TIDMEDV
Elderstreet VCT plc
Half-Yearly Report for the six months ended 30 June 2016
FINANCIAL HIGHLIGHTS
30 Jun 2016 31 Dec 2015 30 Jun 2015
pence pence pence
Net asset value per share 68.9 70.6 67.5
Cumulative distributions paid per
share 93.5 91.0 88.5
Total return per share 162.4 161.6 156.0
CHAIRMAN'S STATEMENT
I am pleased to present the Half-Yearly Report for Elderstreet VCT plc
for the six month period ended 30 June 2016.
Net asset value, results and dividends
At 30 June 2016, the Company's net asset value ("NAV") per share stood
at 68.9p, an increase of 0.8p or 1.1% since 31 December 2015 after
adjusting for the total dividends of 2.5p per share paid during the
period.
The return on activities after taxation for the period was GBP316,000
(2015: GBP1.4 million), comprising a revenue return of GBP333,000 and a
capital loss of GBP17,000.
An interim dividend of 2.5p per share will be paid on 16 December 2016
to Shareholders on the register at 4 November 2016.
Venture capital investments
The Company invested GBP1.5 million in the period in one new and two
follow-on investments.
In March 2016, the Company invested GBP499,000 in a new venture, Ridee
Limited, which trades as Jinn, a fast growing digital solution for last
mile deliveries from restaurants and stores.
A further investment of GBP750,000 was made into Concorde Solutions
Limited to grow the company. In addition, GBP253,000 was invested in
AngloINFO Limited to provide working capital for the further development
of the business.
There was one small part disposal in the period. Proceeds of GBP99,000
were received from the investment Uvenco UK plc (formerly Snacktime plc)
where part of the holding was sold to ensure the Company maintains
compliance with the new VCT rules. A further retention payment was
received in respect of Wessex Advanced Switching Products ("WASP"), the
investment that was sold in 2014, of GBP440,000. Total realised gains
for the period were GBP539,000.
At the period end, the Board reviewed the unquoted investment valuations
and made a small number of adjustments. The value of AngloINFO was
adjusted downwards by GBP405,000, reflecting the fact that the company
requires further funding to develop its product. The Manager does,
however, continue to believe that the company has potential. Concorde
Solutions was also decreased by GBP142,000 as sales are growing more
slowly than planned.
Within the AIM-quoted investments there were some significant moves over
the period, with Fulcrum Utility Services increasing by GBP479,000,
Access Intelligence increasing by GBP128,000 and Proxama decreasing by
GBP277,000. Overall, the full portfolio showed net unrealised losses of
GBP373,000 over the six months.
At the period end, the Company held a portfolio of 22 venture capital
investments, valued at GBP19.8 million.
Fixed income securities
The Company continues to hold a small portfolio of fixed income
investments that is managed by Smith & Williamson. The portfolio, valued
at GBP1.6 million at the period end, recognised unrealised capital gains
of GBP14,000 and produced income of GBP9,000 in the period.
Fundraising and share issues
During the period, the Company issued 2.6 million new shares at an
average price of 70.96p per share under a further Top-up Offer for
Subscription that launched in December 2015. The offers closed being
fully subscribed and having raised a total of GBP1.8 million.
Share buybacks
The Company has a policy of buying in shares that become available in
the market at approximately a 7.5% discount to the latest published net
asset value (subject to applicable regulations and liquidity
considerations).
In line with this policy during the period the Company purchased 145,500
shares for cancellation for an aggregate consideration of GBP93,000 at
an average price of 63.6p per share.
Any Shareholders who are considering selling their shares will need to
use a stockbroker. Such Shareholders should ask their stockbroker to
register their interest in selling their shares with Shore Capital, who
act as the Company's corporate broker.
Future strategy and developments
The UK's decision to leave the European Union has clearly been a major
event that will have some impact, one way or another, on the UK economy
over the coming years. In light of this the Board has reviewed the
portfolio and concluded that there is unlikely to be any significant
negative effect on the Company's investments in the short term and,
indeed, the weaker pound may be favourable to some investments. The
Board will, of course, continue to monitor developments.
