxation Tax on ordinary activities - - - Return/(loss) attributable to equity (354) (554) (908) Shareholders Basic and diluted return/(loss) per 1.0p (0.4p) 0.6p Ordinary Share Basic and diluted return/(loss) per C (1.7p) (2.1p) (3.8p) Share Basic and diluted return/(loss) per D (0.7p) (0.7p) (1.4p) Share Company Total Six months ended Year ended 31 August 2008 28 Feb 2009 Revenue Capital Total Total £'000 £'000 £'000 £'000 Income 729 - 729 1,188 Gains/(losses) on - (2,113) (2,113) (4,055) investments 729 (2,113) (1,384) (2,867) Investment management fee (75) (225) (300) (543) Performance incentive fees (21) (252) (273) (661) Recoverable VAT - - - 206 Other expenses (141) (16) (157) (287) Return/(loss) on ordinary 492 (2,606) (2,114) (4,152) activities before taxation Tax on ordinary activities (134) 134 - - Return/(loss) attributable 358 (2,472) (2,114) (4,152) to equity Shareholders Basic and diluted 0.7p (7.5p) (6.8p) (13.3p) return/(loss) per Ordinary Share Basic and diluted 1.3p (7.9p) (6.6p) (13.0p) return/(loss) per C Share Basic and diluted - - - - return/(loss) per D Share Ordinary Shares Six months ended 31 August 2009 Revenue Capital Total £'000 £'000 £'000 Income 144 - 144 Gains/(losses) on investments - 188 188 144 188 332 Investment management fee (9) (31) (40) Performance incentive fees (7) (184) (191) Recoverable VAT - - - Other expenses (61) - (61) Return/(loss) on ordinary activities 67 (27) 40 before taxation Tax on ordinary activities - - - Return/(loss) attributable to equity 67 (27) 40 Shareholders Ordinary Shares Six months ended Year ended 31 August 2008 28 Feb 2009 Revenue Capital Total Total £'000 £'000 £'000 £'000 Income 140 - 140 188 Gains/(losses) on - (221) (221) (284) investments 140 (221) (81) (96) Investment management fee (15) (46) (61) (123) Performance incentive fees (21) (252) (273) (661) Recoverable VAT - - - 56 Other expenses (43) - (43) (78) Return/(loss) on ordinary 61 (519) (458) (902) activities before taxation Tax on ordinary activities (15) 15 - - Return/(loss) attributable 46 (504) (458) (902) to equity Shareholders C Shares Six months ended 31 August 2009 Revenue Capital Total £'000 £'000 £'000 Income 138 - 138 Gains/(losses) on investments - (359) (359) 138 (359) (221) Investment management fee (47) (140) (187) Performance incentive fees - - - Recoverable VAT - - - Other expenses (484) - (484) (393) (499) (892) Return/(loss) on ordinary activities before taxation Tax on ordinary activities - - - Return/(loss) attributable to equity (393) (499) (892) Shareholders C Shares Six months ended Year ended 31 August 2008 28 Feb 2009 Revenue Capital Total Total £'000 £'000 £'000 £'000 Income 589 - 589 1,000 Gains/(losses) on - (1,892) (1,892) (3,771) investments 589 (1,892) (1,303) (2,771) Investment management fee (60) (179) (239) (420) Performance incentive fees - - - - Recoverable VAT - - - 150 Other expenses (98) (16) (114) (209) Return/(loss) on ordinary 431 (2,087) (1,656) (3,250) activities before taxation Tax on ordinary activities (119) 119 - - Return/(loss) attributable 312 (1,968) (1,656) (3,250) to equity Shareholders D Shares Six months ended 31 August 2009 Revenue Capital Total £'000 £'000 £'000 Income 10 - 10 Gains/(losses) on investments - - - 10 - 10 Investment management fee (10) (28) (38) Performance incentive fees - - - Recoverable VAT - - - Other expenses (28) - (28) Return/(loss) on ordinary activities (28) (28) (56) before taxation Tax on ordinary activities - - - Return/(loss) attributable to equity (28) (28) (56) Shareholders D Shares Six months ended Year ended 31 August 2008 28 Feb 2009 Revenue Capital Total Total £'000 £'000 £'000 £'000 Income n/a n/a n/a n/a Gains/(losses) on n/a n/a n/a n/a investments n/a n/a n/a n/a Investment management fee n/a n/a n/a n/a Performance incentive fees n/a n/a n/a n/a Recoverable VAT n/a n/a n/a n/a Other expenses n/a n/a n/a n/a Return/(loss) on ordinary n/a n/a n/a n/a activities before taxation Tax on ordinary activities n/a n/a n/a n/a Return/(loss) attributable n/a n/a n/a n/a to