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| Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
|---|---|---|---|---|---|
| Down. 4 Dso Ord | LSE:DO1O | London | Ordinary Share | GB00B3L2G079 | DSO ORD 0.1P |
| Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
|---|---|---|---|---|---|---|---|---|---|---|
| 0.00 | 0.00% | 2.505 | 0.00 | 01:00:00 |
| Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
|---|---|---|---|---|---|
| 0 | 0 | N/A | 0 |
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TIDMDO1O
Downing FOUR VCT plc
(formerly Downing Structured Opportunities VCT 1 plc)
Report & Accounts for the year ended 31 March 2016
FINANCIAL HIGHLIGHTS
31 March 31 March
2016 2015
pence pence
DSO Ordinary Share pool
Net asset value per DSO Ordinary Share - 53.8
Net asset value per DSO A Share - 0.1
Cumulative distributions 131.7 80.0
Adjusted for performance estimate - (7.0)
Total Return per DSO Ordinary Share and DSO A Share 131.7 126.9
DSO B Share pool
Net asset value per DSO B Share 17.6 70.2
Net asset value per DSO C Share 0.1 0.1
Cumulative distributions 91.5 32.5
Adjusted for performance estimate (4.8) (2.8)
Total return per DSO B Share and DSO C Share 104.4 * 100.0
DSO D Share pool
Net asset value per DSO D Share 75.6 80.7
Cumulative distributions 20.0 15.0
Total return per DSO D Share 95.6 95.7
31 Jan
2015
pence
DP67 Share pool
Net asset value per DP67 Share 60.4 63.6
Cumulative distributions (since original launch) 23.8 17.8
Total return per DP67 Share 84.2 81.4
30 Nov
2014
Pence
DP2011 General Share pool
Net asset value per DP2011 General Ordinary Share 75.1 75.8
Net asset value per DP2011 General A Share 5.9 6.0
Cumulative distributions (since original launch) 22.5 17.5
Total return per DP2011 General Ordinary Share and
DP2011 General A Share 103.5 99.3
DP2011 Structured Share pool
Net asset value per DP2011 Structured Ordinary Share 77.1 78.2
Net asset value per DP2011 Structured A Share 6.1 6.2
Cumulative distributions (since original launch) 22.5 17.5
Total return per DP2011 Structured Ordinary Share
and DP2011 Structured A Share 105.7 101.9
DP2011 Low Carbon Share pool
Net asset value per DP2011 Low Carbon Share** 41.6 88.9
Cumulative distributions (since original launch)** 73.9 18.7
Total return per DP2011 Low Carbon Share 115.5 107.6
*Based on Total Return levels at 31 March 2016, performance fees are
expected to become due to management. These are estimated to be 4.8p
per DSO B/ DSO C Share.
**Adjusted for post year end Special dividend of 50.0p per share paid on
27 May 2016
CHAIRMAN'S STATEMENT
Introduction
I am pleased to present the Annual Report for the year ended 31 March
2016. The year has seen a significant change as a result of the merger
with three other VCTs in July 2015. The Company now has seven share
pools in various different phases of their expected lives.
The oldest share pool, the DSO Ordinary Share pool, has now completed
the task of returning funds to Shareholders and delivered an excellent
final outcome. The DSO B Share pool has also commenced the process of
returning funds to Shareholders although there is still some way to go
to complete the task.
In April 2016, the three DP2011 Share pools reached their five year
anniversaries and have begun the process of realising their investments.
The DP2011 Low Carbon Share pool paid out a substantial dividend after
the year end, and the DP2011 General and DP2011 Structured pools will
make their first return of capital dividends shortly.
The DSO D and DP67 Share pools are effectively fully invested and are
not scheduled to start realising their investment portfolios for some
time yet.
Merger
The merger of four VCTs was completed on 21 July 2015. The merger was
effected by Downing Structured Opportunities VCT 1 plc acquiring Downing
Planned Exit VCT 2011 plc, Downing Planned Exit VCT 6 plc and Downing
Planned Exit VCT 7 plc. The merged company was renamed as Downing FOUR
VCT plc immediately following the transaction.
The significant increase in size as a result of the merger reduces the
burden of running costs to Shareholders. The merger has also brought
benefits in terms of complying with the VCT regulations and is providing
additional flexibility during the process of unwinding the various
investment portfolios.
Board
As part of the merger, two new directors have joined the Company's
board. Sir Aubrey Brocklebank and Russell Catley were both previously
directors of Downing Planned Exit VCT 2011 plc and have extensive
experience in the VCT and relevant sectors. Sir Aubrey has taken on the
role of Senior Independent Director. They have both been welcome
additions to the Board.
A brief summary of each share pool is provided below.
