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BNS Baronsmead 4

91.875
0.00 (0.00%)
10 May 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Baronsmead 4 LSE:BNS London Ordinary Share GB0031095283 ORD 10P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 91.875 0.00 01:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
0 0 N/A 0

Baronsmead VCT 4 PLC Half Yearly Report (4112W)

18/08/2015 4:45pm

UK Regulatory


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TIDMBNS

RNS Number : 4112W

Baronsmead VCT 4 PLC

18 August 2015

Baronsmead VCT 4 plc

Half-yearly Financial Report

30 June 2015

The Directors announce the unaudited half-yearly financial report for the six months to 30 June 2015 as follows:-

Copies of the half yearly report can be obtained from the following website: www.baronsmeadvct4.co.uk.

Our Investment Objective

Baronsmead VCT 4 is a tax efficient listed company which aims to achieve long-term investment returns for private investors.

Investment Policy

-- To invest primarily in a diverse portfolio of UK growth businesses, whether unquoted or traded on AIM.

-- Investments are made selectively across a range of sectors in companies that have the potential to grow and enhance their value.

Dividend Policy

The Board of Baronsmead VCT 4 has the objective to sustain a progressive dividend policy for shareholders but this depends primarily on the level of profitable realisations and it cannot be guaranteed. There may be variations in the amount of dividends paid year on year.

Shareholder choice

The Board wishes to provide shareholders with a number of choices that enable them to utilise their investment in Baronsmead VCT 4 in ways that best suit their personal investment and tax planning and in a way that treats all shareholders equally.

-- Fund raising | From time to time the Company seeks to raise additional funds by issuing new shares at a premium to the latest published net asset value to account for issue costs.

-- Dividend Reinvestment Plan | The Company offers a Dividend Reinvestment Plan which enables shareholders to purchase additional shares through the market in lieu of cash dividends.

-- Buy back of shares | From time to time the Company buys its own shares through the market in accordance with its share price discount policy. Subject to certain conditions, the Company seeks to maintain a mid market share price discount of approximately 5 per cent. to net asset value. In the six months to 30 June 2015, 1,200,000 shares were bought back representing 1.6 per cent. of the shares in issue (excluding treasury shares) at 30 June 2015 at prices which represent an average of 5.2 per cent. discount to the latest published net asset values at the time the shares were bought back.

-- Secondary market | The Company's shares are listed on the London Stock Exchange and can be bought using a stockbroker or authorised share dealing service in the same way as shares of any other listed company. Approximately 99,000 existing shares were bought by investors in the six months to 30 June 2015.

Financial Headlines

-- + 4.8% - Net asset value ("NAV") per share increased 4.8 per cent to 100.03p in the six months ended 30 June 2015, before deduction of dividends.

   --      219.7p - NAV total return to shareholders for every 100.0p invested at launch. 

-- 3.0p - Interim dividend of 3.0p per share for the six month period to 30 June 2015 to be paid on 18 September 2015.

-- GBP4.7m - Proceeds of GBP2.2m in unquoted and GBP2.5m in quoted divestments in six months to 30 June 2015.

Cash Returned to Shareholders by date of investment

The table below shows the cash returned to shareholders, dependent on their subscription cost, including their income tax reclaimed on subscription.

 
                                                            Return 
                         Cash        Income  Cumulative    on cash 
                     invested   tax reclaim   dividends   invested 
Year subscribed           (p)           (p)        (p)*        (%) 
------------------  ---------  ------------  ----------  --------- 
2001/2002              100.00         20.00       78.00       98.0 
------------------  ---------  ------------  ----------  --------- 
2006 (C shares)**      100.00         40.00       57.25       97.3 
------------------  ---------  ------------  ----------  --------- 
2010 (March)            95.90         28.80       40.00       71.7 
------------------  ---------  ------------  ----------  --------- 
2012 (December)        107.50         32.30       23.00       51.4 
------------------  ---------  ------------  ----------  --------- 
2013 (March)           102.70         30.80       19.00       48.5 
------------------  ---------  ------------  ----------  --------- 
2014 (March)            98.80         29.60        6.00       36.0 
------------------  ---------  ------------  ----------  --------- 
 

Note -The total return could be higher for those shareholders who were able to defer a capital gain on subscription and the net sum invested may be less.

* Includes 3p interim dividend payable on 18 September 2015.

** Dividends paid to C shareholders post conversion have been adjusted by the conversion ratio (1.0372828).

Chairman's Statement

I am pleased to report an increase of 4.6p (4.8 per cent) in the underlying NAV per share for the six months to 30 June 2015. This was attributable to increases in valuation of both the unquoted and quoted portfolios. The interim dividend of 3.0p per share will be paid on 18 September 2015 to shareholders on the register as at 4 September 2015.

