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| Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
|---|---|---|---|---|---|
| Albion Venture Capital Trust Plc | LSE:AAVC | London | Ordinary Share | GB0002039625 | ORD 1P |
| Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
|---|---|---|---|---|---|---|---|---|---|---|
| 0.00 | 0.00% | 43.20 | 42.20 | 44.20 | 43.20 | 43.20 | 43.20 | 0.00 | 01:00:00 |
| Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
|---|---|---|---|---|---|
| Trust,ex Ed,religious,charty | 1.78M | 125k | 0.0009 | 480.00 | 60.25M |
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Albion Venture Capital Trust PLC
As required by the UK Listing Authority's Disclosure and Transparency
Rules 4.1 and 6.3, Albion Venture Capital Trust PLC today makes public
its information relating to the Annual Report and Financial Statements
for the year ended 31 March 2016.
This announcement was approved for release by the Board of Directors on
27 June 2016.
This announcement has not been audited.
You will shortly be able to view the Annual Report and Financial
Statements for the year to 31 March 2016 (which have been audited) at:
www.albion-ventures.co.uk/funds/AAVC. The Annual Report and Financial
Statements for the year to 31 March 2016 will be available as a PDF
document via a link in the 'Financial Reports and Circulars' section.
The information contained in the Annual Report and Financial Statements
will include information as required by the Disclosure and Transparency
Rules, including Rule 4.1.
Investment objective and policy
The investment strategy of Albion Venture Capital Trust PLC (the
"Company") is to manage the risk normally associated with investments in
smaller unquoted companies whilst maintaining an attractive yield,
through allowing investors the opportunity to participate in a balanced
portfolio of asset-backed businesses. The Company's investment portfolio
will thus be structured to provide a balance between income and capital
growth for the longer term.
This is achieved as follows:
-- qualifying unquoted investments are predominantly in specially-formed
companies which provide a high level of asset backing for the capital
value of the investment;
-- The Company invests alongside selected partners with proven experience in
the sectors concerned;
-- investments are normally structured as a mixture of equity and loan
stock. The loan stock represents the majority of the finance provided and
is secured on the assets of the portfolio company. Funds managed or
advised by Albion Ventures LLP typically own 50 per cent. of the equity
of the portfolio company;
-- other than the loan stock issued to funds managed or advised by Albion
Ventures LLP, portfolio companies do not normally have external
borrowings.
The Company offers tax-paying investors substantial tax benefits at the
time of investment, on payment of dividends and on the ultimate disposal
of the investment.
Background to the Company
The Company is a venture capital trust which raised a total of GBP39.7
million through an issue of Ordinary shares in the spring of 1996 and
through an issue of C shares in the following year. The C shares merged
with the Ordinary shares in 2001. The Company has raised a further
GBP21.1 million under the Albion VCTs Top Up Offers since 2011.
On 25 September 2012, the Company acquired the assets and liabilities of
Albion Prime VCT PLC ("Prime") in exchange for new shares in the
Company. Each Prime shareholder received 0.8801 shares in the Company
for each Prime share that they held at the date of the Merger.
Financial calendar
Record date for first dividend 8 July 2016
Payment of first dividend 29 July 2016
Annual General Meeting 11:00am on 8 August
2016
Announcement of half-yearly results for the six months November 2016
ended 30 September 2016
Payment of second dividend (subject to Board approval) 30 December 2016
Financial highlights
5.6p Basic and diluted total return per share for the year
ended 31 March 2016
5.0p Total tax-free dividend per share paid during the
year ended 31 March 2016
72.0p Net asset value per share as at 31 March 2016
211.8p Total shareholder return since launch to 31 March
2016
7.5% Tax free yield on share price (dividend per annum/share
price as at 31 March 2016)
6.3% Annualised return since launch (without tax relief)
31 March 2016 31 March 2015
(pence per share) (pence per share)
Dividends paid 5.0 5.0
Revenue return 2.0 2.1
Capital return 3.6 3.2
Net asset value 72.0 71.6
Total shareholder return to 31 March 2016 Ordinary shares
Total dividends paid during the year ended : 31 March 1997 2.00
31 March 1998 5.20
31 March 1999 11.05
31 March 2000 3.00
31 March 2001 8.55
31 March 2002 7.60
31 March 2003 7.70
31 March 2004 8.20
31 March 2005 9.75
31 March 2006 11.75
31 March 2007 10.00
31 March 2008 10.00
31 March 2009 10.00
31 March 2010 5.00
31 March 2011 5.00
31 March 2012 5.00
31 March 2013 5.00
31 March 2014 5.00
31 March 2015 5.00
31 March 2016 5.00
Total dividends paid to 31 March 2016 139.80
Net asset value as at 31 March 2016 72.00
Total shareholder return to 31 March 2016 211.80
The financial summary above is for the Company, Albion Venture Capital
Trust PLC Ordinary shares only. Details of the financial performance of
the C shares and Albion Prime VCT PLC, which have been merged into the
Company, can be found at the end of this report.
In addition to the dividends summarised above, the Board has declared a
first dividend for the year ending 31 March 2017 of 2.5 pence per share
to be paid on 29 July 2016 to shareholders on the register as at 8 July
2016.
Notes
-- Dividends paid before 5 April 1999 were paid to qualifying
shareholders inclusive of the associated tax credit. The dividends for
the year to 31 March 1999 were maximised in order to take advantage of
this tax credit.
-- All dividends paid by the Company are paid free of income tax to
qualifying shareholders. It is an H.M. Revenue & Customs requirement
that dividend vouchers indicate the tax element should dividends have
been subject to income tax. Investors should ignore this figure on their
dividend voucher and need not disclose any income they receive from a
VCT on their tax return.
-- The net asset value of the Company is not its share price as quoted
on the official list of the London Stock Exchange. The share price of
the Company can be found in the Investment Companies - VCTs section of
the Financial Times on a daily basis. Investors are reminded that it is
common for shares in VCTs to trade at a discount to their net asset
value.
Chairman's statement
Introduction
The results for the year to 31 March 2016 show a total return of 5.6
pence per share, against 5.3 pence per share for the previous year, and
net assets of 72.0 pence per share compared to 71.6 pence per share at
31 March 2015, following the payment of total tax-free dividends of 5
pence per share. The Company raised approximately GBP4.3 million during
the year under the Albion VCTs Prospectus Top Up Offers 2014/2015 and
approximately GBP5.6 million under the Albion VCTs Prospectus Top Up
Offers 2015/2016, with a subsequent GBP0.3 million after the year end.
It is encouraging that the Company's total return continues for the
second year to more than cover its dividend of 5 pence per share. This
has been partly through an increase in the income generated by the
investment portfolio, which has risen 12 per cent. from the previous
year. The principal element, however, has come from capital uplifts; in
particular the sale of our Kensington Health Club realised a strong
uplift in value, while the opening of the first of our three care homes
which have been under construction led to a substantial uplift in the
third party valuation.
Investment performance and progress
In general, we have been continuing the task of repositioning the
portfolio, aimed at a reduced reliance on sectors that are exposed to
the consumer and business cycle. Renewable energy now accounts for 19
per cent. of the portfolio, while healthcare accounts for 22 per cent.
and education for 7 per cent.
Taking these sectors in turn, our renewable energy investments are now
mature and will not be subject to further investment, other than our
biogas plant, Earnside Energy, which is currently expanding its
capacity. It is intended to hold these cash-generative investments for
the longer term with the aim of providing low risk diversification for
the investment portfolio as a whole, combined with a strong source of
income.
Shinfield Court, outside Reading, which has been one of our three care
homes under construction, opened in April 2016 and is filling at rates,
and at a pace, which are both encouraging. This resulted in a strong
uplift following a third party valuation. Active Lives Care (trading as
Cumnor Hill House), which is based in Oxford opened in June 2016; and
Ryefield Court, based in Hillingdon in West London, is expected to open
in July. Current indications are positive for both.
In education, Radnor House School continues to grow with over 400 pupils
due for the September 2016 term. Meanwhile, Combe Bank School, which was
acquired last year, has now been renamed Radnor House Sevenoaks. Having
begun the year with 210 pupils, it is now anticipated that the pupil
roll in September 2016 will be significantly higher.
We continue to review our hotel portfolio with a view to selling up to
two of our units by this time next year. Trading at Stansted has been
strong, in line with the general uplift in passenger numbers at the
airport and this has been reflected in the valuation. With regard to our
pubs, our North West portfolio, within Bravo Inns, continues to perform
according to plan and to provide strong cash generation for the Company;
while we have now sold the underlying pubs within Charnwood Pub Company.
Risks and uncertainties
The outlook for the UK economy, where growth is slow, continues to be
the key risk affecting your Company. The recent referendum calling for
Britain to withdraw from the European Union is likely to have an effect
on the Company and its investments, although the extent of this is not
quantifiable at this time.
If the referendum has a material adverse effect on the UK economy, the
Company's investment portfolio will be affected. We would expect the
effects of this to be felt most in those sectors which are most exposed
to the consumer and business cycle.
The regulatory environment in which the Company operates has had
significant input from rules developed within the European Union and the
Company has no way of currently evaluating what changes may occur in a
separate UK regulatory environment.
Withdrawal from the European Union may create new instabilities in
markets generally and these instabilities may affect the valuation and
market liquidity of the Company's existing investments as well as affect
the availability or pricing of new investments.
The Company's policy remains that its portfolio companies should not
normally have external borrowings and for the Company to have a first
charge over portfolio companies' assets. The Board and the Manager see
this as an important factor in the control of investment risk. However,
on an exceptional basis, certain portfolio companies may take on
external borrowings, where the Board considers this will offer a
significant benefit to the Company.
