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Puma VCT 13 PLC (PU13)

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Wednesday 25 July, 2018

Puma VCT 13 PLC

Annual Financial Report

RNS Number : 6412V
Puma VCT 13 PLC
25 July 2018
 

HIGHLIGHTS

 

·    The Company has successfully raised over £10m in share capital

·    The Company was admitted for listing on the London Stock Exchange on 2nd July 2018.

·    Good pipeline of qualifying investments already under consideration including several heads of terms agreed.

 

 

CHAIRMAN'S STATEMENT

 

 

Introduction

 

I am pleased to present to you as Chairman the report and financial statements for Puma VCT 13 plc ('the Company') for the period to 28 February 2018.

 

The Company was raising funds during the period being reported upon. As a result it was not investing during this period and did not trade. Following the period end the Company successfully completed its first fund-raising of £10.4m through the issuance of ordinary share capital and was admitted for listing on the premium market of the London Stock Exchange on 2 July 2018. The Board are also pleased to advise that fund-raising will continue up to a further £5m.

 

Following the period end, the Company has made good progress in identifying investments. At the time of writing, we are encouraged by the flow of prospective qualifying investments which are under consideration. The investment team have agreed several heads of terms for potential investments and we look forward to reporting on their closing in due course.

 

These prospective investments cover a diverse range of high quality businesses and projects which we believe offer the potential for future growth in net asset value. We will continue to update you in due course as investments are completed.

 

Furthermore, the Investment Manager, Puma Investments, has a well-established, experienced VCT team to manage the Company's deal flow and now has over £112 million of VCT money under management in this and other Puma VCTs.

 

 

VCT qualifying status

 

PricewaterhouseCoopers LLP ("PwC") provides the Board and the Investment Manager with advice on the ongoing compliance with HMRC rules and regulations concerning VCTs and has reported no issues in this regard for the Company to date.  PwC will continue to assist the Investment Manager in establishing the status of potential investments as qualifying holdings, monitoring rule compliance and maintaining the qualifying status of the Company's holdings in the future. 

 

 

Patient Capital Review and Finance Act 2018

 

We are pleased that, in its response to the Financing Growth in Innovative Firms Consultation published with the Autumn Budget on 22 November 2017 ("the Patient Capital Review"), the Government has recognised the continuing importance of VCTs in providing much needed investment in SMEs.  We note that, with effect from 6 April 2019, the recently enacted Finance Act 2018 increases VCTs' minimum qualifying investment percentage threshold from 70% to 80%. The Company is confident of achieving this threshold in due course.

 

Outlook

 

The Company has made good progress following the period end and is already seeing a solid pipeline of prospective qualifying investments. There are many suitable companies which are well-managed, in good market positions and which need our investment. We therefore believe the Company is strongly positioned to assemble a portfolio capable of delivering attractive returns to shareholders.

 

 

 

 

 

David Buchler

Chairman

24 July 2018



 

Income Statement

For the period ended 28 February 2018

 




Period to


Period to


Notes


28 Feb 2018


31 Aug 2017




Revenue

Capital

Total


Revenue

Capital

Total




£

£

£


£

£

£











Income



-

-

-


-

-

-











Other expenses

2


(7,500)

-

(7,500)


-

-

-











Loss before taxation



(7,500)

-

(7,500)


-

-

-











Taxation

3


-

-

-


-

-

-











Loss and total comprehensive income for the period



(7,500)

-

(7,500)


-

-

-

 

 

The total column of this statement is the Income Statement of the Company prepared in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'.  The supplementary revenue and capital columns are prepared in accordance with the Statement of Recommended Practice, 'Financial Statements of Investment Trust Companies and Venture Capital Trusts' issued in November 2014 by the Association of Investment Companies and updated in January 2017.