Results

During the six months to 30 June 2015, the Company's NAV per share increased 4.8 per cent from 95.41p to 100.03p before taking dividends into account.

 
                                   Pence per 
                                    ordinary 
                                       share 
---------------------------------  --------- 
NAV as at 1 January 2015               95.41 
---------------------------------  --------- 
Valuation uplift (4.8 per cent)         4.62 
---------------------------------  --------- 
NAV as at 30 June 2015 before 
 dividends                            100.03 
---------------------------------  --------- 
Less: Interim dividend payable 
 on 18 September 2015                 (3.00) 
---------------------------------  --------- 
NAV as at 30 June 2015 after 
 accounting for interim dividend       97.03 
---------------------------------  --------- 
 

Portfolio Review

As shown in the table below, as at 30 June 2015 the Company's net assets of GBP73.4m were invested in 68 companies. This table also shows that the main driver of the growth in the value of the NAV over the period was the 12.6 per cent increase in the value of the unquoted with positive contributions from the Company's quoted investments.

 
                                                                  Per cent 
                                           Per cent                 return 
                                             of net      No. of   over the 
 Asset class                   NAV (GBPm)   assets*   investees   period** 
-----------------------------  ----------  --------  ----------  --------- 
 Unquoted companies                  29.2        40          23     12.6** 
-----------------------------  ----------  --------  ----------  --------- 
 AIM-traded companies                24.0        33          45        2.8 
-----------------------------  ----------  --------  ----------  --------- 
 Other net assets, primarily 
  cash and fixed interest            20.2        27         N/A          - 
-----------------------------  ----------  --------  ----------  --------- 
 Totals                              73.4       100          68 
-----------------------------  ----------  --------  ----------  --------- 
 

* By value as at 30 June 2015.

**Includes capitalised interest and redemption premium income received.

Investment and Divestment Activity

The Company invested GBP4.7m in four new unquoted and four new quoted companies. Smaller follow-on investments in four quoted companies totalled GBP0.8m. Three of the new unquoted investments were in "acquisition" companies formed to enable investments into established trading entities over the next two years. The other new unquoted investment was in Centre4 Testing which is a specialist provider of software testing services that helps its clients to manage software implementations, upgrades and integration.

A total of GBP4.7m was realised from the five full and several partial sales of investments and loan note redemptions. From the unquoted portfolio, the sale of the Company's investment in Luxury For Less generated a return 2.0 times its original cost within a relatively short investment period of 20 months. From the quoted portfolio, a longer term investment in Accumuli generated a return 4.4 times its original cost over 4.5 years.

Against these successes, losses were realised on other investments; notably, Impetus Holdings and Surgi C. While it is disappointing to have poor realisations, it is in the nature of private equity investment that some investments will fail to achieve their full potential. However, these realisations had no impact on the NAV at 30 June 2015 as the Board had made full provisions against the value of these investments in earlier periods. More positively, the Investment Manager has continued to consolidate the gains achieved in the quoted portfolio with the Accumuli realisation referred to above being the most notable.

The tables below provide further information concerning the Company's investments and divestments during the period.

Long Term Performance

The Company's objective continues to be focused on generating consistent returns over the long-term through investing in a portfolio of small unquoted and AIM traded companies with strong growth prospects.

Baronsmead VCT 4 has been investing funds for shareholders since 2001 and, despite the inherent risk of investing in small companies, the trust has delivered consistently good returns for investors. While VCT tax reliefs do not change the underlying risks associated with investing in smaller companies, the upfront tax relief and the payment of tax free dividends helps to lessen the amount of shareholders original investment cost which remains "at risk".

(MORE TO FOLLOW) Dow Jones Newswires

August 18, 2015 11:45 ET (15:45 GMT)

As shown in the table below those shareholders who subscribed for shares in either the Company's initial fundraising in 2001/2002 or the C share fundraising of March 2006 have had almost their entire investment returned in dividends and reliefs. For instance, since investing 100p in 2001/2002, founder shareholders have received cash payments totalling 98.0p (being 20p VCT income tax relief and 78.0p in dividends) and they still have an investment in the trust with a NAV of 97.03p per share (after accounting for the interim dividend).

While this analysis does not take account of the on-going value of the tax free nature of VCT dividends, it serves as a useful indicator of investment performance over the long term and the cumulative cash that has been returned to shareholders.

The ten year record of performance is set out on our website www.baronsmeadvct4.co.uk .