A detailed analysis of the other risks and uncertainties facing the
business is set out in the Strategic report below.
Changes in VCT legislation
The July 2015 budget introduced a number of changes to VCT legislation,
including restrictions over the age of investments; a prohibition on
management buyouts or the purchase of existing businesses; and an
overall lifetime investment cap of GBP12 million from tax-advantaged
funds into any portfolio company. While these changes are significant,
the Manager's assessment is that had they been in place previously, they
would have affected only a relatively small number of the investments
that we have made into new portfolio companies over recent years. The
Board's current view is that there will be no material change in our
investment policy as a result.
Share buy-backs
It remains the Board's primary objective to maintain sufficient
resources for investment in existing and new portfolio companies and for
the continued payment of dividends to shareholders. Thereafter, it is
still the Board's policy to buy back shares in the market, subject to
the overall criterion that such purchases are in the Company's interest.
The total value bought in for the previous six months to 31 March 2016
was GBP273,000. Subject to the constraints referred to above and
subject to first purchasing shares held by the market makers, the Board
will target such buy-backs to be in the region of a 5 per cent. discount
to net asset value, so far as market conditions and liquidity permit.
Results and dividends
As at 31 March 2016, the net asset value was GBP57.0 million or 72.0
pence per share, compared to GBP46.9 million or 71.6 pence per share as
at 31 March 2015, after the payment of total tax-free dividends of 5
pence per share. The results comprised a total return of 5.6 pence per
share for the year (2015: 5.3 pence per share), which is made up of a
2.0 pence per share revenue return (2015: 2.1 pence per share) and a 3.6
pence per share capital return after taking into account capitalised
expenses (2015: 3.2 pence per share). The revenue return before
taxation was GBP1.7 million compared to GBP1.5 million for the year to
31 March 2015. The Company will pay a first dividend of 2.5 pence per
share for the year ending 31 March 2017 on 29 July 2016 to shareholders
on the register on 8 July 2016, which is in line with the Company's
current objective of paying a dividend of 5 pence per share annually.
Outlook and prospects
We are pleased with the progress made during the course of the year, in
particular the building up of our healthcare portfolio. Looking forwards,
we are reviewing a number of interesting areas for investment and would
anticipate further progress in the current year.
David Watkins
Chairman
27 June 2016
Strategic report
Investment objective and policy
The Company's investment policy is to provide investors with the
opportunity to participate in a balanced portfolio of asset-backed
businesses. The Company's investment portfolio will thus be structured
to provide a balance between income and capital growth for the longer
term.
This is achieved as follows:
-- qualifying unquoted investments are predominantly in specially-formed
companies which provide a high level of asset backing for the capital
value of the investment;
-- the Company invests alongside selected partners with proven experience in
the sectors concerned;
-- investments are normally structured as a mixture of equity and loan
stock. The loan stock normally represents the majority of the finance
provided and is secured on the assets of the portfolio company. Funds
managed or advised by Albion Ventures LLP typically own 50 per cent. of
the equity of the portfolio company; and
-- other than the loan stock issued to funds managed or advised by Albion
Ventures LLP, portfolio companies do not normally have external
borrowings.
Current portfolio sector allocation
The pie chart at the end of this announcement shows the split of the
portfolio valuation by industrial or commercial sector as at 31 March
2016. Details of the principal investments made by the Company are shown
in the Portfolio of investments on pages 17 and 18 of the full Annual
Report and Financial Statements.
Direction of portfolio
The sector analysis of the Company's investment portfolio shows that
healthcare now accounts for 22 per cent. of the portfolio, compared to
13 per cent. at the end of the previous financial year, following
further investments in the Company's three care homes (and a revaluation
of Shinfield). This is likely to increase as the care homes are revalued
in the future. Renewable energy accounts for 19 per cent. of the
portfolio, but other than a further investment of GBP1m in Earnside
Energy shortly after the year end to expand its capacity, no further
investments are being made in this sector. Hotels accounted for 23 per
cent. compared to 27 per cent. at the previous year end and the Company
is looking to reduce this further.
Results and dividends
Ordinary shares
GBP'000
Net revenue return for the year ended 31 March 2016 1,403
Net capital gain for the year ended 31 March 2016 2,612
Total return for the year ended 31 March 2016 4,015
Dividend of 2.5 pence per share paid on 31 July 2015 (1,789)
Dividend of 2.5 pence per share paid on 31 December
2015 (1,782)
Unclaimed dividends returned to the Company 22
Transferred to reserves 466
Net assets as at 31 March 2016 56,955
Net asset value per share as at 31 March 2016 (pence) 72.0
The Company paid dividends totalling 5.0 pence per share during the year
ended 31 March 2016 (2015: 5.0 pence per share). The dividend objective
of the Board is to provide Shareholders with a strong, predictable
dividend flow, with a dividend target of 5.0 pence per share per year.
As noted in the Chairman's statement, the Board has declared a first
dividend of 2.5 pence per share for the year ending 31 March 2017. This
dividend will be paid on 29 July 2016 to shareholders on the register as
at 8 July 2016.
As shown in the Income statement, the Company's investment income has
increased to GBP2,236,000 (2015: GBP1,989,000) and the total revenue
return to equity holders also increased to GBP1,403,000 (2015:
GBP1,314,000), principally driven by the Company's successful renewable
energy development programme. Income continues to more than cover
on-going expenses. Although total income has increased, revenue return
per share has decreased slightly, to 2.0 pence per share (2015: 2.1
pence per share), due to the number of shares issued during the year.
The capital gain on investments for the year was GBP3,203,000 (2015:
GBP2,569,000), offset by management fees charged to capital and the
related taxation impact, resulting in a capital return of 3.6 pence per
share (2015: 3.2 pence per share).
The total return was 5.6 pence per share (2015: 5.3 pence per share).
The Balance sheet shows that the net asset value has increased over the
last year to 72.0 pence per share (2015: 71.6 pence per share),
primarily reflecting the total return exceeding the level of dividends
paid during the year.
The cash flow for the Company has been a net inflow of GBP1,328,000 for
the year (2015: inflow GBP1,497,000), reflecting cash inflows from
operations, disposal proceeds and the issue of Ordinary shares under the
Albion VCTs Top Up Offers, offset by dividends paid, new investments in
the year and the buy-back of shares.
During the year, unclaimed dividends older than twelve years of
GBP22,000 (2015: GBP41,000) were returned to the Company in accordance
with the terms of the Articles of Association.
Review of business and future changes
A review of the Company's business during the year and investment
performance and progress is contained in the Chairman's statement. The
healthcare sector performed particularly well again this year with an
increase in valuations of GBP1,517,000 (2015: GBP1,031,000). The
renewable energy sector was also strong with an increase in valuations
of GBP670,000 (2015: GBP1,047,000). The hotel sector saw an increase of
GBP524,000 (2015: GBP266,000), although The Stanwell Hotel saw a
decrease during the year of GBP254,000. The education sector saw an
increase in the valuation of Radnor House School of GBP337,000. The
health and fitness clubs sector saw mixed results after we disposed of
our Kensington health club investment for a gain on opening value of
GBP843,000, whilst The Weybridge Club decreased in valuation by
GBP492,000. The Charnwood Pub decreased in value by GBP234,000 during
the year, which led to the pub sector as a whole decreasing by
GBP209,000 (2015: GBP121,000).
The Company continues with its objective to invest in asset-based
unquoted companies throughout the United Kingdom, with a view to
providing both capital growth and a reliable dividend income to
shareholders over the longer term. The Directors do not foresee any
major changes in the activity undertaken by the Company in the current
year.
Details of significant events which have occurred since the end of the
financial year are listed in note 20. Details of transactions with the
Manager are shown in note 5.
VCT regulation
The investment policy is designed to ensure that the Company continues
to qualify and is approved as a VCT by HMRC. In order to maintain its
status under Venture Capital Trust legislation, a VCT must comply on a
continuing basis with the provisions of Section 274 of the Income Tax
Act 2007, details of which are provided in the Directors' report on page
22 of the full Annual Report and Financial Statements.
As part of the Government's wider review of the VCT regime, new rules
have been introduced under the Finance Act (No.2) 2015 which received
Royal Assent on 18 November 2015, which include:
-- Restrictions over the age of investments;
-- A prohibition on management buyouts or the purchase of existing
businesses; and
-- An overall lifetime investment cap of GBP12 million from tax-advantaged
funds into any portfolio company.
While these changes are significant, the Manager's assessment is that
had they been in place previously they would have affected only a
relatively small minority of the investments that we have made into new
portfolio companies over recent years. The Board's current view is that
there will be no material change in our investment policy as a result.
The relevant tests to measure compliance have been carried out and
independently reviewed for the year ended 31 March 2016. These showed
that the Company has complied with all tests and continues to do so.
Future prospects
The Company's performance record reflects the resilience of the strategy
outlined above and has enabled the Company to maintain a predictable
stream of dividend payments to shareholders. The Board believes that
this model will continue to meet the investment objective and has the
potential to deliver attractive returns to shareholders in the future.
Key performance indicators
The Directors believe that the following key performance indicators,
which are typical for venture capital trusts and used by the Board in
its assessment of the Company, will provide shareholders with sufficient
information to assess how effectively the Company is applying its
investment policy to meet its objective. The Directors are satisfied
that the results shown in the following key performance indicators give
a good indication that the Company is achieving its investment objective
and policy. These are:
1. Net asset value total return relative to FTSE All Share Index total
return
The graph on page 4 of the full Annual Report and Financial Statements
shows the Company's net asset value total return against the FTSE
All-Share Index total return, in both instances with dividends
reinvested.