Balance Sheet

As at 28 February 2018

 


Notes


28 Feb 2018


31 Aug 2017




£


£









Current assets








Debtors

4



18,125



16,250









Creditors: amounts falling due within one year

5



(20,000)



(12,500)









Net current (liabilities)/assets




(1,875)



3,750









Net (liabilities)/assets




(1,875)



3,750









Capital and reserves








Called up share capital

6



5,625



3,750

Revenue reserve




(7,500)



-









Total equity




(1,875)



3,750

 

 

The financial statements on pages 8 to 14 were approved and authorised for issue by the Board of Directors on 24 July 2018 and were signed on their behalf by:

 

 

 

 

 

David Buchler

Chairman

 

 

 



Statement of Cash Flows

For the period ended 28 February 2018

 

 



Period to 28 Feb 18


Period to 31 Aug 17



£


£

Reconciliation of loss before tax to net cash generated from operating activities:





Loss after tax


(7,500)


-

Increase in creditors


7,500


-






Net cash generated from operating activities


-


-






Net cash generated from financing activities


-


-






Net movement in cash and cash equivalents


-


-






Cash and cash equivalents at the beginning of the period


-


-






Cash and cash equivalents at the end of the period


-


-

 

 

 

 

 

 



Statement of Changes in Equity

For the period ended 28 February 2018

 

 



Called up share capital

Revenue reserve

Total



£

£

£

Balance as at 13 September 2016


-

-

-

Shares issued in the period


3,750

-

3,750

Total comprehensive income for the period


-

-

-

Balance as at 31 August 2017


3,750

-

3,750






Shares issued in the period


1,875

-

1,875

Total comprehensive income for the period


-

(7,500)

(7,500)

Balance as at 28 February 2018


5,625

(7,500)

(1,875)

 

 

Distributable reserves comprise the revenue reserve alone. At the period end, distributable revenue reserves were £nil (31 August 2017: £nil).

 

The revenue reserve represents the cumulative revenue earned less cumulative distributions.


1.       Accounting Policies

 

General information

Puma VCT 13 plc ("the Company') is a public limited company, incorporated, registered and domiciled in England and Wales. The registered office is Bond Street House, 14 Clifford Street, London, W1S 4JU. The company's principal activities and a description of the nature of the company's operations are disclosed in the Strategic Report.

 

Basis of preparation

The financial statements have been prepared under the historical cost convention and in accordance with the requirements of the Companies Act 2006, including the provisions of the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 and with FRS 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' ("FRS 102").

 

The financial statements have not been prepared in accordance with the Statement of Recommended Practice, 'Financial Statements of Investment Trust Companies and Venture Capital Trusts' issued in November 2014 by the Association of Investment Companies and updated in January 2017 ('the SORP') as this is only applicable when the Company was listed subsequent to the period end.  The directors have, where considered appropriate, included some of the additional disclosures prescribed by the SORP.

 

The comparatives have been restated to include the share capital in issue as at 31 August 2017 (see note 6).  The impact on the balance sheet has been to increase debtors by £16,250, increase creditors by £12,500 and increase share capital by £3,750.

 

Monetary amounts in these financial statements are rounded to the nearest whole £1, except where otherwise indicated.

 

Expenses

All expenses (inclusive of VAT) are accounted for on an accruals basis.

 

Debtors

Debtors are recognised at amortised cost, equivalent to the fair value of the expected balance receivable.

 

Creditors

Creditors are initially measured at the transaction price and subsequently measured at amortised cost, being the transaction price less any amounts settled.

 

Classification of financial liabilities

Share capital is classified as a financial liability or equity according to the substance of the contractual arrangements entered into.

 

Key accounting estimates and assumptions

The Company makes estimates and assumptions concerning the future. The resulting accounting estimates and assumptions will, by definition, seldom equal the related actual results. The Directors do not consider any estimates and assumptions to have a significant risk of causing a material adjustment to the assets or liabilities within the next financial year.

 



 

         The Company had no employees other than the Directors during the period (31 August 2017: none). The average number of Directors during the period was 3 (31 August 2017: 3). The Directors received no remuneration during the period (31 August 2017: £nil).

 

            Auditor's remuneration for the period ended 28 February 2018 was £6,250 plus VAT (31 August 2017: £nil).