VCT Legislation

In the successive March and Summer Budgets 2015, the Chancellor announced legislative changes that are designed to ensure that VCTs continue to be approved by the European Union ("EU") and remain effective in giving small and growing businesses access to finance. In order to meet EU requirements the UK Government has proposed introducing new criteria regarding the age of companies that will be eligible as investments, a lifetime cap on the total amount of state aided investment that an investee company can receive and rules that require that the investment be used for the "organic" growth of the investee company. The legislation is subject to EU State aid approval and is expected to take effect from the date of Royal Assent later this year.

The objective of these changes is to direct VCT investments into younger companies that will use the investment to grow their businesses "organically" rather than by acquiring another business or trade. The Manager believes that if the proposed legislation is enacted by the UK as drafted it will present a number of challenges for the VCT industry. However, the Manager, with its long track record of successful investing and experienced team, should be well placed to adapt to these new rules. As the draft legislation is complex it is not yet entirely clear how the rules will affect the VCT industry but we expect to be able to provide an update in the next quarter.

Outlook

The improvement in the UK economy now appears to be more firmly established. However, the UK economy does not operate in isolation and the external environment remains uncertain with concerns over the on-going issues related to Greece and the Euro, growth and stock market valuations in China and continued political instability in various regions.

The unquoted portfolio contains a higher proportion of newer investments following recent sales. As a result, growth in the value of the unquoted portfolio is likely to be more modest until these investments mature, although some increase in value has begun to take place. The progress made by our newer investments and the Company's portfolio diversity and asset mix should help to continue to deliver consistent returns for shareholders.

Robert Owen

Chairman

18 August 2015

Table of Investments and Realisations

Investments in the period

 
                                                                                               Book cost 
 Company                 Location         Sector          Activity                               GBP'000 
----------------------  ---------------  --------------  ------------------------------------  --------- 
 Unquoted investments 
  New 
-------------------------------------------------------------------------------------------------------- 
                                                          Company seeking to acquire 
                                          Business         businesses in the Business 
 Ingleby (1973) Ltd      London            Services        Services sector                           956 
----------------------  ---------------  --------------  ------------------------------------  --------- 
                                                          Company seeking to acquire 
                                          Business         businesses in the Business 
 Ingleby (1974) Ltd      London            Services        Services sector                           956 
----------------------  ---------------  --------------  ------------------------------------  --------- 
                                                          Company seeking to acquire 
                                          Consumer         businesses in the Consumer 
 Ingleby (1975) Ltd      London            Markets         Markets sector                            956 
----------------------  ---------------  --------------  ------------------------------------  --------- 
                                                          Provider of software testing 
                                          Business         services, primarily through 
 Centre4 Testing Ltd     Sussex            Services        use of contractors                        953 
----------------------  ---------------  --------------  ------------------------------------  --------- 
 Total unquoted investments                                                                        3,821 
---------------------------------------------------------------------------------------------  --------- 
 AIM traded investments 
  New 
-------------------------------------------------------------------------------------------------------- 
                                                          Provider of domain name & 
 CentralNic Group plc    London           TMT*             registry services                         396 
----------------------  ---------------  --------------  ------------------------------------  --------- 
 Venn Life Sciences                                       Clinical Research organisation 
  Holdings                                Healthcare       providing consulting and clinical 
  plc                    London            & Education     trial services                            225 
----------------------  ---------------  --------------  ------------------------------------  --------- 
                                          Business 
 Plant Impact plc        Hertfordshire     Services       Crop enhancing products                    189 
----------------------  ---------------  --------------  ------------------------------------  --------- 
                                          Business        Tech focused investor & advisory 
 MXC Capital Ltd         Guernsey          Services        business                                  113 
----------------------  ---------------  --------------  ------------------------------------  --------- 
 Follow on 
----------------------  ---------------  --------------  ------------------------------------  --------- 
 Ideagen plc             Derbyshire       TMT*            Compliance software solutions              450 
----------------------  ---------------  --------------  ------------------------------------  --------- 
 EG Solutions plc#       Staffordshire    TMT*            Back office optimisation software          228 
----------------------  ---------------  --------------  ------------------------------------  --------- 
 Pinnacle Technology 
  Group plc              Stirlingshire    TMT*            B2B telecoms and IT reseller                51 
----------------------  ---------------  --------------  ------------------------------------  --------- 
 Castleton Technology                                     Public sector IT managed services 
  plc                    Cambridge        TMT*             and software                               33 
----------------------  ---------------  --------------  ------------------------------------  --------- 
 Total AIM traded investments                                                                      1,685 
---------------------------------------------------------------------------------------------  --------- 
 Total investments in the period                                                                   5,506 
---------------------------------------------------------------------------------------------  --------- 
 * Technology, Media & Telecommunications ("TMT"). 
  # During the period, the EG Solutions plc Loan note and capitalised 
  interest was converted into Ordinary shares. 
-------------------------------------------------------------------------------------------------------- 
 