1. Net asset value per share and total shareholder return
Net asset value increased by 7.5 per cent. (after adding back the 5.0
pence per share in dividends paid) to 72.0 pence per share for the year
ended 31 March 2016.
Total shareholder return increased by 2.6 per cent. to 211.8 pence per
share for the year ended 31 March 2016.
1. Dividend distributions
Dividends paid in respect of the year ended 31 March 2016 were 5.00
pence per share (2015: 5.00 pence per share), in line with the Board's
dividend objective. Cumulative dividends paid since inception amount to
139.80 pence per Ordinary share and 128.25 pence per historic C share.
1. Ongoing charges
The ongoing charges ratio for the year to 31 March 2016 was 2.5 per
cent. (2015: 2.5 per cent.). The ongoing charges ratio has been
calculated using The Association of Investment Companies' (AIC)
recommended methodology. This figure shows shareholders the total
recurring annual running expenses (including investment management fees
charged to capital reserve) as a percentage of the average net assets
attributable to shareholders. The Directors expect the ongoing charges
ratio for the year ahead to be approximately 2.5 per cent. The cap on
total annual normal expenses, including the management fee, is 3.0 per
cent. of the net asset value.
Gearing
As defined by the Articles of Association, the Company's maximum
exposure in relation to gearing is restricted to 10 per cent. of the
adjusted share capital and reserves. The Directors do not currently have
any intention to utilise gearing for the Company. On an exceptional
basis, certain portfolio companies may take on external borrowings,
where the Board considers this will offer a significant benefit to the
Company.
Operational arrangements
The Company has delegated the investment management of the portfolio to
Albion Ventures LLP, which is authorised and regulated by the Financial
Conduct Authority. Albion Ventures LLP also provides company secretarial
and other accounting and administrative support to the Company.
Management agreement
Under the Management agreement, the Manager provides investment
management, secretarial and administrative services to the Company. The
Management agreement can be terminated by either party on 12 months'
notice. The Management agreement is subject to earlier termination in
the event of certain breaches or on the insolvency of either party. The
Manager is paid an annual fee equal to 1.9 per cent. of the net asset
value of the Company, and an annual secretarial and administrative fee
of GBP48,087 (2015: GBP47,658) increased annually by RPI. These fees
are payable quarterly in arrears.
In line with common practice, the Manager is also entitled to an
arrangement fee, payable by each portfolio company, of approximately 2
per cent. on each investment made and any applicable monitoring fees.
Management performance incentive
In order to provide the Manager with an incentive to maximise the return
to investors, the Company has entered into a management performance
incentive arrangement with the Manager. Under the incentive arrangement,
the Company will pay an incentive fee to the Manager of an amount equal
to 8 per cent. of the excess total return above 5 per cent. per annum,
paid out annually in cash as an addition to the management fee. Any
shortfall of the target return will be carried forward into subsequent
periods and the incentive fee will only be paid once all previous and
current target returns have been met.
For the year to 31 March 2016, no incentive fee became due to the
Manager (2015: GBPnil).
No further performance fee will become due until the hurdle rate
comprising net asset value, plus dividends from 31 March 2004, has been
reached. As of 31 March 2016 the total return from 31 March 2004
amounted to 158.5 pence per share which compared to the hurdle of 203.1
pence per share at that date.
Investment and co-investment
The Company co-invests with other venture capital trusts and funds
managed by Albion Ventures LLP. Allocation of investments is on the
basis of an allocation agreement which is based, inter alia, on the
ratio of funds available for investment.
Evaluation of the Manager
The Board has evaluated the performance of the Manager based on the
returns generated by the Company, the continued compliance under venture
capital trust legislation, the long term prospects of current
investments, a review of the Management agreement and the services
provided therein, and benchmarking the performance of the Manager to
other service providers. The Board believes that it is in the interests
of shareholders as a whole, and of the Company, to continue the
appointment of the Manager for the forthcoming year.
Alternative Investment Fund Managers Directive ("AIFMD")
The Board has appointed Albion Ventures LLP as the Company's AIFM as
required by the AIFMD.
Social and community issues, employees and human rights
The Board recognises the requirement under section 414C of the Act to
detail information about social and community issues, employees and
human rights; including any policies it has in relation to these matters
and effectiveness of these policies. As an externally managed investment
company with no employees, the Company has no policies in these matters
and as such these requirements do not apply.
Further policies
The Company has adopted a number of further policies relating to:
-- Environment
-- Global greenhouse gas emissions
-- Anti-bribery
-- Diversity
and these are set out in the Directors' report on pages 22 and 23 of the
full Annual Report and Financial Statements.
Risk management
The Board carries out a robust assessment of principal risks in which
the Company operates. The principal risks and uncertainties of the
Company as identified by the Board and how they are managed are as
follows:
Risk Possible consequence Risk management
Economic Changes in economic conditions, including, for example, To reduce this risk, in addition to investing equity
risk interest rates, rates of inflation, industry conditions, in portfolio companies, the Company often invests
competition, political and diplomatic events and other in secured loan stock and has a policy of not normally
factors could substantially and adversely affect the permitting any external bank borrowings within portfolio
Company's prospects in a number of ways. companies. Additionally, the Manager has been rebalancing
the sector exposure of the portfolio with a view to
reducing reliance on consumer led sectors.
VCT The Company's current approval as a venture capital To reduce this risk, the Board has appointed the Manager,
approval trust allows investors to take advantage of tax reliefs which has a team with significant experience in venture
risk on initial investment and ongoing tax free capital capital trust management, used to operating within
gains and dividend income. Failure to meet the qualifying the requirements of the venture capital trust legislation.
requirements could result in investors losing the In addition, to provide further formal reassurance,
tax relief on initial investment and loss of tax relief the Board has appointed Philip Hare & Associates LLP
on any tax-free income or capital gains received. as its taxation adviser. Philip Hare & Associates
In addition, failure to meet the qualifying requirements LLP report quarterly to the Board to independently
could result in a loss of listing of the shares. confirm compliance with the venture capital trust
legislation, to highlight areas of risk and to inform
on changes in legislation. Each investment in a new
portfolio company is also pre-cleared with H.M. Revenue
& Customs.
Investment This is the risk of investment in poor quality assets To reduce this risk, the Board places reliance upon
risk which reduces the capital and income returns to shareholders the skills and expertise of the Manager and its strong
and negatively impacts on the Company's reputation. track record for investing in this segment of the
By nature, smaller unquoted businesses, such as those market. In addition, the Manager operates a formal
that qualify for venture capital trust purposes are and structured investment process, which includes
more fragile than larger, long established businesses. an Investment Committee, comprising investment professionals
The success of investments in certain sectors is also from the Manager and at least one external investment
subject to regulatory risk, such as those affecting professional. The Manager also invites and takes account
companies involved in UK renewable energy. of comments from non-executive Directors of the Company
on investments discussed at the Investment Committee
meetings. Investments are actively and regularly monitored
by the Manager (investment managers normally sit on
portfolio company boards) and the Board receives detailed
reports on each investment as part of the Manager's
report at quarterly board meetings.
Valuation The Company's investment valuation methodology is As described in note 2 of the Financial Statements,
risk reliant on the accuracy and completeness of information the investments held by the Company are classified
that is issued by portfolio companies. In particular, at fair value through profit or loss and valued in
the Directors may not be aware of or take into account accordance with the International Private Equity and
certain events or circumstances which occur after Venture Capital Valuation Guidelines. These guidelines
the information issued by such companies is reported. set out recommendations, intended to represent current
best practice on the valuation of venture capital
investments. These investments are valued on the basis
of forward looking estimates and judgements about
the business itself, its market and the environment
in which it operates, together with the state of the
mergers and acquisitions market, stock market conditions
and other factors. In making these judgements the
valuation takes into account all known material facts
up to the date of approval of the Financial Statements
by the Board. The values of all investments are at
cost (reviewed for impairment) or supported by independent
third party professional valuations.
Compliance The Company is listed on The London Stock Exchange Board members and the Manager have experience of operating
risk and is required to comply with the rules of the UK at senior levels within or advising quoted businesses.
Listing Authority, as well as with the Companies Act, In addition, the Board and the Manager receive regular
Accounting Standards and other legislation. Failure updates on new regulation from its auditor, lawyers
to comply with these regulations could result in a and other professional bodies. The Company is subject
delisting of the Company's shares, or other penalties to compliance checks via the Manager's Compliance
under the Companies Act or from financial reporting Officer. The Manager reports monthly to its Board
oversight bodies. on any issues arising from compliance or regulation.
These controls are also reviewed as part of the quarterly
Manager Board meetings, and also as part of the review
work undertaken by the Manager's Compliance Officer.
The report on controls is also evaluated by the internal
auditors.
Internal Failures in key controls, within the Board or within The Audit Committee meets with the Manager's Internal
control the Manager's business, could put assets of the Company Auditor, PKF Littlejohn LLP, when required, receiving
risk at risk or result in reduced or inaccurate information a report regarding the last formal internal audit
being passed to the Board or to shareholders. performed on the Manager and providing the opportunity
for the Audit Committee to ask specific and detailed
questions. John Kerr, Chairman of the Audit Committee,
met with the internal audit Partner of PKF Littlejohn
LLP in January 2016 to discuss the most recent Internal
Audit Report on the Manager.
The Manager has a comprehensive business continuity
plan in place in the event that operational continuity
is threatened. Further details regarding the Board's
management and review of the Company's internal controls
through the implementation of the Guidance on Risk
Management, Internal Control and Related Financial
and Business Reporting are detailed on page 29 of
the full Annual Report and Financial Statements.
Measures are in place to mitigate information risk
in order to ensure the integrity, availability and
confidentiality of information used within the business.