equity Shareholders Reconciliation of Movements in Shareholders' Funds for the six months ended 31 August 2009 31 Aug 2009 31 Aug 28 Feb 2008 2009 Ordinary C D Shares Shares Shares Total Total Total £'000 £'000 £'000 £'000 £'000 £'000 Opening 3,890 19,055 - 22,945 31,285 31,285 Shareholders' funds Proceeds from - - 5,154 5,154 643 656 share issues Share issue - - (146) (146) (23) (36) costs Purchase of (13) (3,911) - (3,924) (77) (124) own shares Total recognised 40 (892) (56) (908) (2,114) (4,152) gain/(loss) for the year Distributions (955) (335) - (1,290) (2,073) (4,684) paid in the period Closing 2,962 13,917 4,952 21,831 27,641 22,945 Shareholders' funds Unaudited Cash Flow Statement for the six months ended 31 August 2009 Six months Six ended months 31 August ended Year 2009 31 August ended 2008 28 Feb 2009 Note £'000 £'000 £'000 Net cash outflow from operating A activities (4,442) (329) (776) Capital expenditure Purchase of investments - (3,402) (8,037) Disposal of investments 147 2,617 3,084 Net cash inflow/(outflow) from 147 (785) (4,953) capital expenditure Equity distributions paid (1,290) (2,073) (4,684) Management of liquid resources Purchase of current investments - - (1,300) held as liquidity funds Withdrawal from liquidity funds 5,050 2,200 10,300 Net cash inflow/(outflow) from 5,050 2,200 9,000 liquid resources Net cash inflow before (535) (987) (1,413) financing Financing Proceeds from share issue 5,008 640 637 Share issue costs (902) (36) (36) Purchase of own shares (3,925) (76) (124) Net cash inflow from financing 181 528 477 Increase/(decrease) in cash B (354) (459) (936) Notes to the cash flow statement: A Net cash flow from operating activities Return/(loss) on ordinary (354) 492 805 activities before taxation Expenses charged to capital (383) (493) (902) (Increase)/decrease in debtors (3,804) (125) (368) Increase/(decrease)/ in 99 (203) (311) creditors Net cash outflow from (4,442) (329) (776) operating activities B Analysis of net funds Beginning of period 973 1,909 1,909 Net cash inflow/(outflow) (354) (459) (936) End of period 619 1,450 973 Summary of Investment Portfolio as at 31 August 2009 Valuation % of movement in the portfolio Ordinary Share pool Cost Valuation period by value £'000 £'000 £'000 Top ten venture capital investments Espresso Group Limited 481 1,433 (15) 48.1% Ashford Colour Press 413 339 182 11.4% Limited Overtis Group Limited 350 307 (43) 10.3% Campden Media Limited 488 207 - 6.9% Pilat Media Global plc* 50 60 35 2.0% UBC Media plc* 400 47 (16) 1.6% Sports Holding Limited 48 48 48 1.6% Immedia Group plc* 170 6 (3) 0.2% Baby Innovations S.A. t/a 209 - - 0.0% Steribottle 2,609 2,447 188 82.1% Liquidity fund 1,470 49.3% investments Cash at bank and in hand (935) (31.4%) Ordinary Share pool Total 2,982 100.0% Valuation % of movement in the portfolio C Share pool Cost Valuation period by value £'000 £'000 £'000 Top ten venture capital investments Espresso Group Limited 1,101 1,100 - 7.9% Fjordnet Limited 1,000 1,000 - 7.2% Lazurite Limited 1,000 1,000 - 7.2% Prelude Media Limited 1,000 1,000 - 7.2% Eagle Rock Entertainment 680 933 56 6.7% Group Limited Donatantonio Limited 1,366 940 289 6.7% Chess Technology Limited 900 883 (17) 6.3% Path Group Limited 1,000 842 (158) 6.0% Charterhouse Leisure 1,000 774 (27) 5.5% Limited Saffron Media Group 670 676 6 4.8% Limited 9,717 9,148 149 65.5% Other venture capital 6,360 2,029 (508) 14.6% investments 16,077 11,177 (359) 80.1% Liquidity fund 1,030 7.4% investments Cash at bank and in hand 1,738 12.5% C Share pool Total 13,945 100.0% No investments were held by the D Share pool in the period. All venture capital investments are unquoted unless otherwise stated. * Quoted on AIM Summary of Investment Movements for the six months ended 31 August 2009 Additions No additions were made in the period. Disposals Ordinary Share Market Portfolio value at Realised 1 March Disposal Gain/(loss) gain/(loss) Cost 2009 Proceeds against cost in period £'000 £'000 £'000 £'000 £'000 Espresso Group 147 Limited 147 147 - - No disposals were made by the C Share pool or the D Share pool in the period. Notes to the unaudited Financial Statements 1. The unaudited half yearly results cover the six months to 31 August 2009 and have been prepared in accordance with the Statement of Recommended Practice "Financial Statements of Investment Trust Companies" revised December 2005 ("SORP") and in accordance with the accounting policies set out in the statutory accounts for the year ended 28 February 2009 which were prepared under UK Generally Accepted Accounting Practice ("UK GAAP"). 