The Board has had some discussions with the Manager about future
fundraising and general strategy. As a result it is expected that the
Company will launch a new Offer for Subscription later in the year.
Full details of the new offer will be available in due course.
Outlook
The portfolio has continued to perform satisfactorily and the Board
believes that it continues to include investments which can ultimately
deliver good rewards for Shareholders.
I look forward to updating Shareholders in my statement with the next
Annual Report.
David Brock
Chairman
SUMMARY OF INVESTMENT PORTFOLIO as at 30 June 2016
Valuation % of
movement portfolio
Cost Valuation in period by value
GBP'000 GBP'000 GBP'000
Top ten venture capital
investments
Lyalvale Express Limited 1,915 3,332 - 14.0%
Access Intelligence plc* 2,333 3,246 128 13.6%
Fords Packaging Topco Limited 2,883 3,239 - 13.6%
Baldwin & Francis Limited 1,534 2,252 - 9.4%
Fulcrum Utility Services Limited* 500 1,625 479 6.8%
Concorde Solutions Limited 1,650 1,525 (142) 6.4%
AngloINFO Limited 1,887 1,072 (405) 4.5%
Lyalvale Property Limited 300 914 - 3.8%
Macranet Limited 863 863 - 3.6%
Ridee Limited 499 499 - 2.1%
14,364 18,567 60 77.8%
Other venture capital investments 5,099 1,195 (447) 5.0%
Fixed income securities 1,516 1,557 14 6.5%
20,979 21,319 (373) 89.3%
Cash at bank and in hand 2,560 10.7%
Total investments 23,879 100.0%
All venture capital investments are unquoted unless otherwise stated.
* Quoted on AIM
SUMMARY OF INVESTMENT MOVEMENTS for the six months ended 30 June 2016
Additions
GBP'000
Venture capital investments
Concorde Solutions Limited 750
Ridee Limited 499
AngloINFO Limited 253
1,502
Disposals
Value at Profit/
1 January (loss) vs Realised
Cost 2016 Proceeds cost profit
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Part disposal
Uvenco UK plc
(formerly Snacktime
plc) - - 99 99 99
Retention proceeds
Wessex Advanced
Switching Products
Limited - - 440 440 440
- - 539 539 539
UNAUDITED BALANCE SHEET as at 30 June 2016
30 Jun 30 Jun 31 Dec
2016 2015 2015
Note GBP'000 GBP'000 GBP'000
Fixed assets
Investments 21,319 20,667 20,189
Current assets
Debtors 1,853 125 1,757
Cash at bank and in hand 2,560 2,846 3,113
4,413 2,971 4,870
Creditors: amounts falling
due within one year (151) (244) (601)
Net current assets 4,262 2,727 4,269
Net assets 25,581 23,394 24,458
Capital and reserves
Called up share capital 7 1,855 1,733 1,733
Capital redemption reserve 8 481 474 474
Share premium 8 5,452 3,743 3,743
Merger Reserve 8 1,828 1,828 1,828
Special reserve 8 2,394 2,592 2,629
Capital reserve - unrealised 8 4,060 5,671 4,433
Capital reserve - realised 8 9,064 6,792 9,132
Revenue reserve 8 447 561 486
Equity shareholders' funds 6 25,581 23,394 24,458
Basic and diluted net asset value per 6 68.9p 67.5p 70.6p
share
UNAUDITED INCOME STATEMENT for the six months ended 30 June 2016
Year
Six months ended Six months ended ended
30 Jun 2016 30 Jun 2015 31 Dec 2015
Revenue Capital Total Revenue Capital Total Total
Note GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Income 526 - 526 529 - 529 688
Gains on
investments:
- realised - 539 539 - 492 492 754
- unrealised - (373) (373) - 880 880 3,152
526 166 692 529 1,372 1,901 4,594
Investment
management
fees (61) (183) (244) (59) (178) (237) (472)
Performance
incentive
fees - - - - (107) (107) (454)
Other expenses (132) - (132) (133) - (133) (314)
Return on
ordinary
activities
before tax 333 (17) 316 337 1,087 1,424 3,354
Tax on total
comprehensive
income and
ordinary
activities - - - - - - -
Return
attributable
to equity
shareholders 4 333 (17) 316 337 1,087 1,424 3,354
Basic and 4 0.9p 0.0p 0.9p 1.0p 3.2p 4.2p 9.8p
diluted
return per
share
All Revenue and Capital items in the above statement derive from
continuing operations. The total column within the Income Statement
represents the profit and loss account of the Company.