Reliance The Company is reliant upon the services of Albion There are provisions within the management agreement
upon third Ventures LLP for the provision of investment management for the change of Manager under certain circumstances
parties and administrative functions. (for further detail, see the Management agreement
risk paragraph within this Strategic report). In addition,
the Manager has demonstrated to the Board that there
is no undue reliance placed upon any one individual
within Albion Ventures LLP.
Financial By its nature, as a venture capital trust, the Company The Company's policies for managing these risks and
risk is exposed to investment risk (which comprises investment its financial instruments are outlined in full in
price risk and cash flow interest rate risk), credit note 18 to the Financial Statements.
risk and liquidity risk. All of the Company's income and expenditure is denominated
in sterling and hence the Company has no foreign currency
risk. The Company is financed through equity and does
not have any borrowings. The Company does not use
derivative financial instruments for speculative purposes.
Viability statement
In accordance with the FRC UK Corporate Governance Code published in
September 2014 and principle 21 of the AIC Code of Corporate Governance
published by the AIC in February 2015, the Directors have assessed the
prospects of the Company over three years to 31 March 2019. The
Directors have taken a three year period as the Code does not specify a
time period, except that it must be longer than 12 months. The Directors
believe that three years is a reasonable period in which they can assess
the future of the Company to continue to operate and meet its
liabilities, as they fall due and is also the period used by the Board
in the strategic planning process and is considered reasonable for a
business of our nature and size.
The Directors have carried out a robust assessment of the principal
risks facing the Company as explained above, including those that could
threaten its business model, future performance, solvency or liquidity.
The Board also considered the risk management processes in place to
avoid or reduce the impact of the underlying risks. The Board focused on
the major factors which affect the economic, regulatory and political
environment. The Board deliberated over the importance of the Manager
and the processes that it has in place for dealing with the principal
risks.
The Board assessed the ability of the Company to raise finance. As
explained in this Strategic report the Company's income more than covers
ongoing expenses. This income should increase as our asset-backed
investments continue to mature. The portfolio is well balanced and
geared towards long term growth delivering dividends and capital growth
to shareholders. In assessing the prospects of the Company the Directors
have considered the cash flow by looking at the Company's income and
expenditure projections and funding pipeline over the assessment period
of three years and they appear realistic.
Taking into account the processes for mitigating risks, monitoring costs,
share price discount, the Manager's compliance with the investment
objective, policies and business model and the balance of the portfolio
the Directors have concluded that there is a reasonable expectation that
the Company will be able to continue in operation and meet its
liabilities as they fall due over the three year period to 31 March
2019.
This Strategic report of the Company for the year ended 31 March 2016
has been prepared in accordance with the requirements of section 414A of
the Companies Act 2006 (the "Act"). The purpose of this report is to
provide Shareholders with sufficient information to enable them to
assess the extent to which the Directors have performed their duty to
promote the success of the Company in accordance with section 172 of the
Act.
The Strategic report was approved by the Board of Directors on 27 June
2016 and was signed on its behalf by:
David Watkins
Chairman
27 June 2016
Responsibility statement
In preparing these Financial Statements for the year to 31 March 2016,
the Directors of the Company, being David Watkins, John Kerr, Jeff
Warren and Ebbe Dinesen, confirm that to the best of their knowledge:
- summary financial information contained in this announcement and the
full Annual Report and Financial Statements for the year ended 31 March
2016 for the Company have been prepared in accordance with United
Kingdom Generally Accepted Accounting Practice (UK Accounting Standards
and applicable law) and give a true and fair view of the assets,
liabilities, financial position and profit and loss of the Company for
the year ended 31 March 2016 as required by DTR 4.1.12.R;
- the Chairman's statement and Strategic report include a fair review of
the information required by DTR 4.2.7R (indication of important events
during the year ended 31 March 2016 and description of principal risks
and uncertainties that the Company faces); and
- the Chairman's statement and Strategic report include a fair review of
the information required by DTR 4.2.8R (disclosure of related parties
transactions and changes therein).
A detailed "Statement of Directors' responsibilities" is contained on
page 25 within the full audited Annual Report and Financial Statements.
By order of the Board
David Watkins
Chairman
27 June 2016
Income statement
Year ended 31 March 2016 Year ended 31 March 2015
Revenue Capital Total Revenue Capital Total
Note GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Gains on investments 3 - 3,203 3,203 - 2,569 2,569
Investment income 4 2,236 - 2,236 1,989 - 1,989
Investment management fees 5 (246) (739) (985) (212) (636) (848)
Other expenses 6 (287) - (287) (273) - (273)
Return on ordinary activities before tax 1,703 2,464 4,167 1,504 1,933 3,437
Tax (charge)/credit on ordinary activities 8 (300) 148 (152) (190) 135 (55)
Return and total comprehensive income attributable
to shareholders 1,403 2,612 4,015 1,314 2,068 3,382
Basic and diluted return per share (pence)* 10 2.0 3.6 5.6 2.1 3.2 5.3
* excluding treasury shares
The accompanying notes form an integral part of these Financial
Statements.
The total column of this Income statement represents the profit and loss
account of the Company. The supplementary revenue and capital columns
have been prepared in accordance with the Association of Investment
Companies' Statement of Recommended Practice.
There are no recognised gains or losses other than the results for the
year disclosed above. Accordingly a statement of total comprehensive
income is not required.
The difference between the reported profit on ordinary activities before
tax and the historical profit is due to the fair value movements on
investments.
Balance sheet
31 March 2016 31 March 2015
Note GBP'000 GBP'000
Fixed asset investments 11 45,015 38,229
Current assets
Trade and other receivables less than one
year 13 2,139 166
Cash and cash equivalents 10,330 9,002
12,469 9,168
Total assets 57,484 47,397
Creditors: amounts falling due within one
year
Trade and other payables less than one
year 14 (529) (469)
Total assets less current liabilities 56,955 46,928
Equity attributable to equityholders
Called up share capital 15 861 714
Share premium 18,374 8,228
Capital redemption reserve 7 7
Unrealised capital reserve 1,128 (2,269)
Realised capital reserve 10,737 11,522
Other distributable reserve 25,848 28,726
Total equity shareholders' funds 56,955 46,928
Basic and diluted net asset value per
share (pence)* 16 72.0 71.6
* excluding treasury shares
The accompanying notes form an integral part of these Financial
Statements.
These Financial Statements were approved by the Board of Directors and
authorised for issue on 27 June 2016, and were signed on its behalf by
David Watkins
Chairman
Company number: 03142609
Statement of changes in equity
Capital Unrealised Realised Other
Called up share Share redemption capital capital distributable
capital premium reserve reserve reserve* reserve* Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
As at 1 April 2015 714 8,228 7 (2,269) 11,522 28,726 46,928
Return and total comprehensive income for the year - - - 2,343 269 1,403 4,015
Transfer of previously unrealised gains/(losses) on
realisations of investments - - - 1,054 (1,054) - -
Purchase of treasury shares - - - - - (733) (733)
Issue of equity 147 10,423 - - - - 10,570
Cost of issue of equity - (277) - - - - (277)
Net dividends paid (note 9) - - - - - (3,549) (3,549)
As at 31 March 2016 861 18,374 7 1,128 10,737 25,848 56,955
As at 1 April 2014 645 3,525 7 (3,343) 10,527 31,297 42,658
Return and total comprehensive income for the year - - - 1,442 626 1,314 3,382
Transfer of previously unrealised gains/(losses) on
realisations of investments - - - (368) 368 - -
Purchase of treasury shares - - - - - (760) (760)
Issue of equity 69 4,827 - - - - 4,896
Cost of issue of equity - (124) - - - - (124)
Net dividends paid (note 9) - - - - - (3,125) (3,125)
As at 31 March 2015 714 8,228 7 (2,269) 11,522 28,726 46,928
* Included within the aggregate of these reserves is an amount of
GBP36,585,000 (2015: GBP37,979,000) which is considered distributable.
Statement of cash flows
Year ended Year ended
31 March 2016 31 March 2015
GBP'000 GBP'000
Operating activities
Loan stock income received 2,028 1,764
Deposit interest received 115 76
Dividend income received 81 57
Investment management fees paid (938) (828)
Other cash payments (273) (271)
Corporation tax (paid)/refund (99) 64
Net cash flow from operating activities 915 862
Cash flow from investing activities
Purchase of fixed asset investments (6,430) (9,042)
Disposal of fixed asset investments 2,786 8,833
Net cash flow from investing activities (3,644) (209)
Cash flow from financing activities
Issue of share capital* 7,886 4,478
Cost of issue of equity (2) (1)
Dividends paid (3,094) (2,873)
Purchase of own shares (including costs) (733) (760)
Net cash flow from financing activities 4,057 844
Increase in cash and cash equivalents 1,328 1,497
Cash and cash equivalents at start of period 9,002 7,505
Cash and cash equivalents at end of period 10,330 9,002
Cash and cash equivalents comprise
Cash at bank and in hand 10,330 9,002
Cash equivalents - -
Total cash and cash equivalents 10,330 9,002
*An additional GBP1,988,000 relating to shares subscribed and allotted
on 31 March 2016 was received after the year end, bringing total
proceeds for the year ended 31 March 2016 to GBP9,874,000 as shown in
note 15.
Notes to the Financial Statements
1. Basis of preparation
The Financial Statements have been prepared in accordance with the
historical cost convention, modified to include the revaluation of
investments, in accordance with applicable United Kingdom law and
accounting standards, including Financial Reporting Standard 102 ("FRS
102"), and with the 2014 Statement of Recommended Practice "Financial
Statements of Investment Trust Companies and Venture Capital Trusts"
("SORP") issued by The Association of Investment Companies ("AIC"). This
is the first period in which the Financial Statements have been prepared
under FRS 102 which became mandatory for companies with a financial year
beginning from 1 January 2015. On adoption of, and in accordance with
FRS 102, loans and receivables previously measured at amortised cost
using the effective interest rate method less impairment have been
classified at fair value through profit and loss ("FVTPL"). This has not
led to a material change in value and so has not led to a restatement of
comparatives. Further details can be found in note 17.