2. All revenue and capital items in the Income Statement derive from continuing operations. 3. There are no recognised gains or losses other than those disclosed in the Income Statement. 4. The Company has only one class of business and derives its income from investments made in shares, securities and bank deposits. 5. The comparative figures were in respect of the period ended 31 August 2008 and the year ended 28 February 2009. 6. Return per share for the period has been calculated on the following: Ordinary C D Shares Shares Shares Revenue return per Share based on: Net revenue profit/(loss) after taxation (£'000) 67 (393) (28) Weighted average number of shares in issue 6,814,007 23,606,105 3,972,229 Capital return per Share based on: Net capital profit/(loss) after taxation (£'000) (27) (499) (38) Weighted average number of shares in issue 6,814,007 23,606,105 3,972,229 7. NAV per share for the period has been calculated on the following: Ordinary C D Shares Shares Shares Net Assets (£'000) 2,962 13,917 4,952 Number of shares in issue at period end 6,789,560 19,680,936 5,299,272 8. Dividends 31 Aug 2009 31 Aug 2008 28 Feb 2009 Revenue Capital Total Revenue Capital Total Total £'000 £'000 £'000 £'000 £'000 £'000 £'000 Ordinary Share dividends paid in period Paid in period 2009 Final 3 921 955 - - - - 2009 Interim - - - - - - 2,113 2008 Final - - - 103 - 103 103 2008 Interim - - - - 1,159 1,159 1,159 34 921 955 103 1,159 1,262 3,375 C Share dividends paid in period 2009 Final 2 123 335 - - - - 2009 Interim - - - - - - 498 2008 Final - - - 312 - 312 312 2008 Interim - - - - 499 499 499 212 123 335 312 499 811 1,309 9. Reserves Capital Share Capital Unrealised redemption premium Special reserve holding Revenue reserve account reserve - losses reserve realised £'000 £'000 £'000 £'000 £'000 £'000 At 1 March 2009 15 22,998 2,517 747 (4,891) 248 Purchase of own 260 - (3,925) - - - shares Issue of new - 4,955 - - - - shares Expenses - - - (383) - - capitalised Tax relief on - - - - - - capital expenses Gains/(losses) - - - - (171) - on investments Retained revenue - - - - - (354) Transfer between - (22,998) 22,179 819 - - reserves Distributions - - - (1,044) - (246) paid At 31 August 275 4,955 20,771 139 (5,062) (352) 2009 10. Contingent liabilities, guarantees and financial commitments The Company has guaranteed bank borrowings of one of its investments, Donatantonio Limited, amounting to £225,000. A third party has provided a guarantee to the Company amounting to £112,500 in respect of the above guarantee such that the Company's net exposure is £112,500. Apart from the above, the Company has no Contingent liabilities, guarantees and financial commitments. 11. The unaudited financial statements set out herein do not constitute statutory accounts within the meaning of Section 240 of the Companies Act 1985 and have not been delivered to the Registrar of Companies. The figures for the year ended 28 February 2009 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. 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. 13. Copies of the unaudited half-yearly results will be sent to Shareholders. Further copies can be obtained from the Company's Registered Office and will be available for download from www.provenvcts.com and www.downing.co.uk. ---END OF MESSAGE--- This announcement was originally distributed by Hugin. The issuer is solely responsible for the content of this announcement.

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