STATEMENT OF CHANGE IN EQUITY for the six months ended 30 June 2016
Capital
Called up redemption Share Merger Special Capital Capital Revenue
share capital reserve Premium reserve reserve reserve-unrealised reserve-realised reserve Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
At 1 January
2016 1,733 474 3,743 1,828 2,629 4,433 9,132 486 24,458
Issue of new
shares 129 - 1,709 - - - - 1,838
Share Issue
costs - - - - (9) - - - (9)
Purchase of
own shares (7) 7 - - (93) - - - (93)
Expenses
charged to
capital - - - - - - (183) - (183)
Gains on
investments - - - - - (373) 539 - 166
Transfer
between
reserves - - - - (133) - 133 - -
Dividends
paid - - - - - - (557) (372) (929)
Revenue
return for
the period - - - - - - - 333 333
At 30 June
2016 1,855 481 5,452 1,828 2,394 4,060 9,064 447 25,581
UNAUDITED CASH FLOW STATEMENT for the six months ended 30 June 2016
Six months ended Six months ended Year ended
30 Jun 2016 30 Jun 2015 31 Dec 2015
GBP'000 GBP'000 GBP'000
Cash flow from operating activities
Return on ordinary activities before taxation 316 1,424 3,354
Gains on investments (166) (1,372) (3,906)
(Increase)/decrease in other debtors (101) 3,437 (20)
Decrease in other creditors (459) (544) (185)
Net cash generated from operating activities (410) 2,945 (757)
Cash flow from investing activities
Purchase of investments (1,502) (876) (2,677)
Sale of investments 544 881 7,509
Net cash (outflow)/inflow from investing activities (958) 5 4,832
Cash flows from financing activities
Proceeds from share issue 1,839 782 773
Proceeds from shares issued under Dividend Reinvestment
Scheme - 258 -
Share issue costs - (9) -
Purchase of own shares (93) (113) (114)
Equity dividends paid (931) (2,584) (3,183)
Net cash inflow/(outflow) from financing activities 815 (1,666) (2,524)
Increase in cash (553) 1,284 1,551
Net increase in cash
Beginning of period 3,113 1,562 1,562
Net cash (outflow)/inflow (553) 1,284 1,551
End of period 2,560 2,846 3,113
NOTES TO THE UNAUDITED FINANCIAL STATEMENTS
for the six months ended 30 June 2016
1. The unaudited half yearly results cover the six months to 30 June
2016 and have been prepared in accordance with the Statement of
Recommended Practice "Financial Statements of Investment Trust Companies
and Venture Capital Trusts" revised January 2009 and in accordance with
the accounting policies set out in the statutory accounts for the year
ended 31 December 2015, which were prepared in accordance with the
United Kingdom Generally Accepted Accounting Practice (United Kingdom
accounting standards and applicable law), including Financial Reporting
Standard 102, the financial reporting standard applicable in the UK and
Republic of Ireland.
2. The Company has only one class of business and derives its income
from investments made in shares, securities and bank deposits.
3. The comparative figures are in respect of the six months ended 30
June 2015 and the year ended 31 December 2015 respectively.