The preparation of the Financial Statements requires management to make
judgements and estimates that affect the application of policies and
reported amounts of assets, liabilities, income and expenses. The most
critical estimates and judgements relate to the determination of
carrying value of investments at FVTPL. The Company values investments
by following the International Private Equity and Venture Capital
Valuation ("IPEVCV") Guidelines and further detail on the valuation
techniques used are outlined in note 2.
2. Accounting policies
Fixed asset investments
The Company's business is investing in financial assets with a view to
profiting from their total return in the form of income and capital
growth. This portfolio of financial assets is managed and its
performance evaluated on a fair value basis, in accordance with a
documented investment policy, and information about the portfolio is
provided internally on that basis to the Board.
In accordance with the requirements of FRS 102, those undertakings in
which the Company holds more than 20 per cent. of the equity as part of
an investment portfolio are not accounted for using the equity method.
In these circumstances the investment is measured at FVTPL.
Upon initial recognition (using trade date accounting) investments,
including loan stock, are classified by the Company as FVTPL and are
included at their initial fair value, which is cost (excluding expenses
incidental to the acquisition which are written off to the income
statement).
Subsequently, the investments are valued at 'fair value', which is
measured as follows:
-- Investments listed on recognised exchanges are valued at their bid prices
at the end of the accounting period or otherwise at fair value based on
published price quotations;
-- Unquoted investments, where there is not an active market, are valued
using an appropriate valuation technique in accordance with the IPEVCV
Guidelines. Indicators of fair value are derived using established
methodologies including earnings multiples, the level of third party
offers received, prices of recent investment rounds, net assets and
industry valuation benchmarks. Where the Company has an investment in an
early stage enterprise, the price of a recent investment round is often
the most appropriate approach to determining fair value. In situations
where a period of time has elapsed since the date of the most recent
transaction, consideration is given to the circumstances of the portfolio
company since that date in determining fair value. This includes
consideration of whether there is any evidence of deterioration or strong
definable evidence of an increase in value. In the absence of these
indicators, the investment in question is valued at the amount reported
at the previous reporting date. Examples of events or changes that could
indicate a diminution include:
-- the performance and/or prospects of the underlying business are
significantly below the expectations on which the investment was
based;
-- a significant adverse change either in the portfolio company's
business or in the technological, market, economic, legal or
regulatory environment in which the business operates; or
-- market conditions have deteriorated, which may be indicated by a
fall in the share prices of quoted businesses operating in the
same or related sectors.
Investments are recognised as financial assets on legal completion of
the investment contract and are de-recognised on legal completion of the
sale of an investment.
Dividend income is not recognised as part of the fair value movement of
an investment, but is recognised separately as investment income through
the other distributable reserve when a share becomes ex-dividend.
Debtors and creditors and cash are carried at amortised cost, in
accordance with FRS 102. There are no financial liabilities other than
creditors.
Investment income
Unquoted equity income
Dividend income is included in revenue when the investment is quoted
ex-dividend.
Unquoted loan stock and other preferred income
Fixed returns on non-equity shares and debt securities are recognised
when the Company's right to receive payment and expect settlement is
established. Where interest is rolled up and/or payable at redemption
then it is recognised as income unless there is reasonable doubt as to
its receipt.
Bank interest income
Interest income is recognised on an accrual basis using the rate of
interest agreed with the bank.
Investment management fees and other expenses
All expenses have been accounted for on an accruals basis. Expenses are
charged through the revenue account except the following which are
charged through the realised capital reserve:
-- 75 per cent. of management fees are allocated to the capital account to
the extent that these relate to an enhancement in the value of the
investments and in line with the Board's expectation that over the long
term 75 per cent. of the Company's investment returns will be in the form
of capital gains; and
-- expenses which are incidental to the purchase or disposal of an
investment are charged through the realised capital reserve.
Performance incentive fee
In the event that a performance incentive fee crystallises, the fee will
be allocated between revenue and realised capital reserves based upon
the proportion to which the calculation of the fee is attributable to
revenue and capital returns.
Taxation
Taxation is applied on a current basis in accordance with FRS 102.
Current tax is tax payable (refundable) in respect of the taxable profit
(tax loss) for the current period or past reporting periods using the
tax rates and laws that have been enacted or substantively enacted at
the financial reporting date. Taxation associated with capital expenses
is applied in accordance with the SORP.
Deferred tax is provided in full on all timing differences at the
reporting date. Timing differences are differences between taxable
profits and total comprehensive income as stated in the financial
statements that arise from the inclusion of income and expenses in tax
assessments in periods different from those in which they are recognised
in the financial statements. As a VCT the Company has an exemption from
tax on capital gains. The Company intends to continue meeting the
conditions required to obtain approval as a VCT in the foreseeable
future. The Company therefore, should have no material deferred tax
timing differences arising in respect of the revaluation or disposal of
investments and the Company has not provided for any deferred tax.
Reserves
Share premium account
This reserve accounts for the difference between the price paid for
shares and the nominal value of the shares, less issue costs and
transfers to the other distributable reserve.
Capital redemption reserve
This reserve accounts for amounts by which the issued share capital is
diminished through the repurchase and cancellation of the Company's own
shares.
Unrealised capital reserve
Increases and decreases in the valuation of investments held at the year
end against cost are included in this reserve.
Realised capital reserve
The following are disclosed in this reserve:
-- gains and losses compared to cost on the realisation of investments;
-- expenses, together with the related taxation effect, charged in
accordance with the above policies; and
-- dividends paid to equity holders where paid out by capital.
Other distributable reserve
The Special reserve, Treasury share reserve and the Revenue reserve were
combined in 2012 to form a single reserve named Other distributable
reserve.
This reserve accounts for movements from the revenue column of the
Income statement, the payment of dividends, the buy-back of shares and
other non-capital realised movements.
Dividends
Dividends by the Company are accounted for in the period in which the
dividend is paid or approved at the Annual General Meeting.
3. Gains on investments
Year ended Year ended
31 March 2016 31 March 2015
GBP'000 GBP'000
Unrealised gains on fixed asset investments 2,343 1,442
Realised gains on fixed asset investments 860 1,127
Gains on investments 3,203 2,569
4. Investment income
Year ended Year ended
31 March 2016 31 March 2015
GBP'000 GBP'000
Income recognised on investments
Loan stock interest and other fixed returns 2,039 1,860
Dividend income 81 51
Bank deposit interest 116 78
2,236 1,989
Interest income earned on impaired investments at 31 March 2016 amounted
to GBP208,000 (2015: GBP306,000).
All of the Company's income is derived from operations in the United
Kingdom.
5. Investment management fees
Year ended Year ended
31 March 2016 31 March 2015
GBP'000 GBP'000
Investment management fee charged to revenue 246 212
Investment management fee charged to capital 739 636
985 848
Further details of the Management agreement under which the investment
management fee is paid are given in the Strategic report.
During the year, services of a total value of GBP1,033,000 (2015:
GBP896,000), were purchased by the Company from Albion Ventures LLP;
this includes GBP985,000 (2015: GBP848,000) of investment management fee
and GBP48,000 (2015: GBP48,000) administration fee. At the financial
year end, the amount due to Albion Ventures LLP in respect of these
services disclosed within accruals and deferred income was GBP282,000
(2015: GBP235,000).
Albion Ventures LLP is, from time to time, eligible to receive
transaction fees and Directors' fees from portfolio companies. During
the year ended 31 March 2016, fees of GBP116,000 attributable to the
investments of the Company were received by Albion Ventures LLP pursuant
to these arrangements (2015: GBP360,000).
Albion Ventures LLP, the Manager, holds 2,534 Ordinary shares as a
result of fractional entitlements arising from the merger of Albion
Prime VCT PLC into Albion Venture Capital Trust PLC on 25 September
2012. In addition, Albion Ventures LLP holds a further 20,860 Ordinary
shares in the Company.
6. Other expenses
Year ended Year ended
31 March 2016 31 March 2015
GBP'000 GBP'000
Directors' fees (inc. NIC) 93 90
Secretarial and administration fee 48 48
Other administrative expenses 119 110
Auditor's remuneration for statutory audit services
(exc. VAT) 27 25
287 273
7. Directors' fees
The amounts paid to and on behalf of Directors during the year are as
follows:
Year ended Year ended
31 March 2016 31 March 2015
GBP'000 GBP'000
Directors' fees 87 83
National insurance 6 7
93 90
The Company's key management personnel are the Directors. Further
information regarding Directors' remuneration can be found in the
Directors' remuneration report on page 32 of the full Annual Report and
Financial Statements.
8. Tax (charge)/credit on ordinary activities
Year ended 31 March 2016 Year ended 31 March 2015
Revenue Capital Total Revenue Capital Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
UK corporation
tax in respect
of current
year (324) 148 (176) (305) 135 (170)
UK corporation
tax in respect
of prior year 24 - 24 115 - 115
Total (300) 148 (152) (190) 135 (55)
Factors affecting the tax charge:
Year ended Year ended
31 March 2016 31 March 2015
GBP'000 GBP'000
Return on ordinary activities before taxation 4,167 3,437
Tax on profit at the standard rate of 20% (2015:
21%) (833) (722)
Factors affecting the charge:
Non-taxable gains 640 539
Income not taxable 17 11
Consortium relief in respect of prior years 24 115
Marginal relief - 2
(152) (55)
The tax charge for the year shown in the Income statement is lower than
the standard rate of corporation tax in the UK of 20 per cent. (2015: 21
per cent.). The differences are explained above.