Realisations in the period

 
                                                      First                           Overall 
                                                 investment  Book cost  Proceeds++   multiple 
 Company                                               date    GBP'000     GBP'000    return* 
----------------------  ---------------------  ------------  ---------  ----------  --------- 
 Unquoted realisations 
--------------------------------------------------------------------------------------------- 
                         Full trade 
 Luxury For Less Ltd      sale                       Jul 13        955       1,787        2.0 
----------------------  ---------------------  ------------  ---------  ----------  --------- 
 Create Health Ltd       Loan note repayment         Mar 13        112         213        1.9 
----------------------  ---------------------  ------------  ---------  ----------  --------- 
 Eque2 Ltd               Loan note repayment         Apr 13        111         123        1.1 
----------------------  ---------------------  ------------  ---------  ----------  --------- 
 Kingsbridge Ltd         Loan note repayment         Jan 14         48          76        1.6 
----------------------  ---------------------  ------------  ---------  ----------  --------- 
                         Full trade 
 Impetus Holdings Ltd     sale                       Apr 12      1,304           0        0.0 
----------------------  ---------------------  ------------  ---------  ----------  --------- 

(MORE TO FOLLOW) Dow Jones Newswires

August 18, 2015 11:45 ET (15:45 GMT)

                         Full trade 
 Surgi C Ltd              sale                       Apr 10        854           0        0.3 
----------------------  ---------------------  ------------  ---------  ----------  --------- 
 Total unquoted realisations                                     3,384       2,199 
-----------------------------------------------------------  ---------  ----------  --------- 
 
   AIM traded realisations 
--------------------------------------------------------------------------------------------- 
                         Recommended 
 Accumuli plc             offer                      Nov 10        505       2,140        4.4 
----------------------  ---------------------  ------------  ---------  ----------  --------- 
 Anpario plc             Market sale                 Nov 06         54         235        4.3 
----------------------  ---------------------  ------------  ---------  ----------  --------- 
                         Full market 
 Cohort plc               sale                       Oct 07         48          76        1.7 
----------------------  ---------------------  ------------  ---------  ----------  --------- 
 Total AIM traded realisations                                     607       2,451 
-----------------------------------------------------------  ---------  ----------  --------- 
 Total realisations in the period                                3,991       4,650 
-----------------------------------------------------------  ---------  ----------  --------- 
 ++ Proceeds at time of realisation including redemption premium and 
  interest. 
  * Includes interest/dividends received, loan note redemptions and partial 
  realisations accounted for in prior periods. 
  Proceeds of GBP39,000 were also received in respect of MLS Ltd and 
  GBP5,000 in respect of Playforce Holdings Ltd, both of which had been 
  sold in prior periods. 
  Deferred consideration of GBP88,000 was also received in respect of 
  CSC (World) Ltd. 
 

Investment Diversification at 30 June 2015

 
 Sector by value                           Percentage 
----------------------------------------  ----------- 
 Business Services                         41% 
----------------------------------------  ----------- 
 Consumer Markets                          18% 
----------------------------------------  ----------- 
 Healthcare & Education                    10% 
----------------------------------------  ----------- 
 Technology, Media & Telecommunications 
  ("TMT")                                  31% 
----------------------------------------  ----------- 
 
 
 Total Assets by value                    Percentage 
---------------------------------------  ----------- 
 Unquoted - loan note                     27% 
---------------------------------------  ----------- 
 Unquoted - equity                        13% 
---------------------------------------  ----------- 
 AIM                                      33% 
---------------------------------------  ----------- 
 Listed interest bearing securities       13% 
---------------------------------------  ----------- 
 Net current assets (principally cash)    14% 
---------------------------------------  ----------- 
 
 
 Time Investments held by value    Percentage 
--------------------------------  ----------- 
 Less than 1 year                  17% 
--------------------------------  ----------- 
 Between 1 and 3 years             27% 
--------------------------------  ----------- 
 Between 3 and 5 years             20% 
--------------------------------  ----------- 
 Greater than 5 years              36% 
--------------------------------  ----------- 
 

Independent Review

Report to Baronsmead VCT 4 plc

Introduction

We have been engaged by the Company to review the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2015 which comprises the Income Statement, Statement of Changes in Equity, Balance Sheet and Statement of Cash Flows and the related explanatory notes. We have read the other information contained in the half-yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.