4. Basic and diluted return per share
Year ended
Six months ended 30 Jun 2016 Six months ended 30 Jun 2015 31 Dec 2015
Return per
share based
on:
Net revenue
gain for
the period
(GBP'000) 333 337 262
Capital
return per
share based
on:
Net capital
(loss)/gain
for the
period
(GBP'000) (17) 1,087 3,092
Weighted
average
number of
shares 35,889,194 34,046,369 34,356,056
5. Dividends
Six months ended Year ended
30 Jun 2016 31 Dec 2015
Per share Revenue Capital Total Total
pence GBP'000 GBP'000 GBP'000 GBP'000
Paid in the period
2015 Final 2.5p 372 557 929 -
2015 Interim 2.5p - - - 866
2015 Special 5.0p - - - 1,714
2014 2(nd) interim 2.5p - - - 861
372 557 929 3,441
6. Basic and diluted net asset value per share
Six months ended Six months ended Year ended
30 Jun 2016 30 Jun 2015 31 Dec 2015
Net asset value per
share based on:
Net assets (GBP'000) 25,581 23,394 24,458
Number of shares in
issue at the period
end 37,106,366 34,660,694 34,660,694
Net asset value per 68.9p 67.5p 70.6p
share
7. Called up share capital
Six months ended Six months ended Year ended
30 Jun 2016 30 Jun 2015 31 Dec 2015
Ordinary shares of 5p
each
Number of shares in
issue at the period
end 37,106,366 34,660,694 34,660,694
Nominal value (GBP'000) 1,855 1,733 1,733
In April 2016 the Company allotted 2,591,172 Ordinary Shares of 5p each
("Ordinary Shares") under the Top-up Offer for Subscription and a
further Top-up Offer for Subscription that launched in December 2016, at
an average price of 70.96p per share. Gross proceeds received thereon
were GBP1.8 million with issue costs in respect of the offer amounting
to GBP9,000.
During the period, the Company purchased 145,500 shares for cancellation
for an aggregate consideration of GBP93,000 at an average price of 63.6p
per share (approximately equal to a 9.9% discount to the most recently
published NAV at the time of purchase) and representing 0.4% of the
issued share capital in issue at 1 January 2016.
8. Reserves
The special reserve is available to the Company to enable the purchase
of its own shares in the market without affecting its ability to pay
dividends, and also allows the Company to write back realised capital
losses arising on disposals and impairments.
Distributable reserves are calculated as follows:
Year
Six months ended
ended Six months ended 31 Dec
30 Jun 2016 30 Jun 2015 2015
GBP'000 GBP'000 GBP'000
Special reserve 2,394 2,592 2,629
Capital reserve - realised 9,064 6,792 9,132
Revenue reserve 447 561 486
Merger reserve - distributable element 423 477 423
Unrealised losses
- excluding unrealised unquoted gains 57 (678) 414
12,385 9,744 13,084
The Company has categorised its financial instruments using the fair
value hierarchy as follows:
Level a Reflects financial instruments quoted in an active market (fixed
interest investments, and investments in shares quoted on either the
Main or AIM Markets);
Level b Reflects financial instruments that have prices that are
observable either directly or indirectly; and
Level c i) Reflects financial instruments that use valuation techniques
that are based on observable market data.
ii) Reflects financial instruments that use valuation techniques that
are not based on observable market data (unquoted equity investments and
loan note investments).
Six months ended 30 June 2016 Year ended 30 Dec 2015
Level Level Level Level Level Level
a b c(ii) Total a b c(ii) Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Fixed
interest
securities 1,557 - - 1,557 1,542 - - 1,542
AIM quoted
shares 4,330 - 262 4,592 4,199 - 233 4,432
Loan notes - - 4,916 4,916 - - 4,820 4,820
Unquoted
shares - - 10,254 10,254 - - 9,395 9,395
5,887 - 15,432 21,319 5,741 - 14,448 20,189
9. 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:
* investment risk associated with investing in small and immature
businesses;
* liquidity risk arising from investing mainly in unquoted businesses;
and
* 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 Philip Hare and
Associates LLP 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.
10. 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.
11. 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 current 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.
12. 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 2015 have been extracted from the
financial statements for that year, which have been delivered to the
Registrar of Companies; the Auditor's report on those financial
statements was unqualified.
13. Copies of the unaudited half-yearly results will be sent to
Shareholders shortly. Further copies can be obtained from the Company's
registered office or downloaded from www.elderstreet.com and
www.downing.co.uk.
This announcement is distributed by Nasdaq Corporate Solutions on behalf
of Nasdaq Corporate Solutions clients.
The issuer of this announcement warrants that they are solely
responsible for the content, accuracy and originality of the information
contained therein.
Source: Elderstreet VCT plc via Globenewswire
(END) Dow Jones Newswires
September 28, 2016 12:41 ET (16:41 GMT)
Copyright (c) 2016 Dow Jones & Company, Inc.
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