 

3.      Taxation

 

            There is no corporation tax charge for the period (31 August 2017: £nil) and no deferred tax asset has been recognised in respect of the tax losses in the period due to the uncertainty as to timing of its recovery.

 

4.      Debtors






28 Feb 2018


31 Aug 2017






£


£









Other debtors





             18,125


             16,250














           18,125


           16,250

 

            As at 28 February 2018 the company did not have its own bank account and so all monies due to the company are held by the solicitor and classified as a debtor.

 

5.      Creditors - amounts falling due within one year

 






28 Feb 2018


31 Aug 2017






£


£









 

Accruals





               7,500


                    -  

Redeemable preference shares (note 6)





12,500


12,500






           20,000


           12,500

 

Redeemable preference shares were issued for total consideration £12,500 to Puma Investment Management Limited, being one quarter paid up, so as to enable the Company to obtain a certificate under s.761 of the Companies Act 2006.

 

 



6.      Share capital

 


28 Feb 2018


31 Aug 2017


28 Feb 2018


31 Aug 2017






£


£

Allotted, called up and fully paid:








Ordinary shares of £0.0005 each

11,250,002


7,500,002


5,625


3,750

Allotted, called up and partly paid:








Redeemable preference shares of £1 each

50,000


50,000


12,500


12,500

 

 

On incorporation, 2 ordinary shares of £0.0005 each were allotted, called up and fully paid at par value.

 

On 8 December 2016, 50,000 Redeemable preference shares of £1 per share were allotted as one quarter paid up for total consideration of £12,500. These shares are redeemable from the proceeds of future share allotments so have been classified as a liability.  These shares carry the right to a fixed, cumulative, preferential dividend of 0.1% per annum and have no voting rights.

 

On 8 December 2016, 7,500,000 Ordinary shares of £0.0005 each were allotted and issued to the Management Team at par value for total consideration of £3,750 (note 7).

 

On 7 September 2017, 3,750,000 Ordinary shares of £0.0005 each were allotted and issued to the Management Team at par value for total consideration of £1,875 (note 7).

 

7.       Management Performance Incentive Arrangement

 

On 8 December 2016, the Company entered into an Agreement with the Investment Manager and members of the investment management team (together "the Management Team" such that the Management Team will be entitled in aggregate to share in 20 per cent of the aggregate excess on any amounts realised by the Company in excess of £1.05 per Ordinary Share, the Performance Target.

 

This incentive is effective through the issue of ordinary shares in the Company, such that the Management Team will hold up to 20% of the issued share capital. As at 28 February 2018, 11,250,000 incentive shares have been issued to the Management Team. The Company will reduce this number following completion of the planned fundraising to cap the total Management Incentive shares at 20% of the issued capital of the Company.

 

The Management Team will waive all rights to dividends until a return of £1.05 per share (whether capital or income) has been paid to the other shareholders.

 

The performance incentive structure provides a strong incentive for the Investment Manager to ensure that the Company performs well, enabling the Board to approve distributions as high and as soon as possible.

 

8.      Post balance sheet events

 

Since the period end, 10,406,560 Ordinary shares of £0.0005 per share have been issued for total consideration of £10,406,560

 

On 2 July 2018 the company's shares were admitted to the premium market of the London Stock Exchange.

 

 

 

 

 

 

 

 

 

 

 

The financial information set out in this announcement does not constitute the Company's statutory financial statements in accordance with section 434 Companies Act 2006 for the period ended 28 February 2018, but has been extracted from the statutory financial statements for the period ended 28 February 2018 which were approved by the Board of Directors on 24 July 2018 and will be delivered to the Registrar of Companies. The Independent Auditor's Report on those financial statements was unqualified and did not contain any emphasis of matter nor statements under s 498(2) and (3) of the Companies Act 2006.

 

Copies of the full annual report and financial statements for the period ended 28 February 2018 will be available to the public at the registered office of the Company at Bond Street House, 14 Clifford Street, London, W1S 4JU and will be available for download from www.pumainvestments.co.uk.

 


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