This report is made solely to the Company in accordance with the terms of our engagement to assist the Company in meeting the requirements of the Disclosure and Transparency Rules ("the DTR") of the UK's Financial Conduct Authority ("the UK FCA"). Our review has been undertaken so that we might state to the Company those matters we are required to state to it in this report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company for our review work, for this report, or for the conclusions we have reached.

Directors' responsibilities

The half-yearly financial report is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the half-yearly financial report in accordance with the DTR of the UK FCA.

As disclosed in note 1, the annual financial statements of the Company will be prepared in accordance with UK Accounting Standards and applicable law (UK Generally Accepted Accounting Practice), including FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland. The condensed set of financial statements included in this half-yearly financial report has been prepared in accordance with FRS 104 Interim Financial Reporting.

Our responsibility

Our responsibility is to express to the Company a conclusion on the condensed set of financial statements in the half-yearly financial report based on our review.

Scope of review

We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410 Review of Interim Financial Information Performed by the Independent Auditor of the Entity issued by the Auditing Practices Board for use in the UK. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK and Ireland) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2015 is not prepared, in all material respects, in accordance with FRS 104 Interim Financial Reporting and the DTR of the UK FCA.

John Waterson

for and on behalf of KPMG LLP

Chartered Accountants

Saltire Court

20 Castle Terrace

Edinburgh EH1 2EG

18 August 2015

Responsibility statement of the Directors in respect of the half-yearly financial report

We confirm that to the best of our knowledge:

-- the condensed set of financial statements has been prepared in accordance with the FRS 104 'Interim Financial Reporting;

-- the Chairman's Statement (constituting the interim management report) includes a fair review of the information required by DTR 4.2.7R of the Disclosure and Transparency Rules, being an indication of important events that have occurred during the first six months of the financial year and their impact on the condensed set of financial statements;

-- the Statement of Principal Risks and Uncertainties below is a fair review of the information required by DTR 4.2.7R being a description of the principal risks and uncertainties for the remaining six months of the year; and

-- the financial statements include a fair review of the information required by 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.

By Order of the Board,

Robert Owen

Chairman

18 August 2015

Unaudited Income Statement

For the six months to 30 June 2015

 
                                     Six months to                 Six months to                    Year to 
                                      30 June 2015                  30 June 2014                31 December 2014 
                               Revenue   Capital     Total   Revenue   Capital     Total   Revenue   Capital     Total 
                       Notes   GBP'000   GBP'000   GBP'000   GBP'000   GBP'000   GBP'000   GBP'000   GBP'000   GBP'000 
---------------------  -----  --------  --------  --------  --------  --------  --------  --------  --------  -------- 
Unrealised gains on 
 movement in fair 
 value 
 of investments            6         -     3,314     3,314         -     2,695     2,695         -     1,784     1,784 
Realised gains on 
 disposal 
 of investments            6         -       473       473         -       228       228         -       913       913 
Income                             708         -       708       774         -       774     2,567         -     2,567 
Investment management 
 fee                             (228)     (683)     (911)     (218)     (654)     (872)     (442)   (1,327)   (1,769) 
Other expenses                   (244)         -     (244)     (239)         -     (239)     (445)         -     (445) 
---------------------  -----  --------  --------  --------  --------  --------  --------  --------  --------  -------- 
Profit on ordinary 
 activities 
 before taxation                   236     3,104     3,340       317     2,269     2,586     1,680     1,370     3,050 
Taxation on ordinary 

(MORE TO FOLLOW) Dow Jones Newswires

August 18, 2015 11:45 ET (15:45 GMT)

 activities                          -         -         -      (14)        14         -     (257)       257         - 
Profit for the 
 period, 
 being 
 total comprehensive 
 income for the 
 period                            236     3,104     3,340       303     2,283     2,586     1,423     1,627     3,050 
---------------------  -----  --------  --------  --------  --------  --------  --------  --------  --------  -------- 
Return per ordinary 
 share: 
 
Basic                      2     0.32p     4.18p     4.50p     0.43p     3.20p     3.63p     1.95p     2.22p     4.17p 
---------------------  -----  --------  --------  --------  --------  --------  --------  --------  --------  -------- 
 

All items in the above statement derive from continuing operations.

The revenue column of the Income Statement includes all income and expenses. The capital column accounts for the realised and unrealised profit or loss on investments and the proportion of the management fee charged to capital.

The total column of this statement is the Statement of Total Comprehensive Income of the Company prepared in accordance with Financial Reporting Standards ("FRS"). The supplementary revenue return and capital return columns are prepared in accordance with the Statement of Recommended Practice issued in November 2014 by the Association of Investment Companies ("AIC SORP").