Consortium relief is recognised in the accounts in the period in which
the claim is submitted to HMRC and is shown as tax in respect of prior
year.
Notes
(i) Venture Capital Trusts are not subject to corporation tax on
capital gains.
(ii) Tax relief on expenses charged to capital has been determined by
allocating tax relief to expenses by reference to the applicable
corporation tax rate and allocating the relief between revenue and
capital in accordance with the SORP.
(iii) No deferred tax asset or liability has arisen in the year.
9. Dividends
Year ended Year ended
31 March 2016 31 March 2015
GBP'000 GBP'000
First dividend paid on 31 July 2014 - 2.5 pence per
share - 1,576
Second dividend paid on 31 December 2014 - 2.5 pence
per share - 1,590
First dividend paid on 31 July 2015 - 2.5 pence per
share 1,789 -
Second dividend paid on 31 December 2015 - 2.5 pence
per share 1,782 -
Unclaimed dividends (22) (41)
3,549 3,125
In addition to the dividends summarised above, the Board has declared a
first dividend for the year ending 31 March 2017 of 2.5 pence per share.
This dividend will be paid on 29 July 2016 to shareholders on the
register as at 8 July 2016. The total dividend will be approximately
GBP1,987,000.
During the year, unclaimed dividends older than twelve years of
GBP22,000 (2015: GBP41,000) were returned to the Company in accordance
with the terms of the Articles of Association.
10. Basic and diluted return per share
Year ended 31 March 2016 Year ended 31 March 2015
Revenue Capital Total Revenue Capital Total
The return per share has been based on the following
figures:
Return attributable to equity shares (GBP'000) 1,403 2,612 4,015 1,314 2,068 3,382
Weighted average shares in issue (excluding treasury
shares) 72,020,718 63,464,790
Return attributable per equity share (pence) 2.0 3.6 5.6 2.1 3.2 5.3
The weighted average number of shares is calculated excluding treasury
shares of 6,954,440 (2015: 5,841,440).
There are no convertible instruments, derivatives or contingent share
agreements in issue, and therefore no dilution affecting the return per
share. The basic return per share is therefore the same as the diluted
return per share.
11. Fixed asset investments
31 March 2016 31 March 2015
GBP'000 GBP'000
Investments held at fair value through profit or loss
Unquoted equity 15,163 10,442
Unquoted loan stock 29,852 27,787
45,015 38,229
31 March 2016 31 March 2015
GBP'000 GBP'000
Opening valuation 38,229 35,580
Purchases at cost 6,430 9,010
Disposal proceeds (2,852) (9,026)
Realised gains 860 1,127
Movement in loan stock accrued income 4 96
Unrealised gains 2,343 1,442
Closing valuation 45,015 38,229
Movement in loan stock accrued income
Opening accumulated movement in loan stock accrued
income 261 165
Movement in loan stock accrued income 4 96
Closing accumulated movement in loan stock accrued
income 265 261
Movement in unrealised (losses)/gains
Opening accumulated unrealised losses (2,269) (3,343)
Transfer of previously unrealised losses/(gains) to
realised reserve on realisations of investments 1,054 (368)
Unrealised gains 2,343 1,442
Closing accumulated unrealised gains/(losses) 1,128 (2,269)
Historic cost basis
Opening book cost 40,239 38,759
Purchases at cost 6,430 9,010
Sales at cost* (3,047) (7,530)
Closing book cost* 43,622 40,239
*Included in the sales at cost is the cost after deducting realised
losses of GBP506,000 for The Charnwood Pub Company Limited which are
still held at the Balance sheet date.
The Company does not hold any assets as a result of the enforcement of
security during the period, and believes that the carrying values for
both impaired and past due assets are covered by the value of security
held for these loan stock investments.
Unquoted fixed asset investments are valued at fair value in accordance
with the IPEVCV guidelines as follows:
31 March 2016 31 March 2015
Valuation methodology GBP'000 GBP'000
Cost (reviewed for impairment) 6,743 7,219
Valuation supported by third party or desktop
valuation 38,272 31,010
45,015 38,229
Full valuations are prepared by independent RICS qualified surveyors in
full compliance with the RICS Red Book. Desk-top reviews are carried out
by similarly RICS qualified surveyors by updating previously prepared
full valuations for current trading and market indices.
Fair value investments had the following movements between valuation
methodologies between 31 March 2015 and 31 March 2016:
Change in valuation methodology (2015 to 2016) Value as at Explanatory
31 March 2016 note
GBP'000
Cost (reviewed for impairment) to Valuation supported 4,390 Third party
by third party or desktop valuation valuation
has
recently
taken
place
The valuation will be the most appropriate valuation methodology for an
investment within its market, with regard to the financial health of the
investment and the IPEVCV Guidelines. The Directors believe that, within
these parameters, there are no other possible methods of valuation which
would be reasonable as at 31 March 2016.
FRS 102 and the SORP requires the Company to disclose the inputs to the
valuation methods applied to its investments measured at fair value
through profit or loss in a fair value hierarchy according to the
following definitions:
Fair value hierarchy Definition
Level A Quoted prices in an active market
Level B Price of a recent transaction for identical instruments
Level C (i) Inputs to valuations are from observable sources and
are directly or indirectly derived from prices
Level C (ii) Inputs to valuations not based on observable market
data
Unquoted equity, preference shares and loan stock are all valued
according to Level C (ii) valuation methods.
Investments held at fair value through profit or loss (Level C (ii)) had
the following movements in the year to 31 March 2016:
31 March 2016 31 March 2015
Unquoted Unquoted
Equity loan stock Total Equity loan stock Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Opening balance 10,442 27,787 38,229 11,093 5,790 16,883
Re-classification to
fair value* - - - - 20,718 20,718
Opening balance
(revised) 10,442 27,787 38,229 11,093 26,508 37,601
Additions 1,684 4,746 6,430 1,340 3,107 4,447
Disposal proceeds (721) (2,131) (2,852) (4,875) (200) (5,075)
Loan stock
conversion - - - - (1,210) (1,210)
Debt/equity swap - - - 590 (590) -
Accrued loan stock
interest - 4 4 - 135 135
Realised gains 722 138 860 1,121 - 1,121
Unrealised gains 3,036 (693) 2,343 1,173 37 1,210
Closing balance 15,163 29,852 45,015 10,442 27,787 38,229
*As per FRS 102 adoption the unquoted loan stock balance for 2015 has
been re-classified to include GBP20,718,000 of investments at fair value
that were previously held under amortised cost.
FRS 102 requires the Directors to consider the impact of changing one or
more of the inputs used as part of the valuation process to reasonable
possible alternative assumptions. After due consideration and noting
that the valuation methodology applied to 100 per cent. of the level
C(ii) investments (by valuation) is based on cost or independent third
party market information, the Directors do not believe that changes to
reasonable possible alternative assumptions for the valuation of the
portfolio as a whole would lead to a significant change in the fair
value of the portfolio.
12. Significant interests
The principal activity of the Company is to select and hold a portfolio
of investments in unquoted securities. Although the Company, through the
Manager, will, in some cases, be represented on the board of the
portfolio company, it will not take a controlling interest or become
involved in the management. The size and structure of the companies with
unquoted securities may result in certain holdings in the portfolio
representing a participating interest without there being any
partnership, joint venture or management consortium agreement. The
Company has interests of greater than 20 per cent. of the nominal value
of any class of the allotted shares in the portfolio companies as at 31
March 2016 as described below:
Profit/(loss) before Net
Country of tax assets/(liabilities) % class and % total voting
Company incorporation GBP'000 GBP'000 share type rights
Kew Green
VCT
(Stansted) 45.2% Ordinary
Limited Great Britain 243 4,502 shares 45.2%
G&K Smart
Development
VCT 42.9% Ordinary
Limited Great Britain n/a* 319 shares 42.9%
The Stanwell
Hotel 39.2% Ordinary
Limited Great Britain (753) (6,112) shares 39.2%
Shinfield
Lodge Care 33.4% Ordinary
Limited Great Britain n/a** n/a** shares 33.4%
The Crown
Hotel
Harrogate 24.1% Ordinary
Limited Great Britain (798) (7,439) shares 24.1%
Active
Lives Care 21.1% Ordinary
Limited Great Britain n/a* 1,182 shares 21.1%
*The company files abbreviated accounts which do not disclose this
information.
** The company has only filed dormant company accounts until it starts
trading.
13. Current assets
31 March 2016 31 March 2015
Trade and other debtors GBP'000 GBP'000
Prospectus Top Up Offers proceeds* 1,988 -
Other debtors 112 83
UK corporation tax receivable 24 70
Prepayments and accrued income 15 13
2,139 166
*This relates to shares subscribed and allotted on 31 March 2016 with
monies received after the year end.
The Directors consider that the carrying amount of debtors is not
materially different to their fair value.
14. Creditors: amounts falling due within one year
31 March 2016 31 March 2015
GBP'000 GBP'000
Trade creditors 18 12
UK Corporation tax payable 176 170
Accruals and deferred income 335 287
529 469
The Directors consider that the carrying amount of creditors is not
materially different to their fair value.
15. Called up share capital
31 March 2016 31 March 2015
GBP'000 GBP'000
Allotted, called up and fully paid
86,081,939 Ordinary shares of 1p each (2015: 71,365,088) 861 714
Voting rights
79,127,499 Ordinary shares of 1p each (net of treasury
shares) (2015: 65,523,648)
The Company purchased 1,113,000 Ordinary shares (2015: 1,146,000) to be
held in treasury at a nominal value of GBP11,000 and a cost of
GBP733,000 (2015: GBP760,000) representing 1.3 per cent. of its issued
share capital as at 31 March 2016. The shares purchased for treasury
were funded from other distributable reserve.