Unaudited Statement of Changes in Equity

For the six months to 30 June 2015

 
                                                                                     Distributable 
                                              Non-distributable reserves                reserves 
---------------------------  =======  ===========================================  ==================  -------- 
                                      Called-up 
                                          share     Share      Other  Revaluation   Capital   Revenue 
                                        capital   premium    reserve      reserve   reserve   reserve     Total 
                               Notes    GBP'000   GBP'000    GBP'000      GBP'000   GBP'000   GBP'000   GBP'000 
---------------------------  -------  ---------  --------  ---------  -----------  --------  --------  -------- 
 
  At 1 January 2015                       8,334     8,688  37,608(#)        9,302     6,835       377    71,144 
Movement between reserves                     -         -   (37,608)            -    37,608         -         - 
Profit/(loss) on ordinary 
 activities after taxation                    -         -          -        3,286     (182)       236     3,340 
Buyback of shares to 
 be held 
 in treasury                       4          -         -          -            -   (1,100)         -   (1,100) 
---------------------------  -------  ---------  --------  ---------  -----------  --------  --------  -------- 
At 30 June 2015                           8,334     8,688          -       12,588    43,161       613    73,384 
---------------------------  -------  ---------  --------  ---------  -----------  --------  --------  -------- 
 

# On 18 December 2013 the court granted orders allowing the Company to cancel its share premium account and capital redemption reserve. The amounts of GBP28,998,000 (share premium) and GBP8,622,000 (capital redemption reserve) less costs paid became distributable during 2015.

For the six months to 30 June 2014

 
                                             Non-distributable reserves               Distributable 
                                                                                         reserves 
--------------------------  -----  -----------------------------------------------  ------------------  -------- 
                                        Called-up     Share     Other  Revaluation   Capital   Revenue 
                                    share capital   premium   reserve      reserve   reserve   reserve     Total 
                            Notes         GBP'000   GBP'000   GBP'000      GBP'000   GBP'000   GBP'000   GBP'000 
--------------------------  -----  --------------  --------  --------  -----------  --------  --------  -------- 
At 1 January 2014                           7,322         -    37,610        8,247    11,787       371    65,337 
Profit/(loss) on ordinary 
 activities 
 after taxation                                 -         -         -        2,504     (221)       303     2,586 
Net proceeds of share 
 issue 
 & buybacks                                 1,012     8,688         -            -     (442)         -     9,258 
Other costs charged to 
 capital                                        -       (1)         -            -         -         -       (1) 
Dividends paid                  5               -         -         -            -   (3,618)     (301)   (3,919) 
--------------------------  -----  --------------  --------  --------  -----------  --------  --------  -------- 
 
  At 30 June 2014                           8,334     8,687    37,610       10,751     7,506       373    73,261 
--------------------------  -----  --------------  --------  --------  -----------  --------  --------  -------- 
 

For the year to 31 December 2014

 
                                               Non-distributable reserves           Distributable reserves 
------------------------------  -----  ------------------------------------------  ------------------------  -------- 
                                       Called-up 
                                           share     Share     Other  Revaluation      Capital      Revenue 
                                         capital   premium   reserve      reserve      reserve      reserve     Total 
                                Notes    GBP'000   GBP'000   GBP'000      GBP'000      GBP'000      GBP'000   GBP'000 
------------------------------  -----  ---------  --------  --------  -----------  -----------  -----------  -------- 
At 1 January 2014                          7,322         -    37,610        8,247       11,787          371    65,337 
Profit on ordinary activities 
 after taxation                                -         -         -        1,055          572        1,423     3,050 
Net proceeds of share 
 issue, 
 buybacks & sale of shares 
 from treasury                             1,012     8,688         -            -        (775)            -     8,925 
Other costs charged to 
 capital                                       -         -       (2)            -            -            -       (2) 
Dividends paid                      5          -         -         -            -      (4,749)      (1,417)   (6,166) 
------------------------------  -----  ---------  --------  --------  -----------  -----------  -----------  -------- 
 
  At 31 December 2014                      8,334     8,688    37,608        9,302        6,835          377    71,144 
------------------------------  -----  ---------  --------  --------  -----------  -----------  -----------  -------- 
 

Unaudited Balance Sheet

As at 30 June 2015

 
                                                    As at     As at         As at 
                                                  30 June   30 June   31 December 
                                                     2015      2014          2014 
                                          Notes   GBP'000   GBP'000       GBP'000 
 
Fixed assets 
Unquoted investments                          6    29,210    27,067        24,302 
Traded on AIM                                 6    23,948    24,830        24,055 
Listed interest bearing securities            6     9,490     9,996        10,993 
Listed on LSE                                           -     1,318             - 
Traded on ISDX                                          -       502             - 
 
Investments                                   6    62,648    63,713        59,350 
 
Current assets 
Debtors                                               269       251           485 
Cash at bank and on deposit                        11,039     9,874        11,869 
--------------------------------------  -------  --------  --------  ------------ 
                                                   11,308    10,125        12,354 
 
Creditors (amounts falling due within 
 one year)                                          (572)     (577)         (560) 
 
Net current assets                                 10,736     9,548        11,794 
 
Net assets                                         73,384    73,261        71,144 
 
Capital and reserves 
Called-up share capital                             8,334     8,334         8,334 
Share premium account                               8,688     8,687         8,688 
Other reserve                                           -    37,610        37,608 
Capital reserve                                    43,161     7,506         6,835 
Revaluation reserve                           6    12,588    10,751         9,302 
Revenue reserve                                       613       373           377 
 
Equity shareholders' funds                         73,384    73,261        71,144 
--------------------------------------  -------  --------  --------  ------------ 
 
 
                                                   As at       As at         As at 
                                                 30 June     30 June   31 December 
                                                    2015        2014          2014 
 
Net asset value per share                        100.03p      97.76p        95.41p 
Number of ordinary shares in circulation      73,363,013  74,938,013    74,563,013 
 
Treasury net asset value per share                99.08p      97.26p        94.74p 
Number of ordinary shares in circulation      73,363,013  74,938,013    74,563,013 
Number of ordinary shares held in treasury     9,975,130   8,400,130     8,775,130 
Number of listed ordinary shares in issue     83,338,143  83,338,143    83,338,143 
-------------------------------------------  -----------  ----------  ------------ 
 

Unaudited Statement of Cash Flows

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For the six months to 30 June 2015

 
                                                                Six       Six 
                                                             months    months 
                                                         to 30 June        to       Year to 
                                                               2015   30 June   31 December 
                                                            GBP'000      2014          2014 
                                                                      GBP'000       GBP'000 
Net cash (outflow)/inflow from operating activities           (381)     (352)           245 
Net cash inflow/(outflow) from investing activities             648   (3,294)           687 
Equity dividends paid                                             -   (3,918)       (6,166) 
 
Net cash inflow/(outflow) before financing activities           267   (7,564)       (5,234) 
Net cash (outflow)/inflow from financing activities         (1,097)     9,251         8,916 
 
(Decrease)/increase in cash                                   (830)     1,687         3,682 
 
Reconciliation of net cash flow to movement in 
 net cash 
(Decrease)/increase in cash                                   (830)     1,687         3,682 
Opening cash position                                        11,869     8,187         8,187 
 
Closing cash at bank and on deposit                          11,039     9,874        11,869 
 
Reconciliation of profit on ordinary activities 
 before taxation to net cash (outflow)/inflow 
 from operating activities 
Profit on ordinary activities before taxation                 3,340     2,586         3,050 
Gains on investments                                        (3,787)   (2,923)       (2,697) 
Changes in working capital and other non-cash 
 items                                                           66      (15)         (108) 
 
Net cash (outflow)/inflow from operating activities           (381)     (352)           245 
 
 

Notes

1. The condensed financial statements for the six months to 30 June 2015 comprise the statements set out below together with the related notes below. The Company applies UK Generally Accepted Accounting Principles in its annual financial statements, and is intending to adopt FRS 102 and the AIC's Statement of Recommended Practice issued in November 2014 for its financial year ending 31 December 2015. The condensed financial statements for the six months to 30 June 2015 have therefore been prepared in accordance with FRS 104 'Interim Financial Reporting'. The directors do not expect any significant changes to the Company's accounting policies as a result of the adoption of FRS 102. The accounts have therefore been prepared on the basis of the same accounting policies as set out in the Company's Annual Report and Financial Statements for the year ended 31 December 2014.

The comparative figures for the financial year ended 31 December 2014 are not the Company's statutory accounts for that financial year, but are based on those accounts, represented as necessary to comply with FRS 102. Those accounts have been reported on by the Company's auditor and delivered to the registrar of companies. The report of the auditor was (i) unqualified, (ii) did not include a reference to any matters to which the auditor drew attention by way of emphasis without qualifying their report, and (iii) did not contain a statement under section 498 (2) or (3) of the Companies Act 2006.