The Company holds a total of 6,954,440 shares (2015: 5,841,440) in
treasury at a nominal value of GBP69,500, representing 8.1 per cent. of
the issued Ordinary share capital as at 31 March 2016.
Under the terms of the Dividend Reinvestment Scheme Circular dated 10
July 2008, the following Ordinary shares of nominal value 1 penny per
share were allotted during the year:
Aggregate
nominal
Date of Number of value of Net consideration Issue price Opening market price on
allotment shares allotted shares received (pence per allotment date
GBP'000 GBP'000 share) (pence per share)
31 July
2015 302,983 3 206 69.12 66.5
31
December
2015 305,966 3 213 70.15 66.5
608,949 6 419
During the year the following Ordinary shares were allotted under the
Albion VCTs Prospectus Top Up Offers 2014/2015 and the Albion VCTs
Prospectus Top Up Offers 2015/2016:
Aggregate
nominal Net
Date of Number of value of consideration Issue price Opening market price on
allotment shares allotted shares received (pence per allotment date
GBP'000 GBP'000 share) (pence per share)
2 April
2015 5,158,657 52 3,568 71.3 65.5
30 June
2015 57,128 1 41 73.1 65.5
30 June
2015 11,337 - 8 73.5 65.5
30 June
2015 805,008 8 577 73.9 65.5
30
September
2015 115,352 1 81 72.0 66.0
29 January
2016 3,531,675 35 2,478 71.6 66.5
29 January
2016 1,614,056 16 1,133 72.0 66.5
31 March
2016 2,814,689 28 1,988 72.8 66.5
14,107,902 141 9,874
16. Basic and diluted net asset value per share
31 March 2016 31 March 2015
Basic and diluted net asset value per share
(pence) 72.0 71.6
The basic and diluted net asset value per share at the year end are
calculated in accordance with the Articles of Association and are based
upon total shares in issue (less treasury shares) of 79,127,499 Ordinary
shares (2015: 65,523,648).
There are no convertible instruments, derivatives or contingent share
agreements in issue.
17. First time adoption of FRS 102
In the prior year Financial Statements unquoted loan stock (excluding
convertible bonds and debt issued at a discount) were classified as
loans and receivables as permitted by FRS 26 and measured at amortised
cost using the Effective Interest Rate method less impairment. This is
the first year of application of FRS 102, if FRS 102 had been applied in
the prior year and unquoted loan stock had been valued at "fair value"
this would have seen an increase in value of loan stock by GBP108,000
which would have been a 0.39% difference as a percentage of total loan
stock valuation. The first time adoption of FRS 102 had no material
impact, therefore no restatement of comparatives is necessary.
18. Capital and financial instruments risk management
The Company's capital comprises Ordinary shares as described in note 15.
The Company is permitted to buy-back its own shares for cancellation or
treasury purposes, and this is described in more detail in the
Chairman's statement.
The Company's financial instruments comprise equity and loan stock
investments in unquoted companies, cash balances and short term debtors
and creditors which arise from its operations. The main purpose of these
financial instruments is to generate cash flow and revenue and capital
appreciation for the Company's operations. The Company has no gearing or
other financial liabilities apart from short term creditors. The Company
does not use any derivatives for the management of its balance sheet.
The principal risks arising from the Company's operations are:
-- Investment (or market) risk (which comprises investment price and cash
flow interest rate risk);
-- credit risk; and
-- liquidity risk.
The Board regularly reviews and agrees policies for managing each of
these risks. There have been no changes in the nature of the risks that
the Company has faced during the past year and, apart from where noted
below, there have been no changes in the objectives, policies or
processes for managing risks during the past year. The key risks are
summarised below.
The Company's objectives when managing capital are to safeguard the
Company's ability to continue as a going concern, so that it can
continue to provide returns for shareholders and to provide an adequate
return to shareholders by allocating its capital to assets commensurate
with the level of risk.
By its nature, the Company has an amount of capital, at least 70 per
cent. (as measured under the tax legislation) of which is and must be,
and remain, invested in the relatively high risk asset class of small UK
companies within three years of that capital being subscribed. The
Company accordingly has limited scope to manage its capital structure in
the light of changes in economic conditions and the risk characteristics
of the underlying assets. Subject to this overall constraint upon
changing the capital structure, the group may adjust the amount of
dividends paid to shareholders, return capital to shareholders, issue
new shares, or sell assets if so required to maintain a level of
liquidity to remain a going concern.
Although, as the Investment Policy implies, the Board would consider
levels of gearing, there are no current plans to do so. It regards the
net assets of the Company as the Company's capital, as the levels of
liabilities are small and the management of them is not directly related
to managing the return to shareholders. There has been no change in this
approach from the previous year.
Investment risk
As a venture capital trust, it is the Company's specific nature to
evaluate and control the investment risk of its portfolio in unquoted
investments, details of which are shown on page 17 of the full Annual
Report and Financial Statements. Investment risk is the exposure of the
Company to the revaluation and devaluation of investments. The main
driver of investment risk is the operational and financial performance
of the portfolio company and the dynamics of market quoted comparators.
The Manager receives management accounts from portfolio companies, and
members of the investment management team often sit on the boards of
portfolio companies; this enables the close identification, monitoring
and management of investment risk.
The Manager and the Board formally review investment risk (which
includes market price risk), both at the time of initial investment and
at quarterly Board meetings.
The Board monitors the prices at which sales of investments are made to
ensure that profits to the Company are maximised, and that valuations of
investments retained within the portfolio appear sufficiently prudent
and realistic compared to prices being achieved in the market for sales
of unquoted investments.
The maximum investment risk as at the balance sheet date is the value of
the fixed investment portfolio which is GBP45,015,000 (2015:
GBP38,229,000). Fixed asset investments form 79 per cent. of the net
asset value as at 31 March 2016 (2015: 81 per cent.).
More details regarding the classification of fixed asset investments are
shown in note 11.
Investment price risk
Investment price risk is the risk that the fair value of future
investment cash flows will fluctuate due to factors specific to an
investment instrument or to a market in similar instruments. To mitigate
the investment price risk for the Company as a whole, the strategy of
the Company is to invest in a broad spread of industries with
approximately two-thirds of the unquoted investments comprising debt
securities, which, owing to the structure of their yield and the fact
that they are usually secured, have a lower level of price volatility
than equity. Details of the industries in which investments have been
made are contained in the Portfolio of investments section on page 17 of
the full Annual Report and Financial Statements and in the Strategic
report.
Valuations are based on the most appropriate valuation methodology for
an investment within its market, with regard to the financial health of
the investment and the IPEVCV Guidelines.
As required under FRS 102 section 34.29, the Board is required to
illustrate by way of a sensitivity analysis the degree of exposure to
market risk. The Board considers that the value of the fixed asset
investment portfolio is sensitive to a 10 per cent. change based on the
current economic climate. The impact of a 10 per cent. change has been
selected as this is considered reasonable given the current level of
volatility observed both on a historical basis and future expectations.
The sensitivity of a 10 per cent. increase or decrease in the valuation
of the fixed and current asset investments (keeping all other variables
constant) would increase or decrease the net asset value and return for
the year by GBP4,502,000 (2015: GBP3,830,000).
Interest rate risk
It is the Company's policy to accept a degree of interest rate risk on
its financial assets through the effect of interest rate changes. On the
basis of the Company's analysis, it is estimated that a rise of one
percentage point in all interest rates would have increased total return
before tax for the year by approximately GBP122,000 (2015: GBP62,000).
Furthermore, it is considered that a fall of interest rates below
current levels during the year would have been very unlikely.
The weighted average effective interest rate applied to the Company's
fixed rate assets during the year was approximately 6.70 per cent.
(2015: 6.30 per cent.). The weighted average period to maturity for the
fixed rate assets is approximately 4.7 years (2015: 4.8 years).
The Company's financial assets and liabilities, all denominated in
pounds sterling, consist of the following:
31 March 2016 31 March 2015
Non-
Floating interest Non-interest
Fixed rate rate bearing Total Fixed rate Floating rate bearing Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Unquoted
equity - - 15,163 15,163 - - 10,442 10,442
Unquoted loan
stock* 29,116 279 457 29,852 27,201 279 307 27,787
Debtors ** - - 2,110 2,110 - - 91 91
Current
liabilities** - - (353) (353) - - (299) (299)
Cash - 10,330 - 10,330 - 9,002 - 9,002
29,116 10,609 17,377 57,102 27,201 9,281 10,541 47,023
*Including convertible loan stock and debt issued at a discount
** The debtors and current liabilities do not reconcile to the balance
sheet as prepayments and tax receivable/(payable) are not included in
the above table.
Credit risk
Credit risk is the risk that the counterparty to a financial instrument
will fail to discharge an obligation or commitment that it has entered
into with the Company. The Company is exposed to credit risk through its
debtors, investment in unquoted loan stock, and through the holding of
cash on deposit with banks.
The Manager evaluates credit risk on loan stock prior to investment, and
as part of its ongoing monitoring of investments. In doing this, it
takes into account the extent and quality of any security held.
Typically loan stock instruments have a first fixed charge or a fixed
and floating charge over the assets of the portfolio company in order to
mitigate the gross credit risk. The Manager receives management accounts
from portfolio companies, and members of the investment management team
often sit on the boards of portfolio companies; this enables the close
identification, monitoring and management of investment specific credit
risk.
The Manager and the Board formally review credit risk (including
debtors) and other risks, both at the time of initial investment and at
quarterly Board meetings.
The Company's total gross credit risk as at 31 March 2016 was limited to
GBP29,852,000 (2015: GBP27,787,000) of unquoted loan stock instruments
(all of which is secured on the assets of the portfolio company),
GBP10,330,000 cash deposits with banks (2015: GBP9,002,000) and
GBP2,100,000 of other debtors (2015: GBP83,000).
The credit profile of the unquoted loan stock is described under
liquidity risk below.
The cost, impairment and carrying value of impaired loan stocks held at
fair value at 31 March 2016 and 31 March 2015 are as follows:
31 March 2016 31 March 2015
Cost Impairment Carrying value Cost Impairment Carrying value
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Impaired loan
stock 11,065 (3,041) 8,024 13,603 (3,494) 10,109
Impaired loan stock instruments have a first fixed charge or a fixed and
floating charge over the assets of the portfolio company and the Board
consider the security value to be the carrying value.
As at the balance sheet date, the cash held by the Company is held with
Lloyds Bank plc, Scottish Widows Bank plc (part of Lloyds Banking Group),
Barclays Bank plc and National Westminster Bank plc. Credit risk on cash
transactions is mitigated by transacting with counterparties that are
regulated entities subject to prudential supervision, with high credit
ratings assigned by international credit-rating agencies.
The Company has an informal policy of limiting counterparty banking and
floating rate note exposure to a maximum of 20 per cent. of net asset
value for any one counterparty.
Liquidity risk
Liquid assets are held as cash on current or deposit accounts. Under the
terms of its Articles, the Company has the ability to borrow up to 10
per cent. of its adjusted capital and reserves of the latest published
audited balance sheet, which amounts to GBP5,497,000 as at 31 March 2016
(2015: GBP4,516,000).
The Company has no committed borrowing facilities as at 31 March 2016
(2015: GBPnil) and had cash balances of GBP10,330,000 (2015:
GBP9,002,000). The main cash outflows are for new investments, buy-back
of shares and dividend payments, which are within the control of the
Company. The Manager formally reviews the cash requirements of the
Company on a monthly basis, and the Board on a quarterly basis as part
of its review of management accounts and forecasts. All the Company's
financial liabilities are short term in nature and total GBP529,000 for
the year to 31 March 2016 (2015: GBP469,000).
The carrying value of loan stock investments at 31 March 2016 as
analysed by expected maturity dates is as follows:
Fully performing Impaired Past due Total
Redemption date GBP'000 GBP'000 GBP'000 GBP'000
Less than one year 4,875 7,732 383 12,990
1-2 years 101 - - 101
2-3 years 407 - - 407
3-5 years 7,693 292 105 8,090
Greater than 5 years 5,437 - 2,827 8,264
Total 18,513 8,024 3,315 29,852
Loan stock categorised as past due includes:
-- Loan stock with a carrying value of GBP2,730,000 yielding an average of
12.5 per cent. which has loan stock interest past due less than 12
months.
-- Loan stock with a carrying value of GBP585,000 yielding an average of 10
per cent. which has loan stock interest past due between 1 and 2 years.
The carrying value of loan stock investments at 31 March 2015 as
analysed by expected maturity dates is as follows:
Fully performing Impaired Past due Total
Redemption date GBP'000 GBP'000 GBP'000 GBP'000
Less than one year 1,513 1,421 211 3,145
1-2 years 285 8,688 3,737 12,710
2-3 years 105 - - 105
3-5 years 4,523 - - 4,523
Greater than 5 years 3,523 - 3,781 7,304
Total 9,949 10,109 7,729 27,787
In view of the information shown, the Board considers that the Company
is subject to low liquidity risk.
Fair values of financial assets and financial liabilities
All the Company's financial assets and liabilities as at 31 March 2016
are stated at fair value as determined by the Directors, with the
exception of debtors and creditors and cash which are carried at
amortised cost, in accordance with FRS 102. There are no financial
liabilities other than creditors. The Company's financial liabilities
are all non-interest bearing. It is the Directors' opinion that the book
value of the financial liabilities is not materially different to the
fair value and all are payable within one year.
19. Commitments and contingencies
The company had the following financial commitment in respect of the
following investments:
-- Ryefield Court Care Limited, GBP1,063,000
-- Active Lives Care Limited, GBP680,000
-- Shinfield Lodge Care Limited, GBP600,000
There are no contingent liabilities or guarantees given by the Company
as at 31 March 2016 (31 March 2015: nil).
20. Post balance sheet events
Since 31 March 2016 the Company has had the following post balance sheet
events:
Investments in the following companies:
-- Earnside Energy Limited, GBP1,022,000
-- Shinfield Lodge Care Limited, GBP885,000
-- Active Lives Care Limited, GBP680,000
-- Ryefield Court Care Limited, GBP635,000
-- The Weybridge Club Limited, GBP3,000
Shares issued under the Albion VCTs Prospectus Top Up Offers 2015/2016:
Date of Number of Aggregate nominal Net consideration Issue price Opening market price
allotment shares allotted value of shares received (pence per on allotment date
GBP'000 GBP'000 share) (pence per share)
6 April
2016 245,265 2 173 72.0 66.5
6 April
2016 9,897 - 7 72.4 66.5
6 April
2016 107,001 1 76 72.8 66.5
362,163 256
21. Related party transactions
Other than transactions with the Manager as disclosed in note 5, there
are no related party transactions or balances requiring disclosure.
22. Other information
The information set out in this announcement does not constitute the
Company's statutory accounts within the terms of section 434 of the
Companies Act 2006 for the years ended 31 March 2016 and 31 March 2015,
and is derived from the statutory accounts for those financial years,
which have been, or in the case of the accounts for the year ended 31
March 2016, which will be, delivered to the Registrar of Companies. The
Auditor reported on those accounts; the reports were unqualified and did
not contain a statement under s498 (2) or (3) of the Companies Act 2006.
The Company's Annual General Meeting will be held at The City of London
Club, 19 Old Broad Street, London, EC2N 1DS on 8 August 2016 at 11:00am.
23. Publication
The full audited Annual Report and Financial Statements are being sent
to shareholders and copies will be made available to the public at the
registered office of the Company, Companies House, the National Storage
Mechanism and also electronically at
www.albion-ventures.co.uk/funds/AAVC, where the Report can be accessed
as a PDF document via a link under the 'Financial Reports and Circulars'
section.
Dividend history for Albion Venture Capital Trust PLC 'C Shares'
(unaudited)
C shares
Total shareholder return to 31 March 2016 (pence per share)
Total dividends paid during the year ended
: 31 March 1998 2.00
31 March 1999 8.75
31 March 2000 2.70
31 March 2001 4.80
31 March 2002 7.60
31 March 2003 7.70
31 March 2004 8.20
31 March 2005 9.75
31 March 2006 11.75
31 March 2007 10.00
31 March 2008 10.00
31 March 2009 10.00
31 March 2010 5.00
31 March 2011 5.00
31 March 2012 5.00
31 March 2013 5.00
31 March 2014 5.00
31 March 2015 5.00
31 March 2016 5.00
Total dividends paid to 31 March 2016 128.25
Net asset value as at 31 March 2016 72.00
Total shareholder return to 31 March 2016 200.25
Notes
-- Dividends paid before 5 April 1999 were paid to qualifying shareholders
inclusive of the associated tax credit. The dividends for the year to 31
March 1999 were maximised in order to take advantage of this tax credit.
-- All dividends paid by the Company are free of income tax. It is an H.M.
Revenue & Customs requirement that dividend vouchers indicate the tax
element should dividends have been subject to income tax. Investors
should ignore this figure on their dividend voucher and need not disclose
any income they receive from a VCT on their tax return.
-- The Ordinary Shares and the C Shares merged on an equal basis.
Dividend history for Albion Prime VCT PLC now merged with Albion Venture
Capital Trust PLC (unaudited)
Proforma
Albion Prime
VCT PLC
Total proforma shareholder return to 31 March 2016 (pence per share)
Total dividends paid during the year
ended: 31 March 1998 1.10
31 March 1999 6.40
31 March 2000 1.50
31 March 2001 4.25
31 March 2002 2.75
31 March 2003 2.00
31 March 2004 1.25
31 March 2005 2.20
31 March 2006 4.50
31 March 2007 4.00
31 March 2008 5.00
31 March 2009 4.50
31 March 2010 2.00
31 March 2011 3.00
31 March 2012 3.00
31 March 2013 3.70
31 March 2014 4.40
31 March 2015 4.40
31 March 2016 4.40
Total dividends paid to 31 March 2016 64.35
Proforma net asset value as at 31 March 2016 63.37
Total proforma shareholder return to 31 March 2016 127.72
Notes
-- The proforma shareholder returns presented above are based on the
dividends paid to shareholders before the merger and the pro-rata net
asset value per share and pro-rata dividends per share paid to 31 March
2016. This pro-forma is based upon 0.8801 Albion Venture Capital Trust
PLC shares for every Albion Prime VCT PLC share which merged with Albion
Venture Capital Trust PLC on 25 September 2012.
-- Dividends paid before 5 April 1999 were paid to qualifying shareholders
inclusive of the associated tax credit. The dividends for the year to 31
March 1999 were maximised in order to take advantage of this tax credit.
-- The above table excludes the tax benefits investors received upon
subscription for shares in the Company.
AAVC Split of portfolio by sector:
http://hugin.info/141809/R/2023225/751717.pdf
This announcement is distributed by NASDAQ OMX Corporate Solutions on
behalf of NASDAQ OMX 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: Albion Venture Capital Trust PLC via Globenewswire
HUG#2023225
http://www.closeventures.co.uk
(END) Dow Jones Newswires
June 27, 2016 10:44 ET (14:44 GMT)
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