2. Return per share is based on a weighted average of 74,206,991 ordinary shares in issue (30 June 2014 - 71,219,291 ordinary shares; 31 December 2014 - 73,099,277 ordinary shares).

3. Earnings for the first six months to 30 June 2015 should not be taken as a guide to the results of the full financial year to 31 December 2015.

4. During the six months to 30 June 2015 the Company purchased 1,200,000 shares to be held in treasury at a cost of GBP1,100,000. At 30 June 2015, the Company holds 9,975,130 ordinary shares in treasury. Excluding treasury shares, there were 73,363,013 ordinary shares in issue at 30 June 2015 (30 June 2014 - 74,938,013 ordinary shares; 31 December 2014 - 74,563,013 ordinary shares)

5. The interim dividend of 3.0p per share (2.7p capital, 0.3p revenue) will be paid on 18 September 2015 to shareholders on the register on 4 September 2015. The ex-dividend date is 3 September 2015.

During the year to 31 December 2014, the Company paid a first interim dividend on 7 March 2014 of 6.0p per share (5.54p capital, 0.46p revenue) and a second interim dividend on 19 September 2014 of 3.0p per share (1.51p capital, 1.49p revenue).

6. All investments are initially recognised and subsequently measured at fair value. Changes in fair value are recognised in the Income Statement.

The methods of fair value measurement are classified into a hierarchy based on reliability of the information used to determine the valuation.

   --      Level a - Fair value is measured based on quoted prices in an active market. 

-- Level b - Fair value is measured based on directly observable current market prices or indirectly being derived from market prices.

   --      Level c - 

i) Fair value is measured using a valuation technique that is based on data from an observable market or;

ii) Fair value is measured using a valuation technique that is not based on data from an observable market.

 
                                                                        Level c 
                                                        Level a           (ii) 
 
                                                      Listed 
                                                    interest 
                                                     bearing    Traded 
                                                  securities    on AIM  Unquoted     Total 
                                                     GBP'000   GBP'000   GBP'000   GBP'000 
 
Opening book cost                                     10,993    16,774    22,281    50,048 
Opening unrealised appreciation                            -     7,281     2,021     9,302 
 
Opening valuation                                     10,993    24,055    24,302    59,350 
 
Movements in the period: 
Purchases at cost                                     27,982     2,054     3,821    33,857 
Sales - proceeds                                    (29,485)   (2,820)   (2,041)  (34,346) 
        - realised gains on sales                          -       324       149       473 
Unrealised gains/(losses) realised during 
 the period                                                -     1,520   (1,492)        28 
(Decrease)/increase in unrealised appreciation             -   (1,185)     4,471     3,286 
 
Closing valuation                                      9,490    23,948    29,210    62,648 
 
Closing book cost                                      9,490    17,852    22,718    50,060 
Closing unrealised appreciation                            -     6,096     6,492    12,588 
 
Closing valuation                                      9,490    23,948    29,210    62,648 
-----------------------------------------------  -----------  --------  --------  -------- 
Equity shares                                              -    23,948     9,246    33,194 
Loan notes                                                 -         -    19,964    19,964 
Fixed income securities                                9,490         -         -     9,490 
 
Closing valuation                                      9,490    23,948    29,210    62,648 
-----------------------------------------------  -----------  --------  --------  -------- 
 

There has been no significant change in the risk analysis as disclosed in the Company's annual accounts.

7. The financial information contained in this half-yearly financial report does not constitute statutory accounts as defined in Section 434 of the Companies Act 2006. The information for the year to 31 December 2014 has been extracted from the latest published audited financial statements. The audited financial statements for the year to 31 December 2014, which were unqualified, have been filed with the Registrar of Companies. No statutory accounts in respect of any period after 31 December 2014 have been reported on by the Company's auditors or delivered to the Registrar of Companies.

8. The Company has one reportable segment being investing in primarily a portfolio of UK growth businesses, whether unquoted or traded on AIM.

9. Copies of the half-yearly financial report will shortly be made available to shareholders and will also be available from the Registered Office of the Company at 100 Wood Street, London EC2V 7AN.

Principal Risks and Uncertainties

The Company's assets consist of equity and fixed interest investments, cash and liquid resources. Its principal risks are therefore market risk, credit risk, liquidity risk and competitive risk. Other risks faced by the Company include loss of approval as a Venture Capital Trust, investment performance, regulatory and compliance, legislative, economic, political and external factors and operational risks. These risks, and the way in which they are managed, are described in more detail in the Risk Matrix within the Strategic Report, in the Company's Annual Report and Accounts for the year to 31 December 2014. The Company's principal risks and uncertainties have not changed materially since the date of that report.

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