DSO Ordinary Share pool
The Company's DSO Ordinary Shares were originally issued in 2009. In
line with the planned exit strategy, the DSO Ordinary pool exited from
its remaining investments during the year, which realised GBP6.2
million.
On 24 March 2016, the DSO Ordinary Share pool paid dividends of 36.16p
per DSO Ordinary Share and 15.5p per DSO A Share, being the final return
of capital payment to DSO Ordinary Shareholders. This also triggered a
performance fee payable to the management team, equivalent to 7.8p per
DSO Ordinary Share (as set out in more detail within the Strategic
Report).
Shareholders have received a total of 131.66p for a combined holding of
one DSO Ordinary Share and one DSO A Share, compared to the cost for
most Shareholders who invested in the original share offer, net of
income tax relief, of 70p. This equates to a return of around 12% per
annum over the life of the investment, which the Board believes is an
excellent result for shareholders.
The task of returning funds to Shareholders is now complete and steps
are now being taken to wind up this share class.
A detailed review of the final exits from the DSO Ordinary Share pool is
presented in the Investment Manager's report.
DSO B Share pool
The DSO B Shares were originally issued in 2010 and the process of
realising the portfolio and returning funds to Shareholders is now well
under way. Two significant dividends were paid out during the year
totalling 59.0p per DSO B Share.
At the year end, the NAV of a combined holding of one DSO B Share and
one DSO C Share stood at 17.9p, an increase of 6.6p (9.4%) over the year
after adjusting for the dividends paid during the year.
Based on the above values, total Shareholder proceeds are projected to
trigger the hurdle levels at which a performance fee is paid to
management. After providing for such a fee, it is estimated that the
final Total Return to Shareholders will be 104.4p for a holding of one
DSO B Share and one DSO C Share (split 94.7p per DSO B Share and 9.7p
per DSO C Share), compared to the cost for Shareholders who invested in
the DSO B Share offer, net of income tax relief, of 70p.
Plans are now being pursued to exit from the remaining investments held
by the DSO B Share pool. The Manager is optimistic that the remainder of
the portfolio will be realised over the coming months and hopes that the
DSO B Share pool will be in a positon to pay a further return of capital
dividend representing either all or most of the remaining value later in
2016.
A detailed review of the DSO B Share pool is presented in the Investment
Manager's report.
DSO D Share pool
The DSO D Share NAV stood at 75.6p at the year end, a decrease of 0.1p
per share or 0.1% over the year after adjusting for the dividends of
5.0p per share paid in the year. Total Return now stands at 95.6p per
share, compared to the cost for Shareholders who invested in the DSO D
Share offer, net of income tax relief, of 70p.
The DSO D Share pool holds some challenging nightclub and pub
investments in its portfolio which continue to demand intensive focus
from the Investment Manager. The process of realising investments is not
targeted to commence until August 2017 so there is some time for some
recovery and growth before the exit phase.
A more detailed review of the DSO D Share pool is presented in the
Investment Manager's report.
DP67 Share pool
The DP67 Share NAV stood at 60.4p at the year end, an increase of 2.2p
per share or 2.7% since the date of the merger (after adjusting for the
dividends paid of 2.0p per share). Total Return now stands at 84.2p per
share, compared to the original cost for Shareholders who invested in
2007, net of income tax relief, of 70p.
A more detailed review of the DP67 Share pool is presented in the
Investment Manager's report.
The DP67 Share pool will be commencing the process of realising its
investments in order to return funds to investors in 2018.
DP2011 General Share pool
The NAV of a combined holding of one DP2011 General Ordinary Share and
one DP2011 General A Share stood at 81.0p at the year end, an increase
of 0.2p per share or 0.2% since the merger, after adjusting for the
dividends paid of 2.5p per share. Total Return now stands at 103.5p per
share, compared to the cost for Shareholders, net of income tax relief,
of 70p.
The DP2011 General Share pool passed its five year anniversary in April
2016 and has since realised several of its investments. The first
substantial return of capital dividend will be paid to shareholders in
August 2016.
A more detailed review of the DP2011 General Share pool is presented in
the Investment Manager's report.
DP2011 Structured Share pool
The NAV of a combined holding of one DP2011 Structured Ordinary Share
and one DP2011 Structured A Share stood at 83.2p at the year end, a
decrease of 0.2p per share or 0.2% since the merger, after adjusting for
the dividends of 2.5p per share. Total Return now stands at 105.7p per
share, compared to the cost for Shareholders, net of income tax relief,
of 70p.
The DP2011 Structured pool passed its five year anniversary in April
2016 and has since realised several of its investments. The first
substantial return of capital dividend will be paid to shareholders in
August 2016.
A more detailed review of the DP2011 Structured Share pool is presented
in the Investment Manager's report.
DP2011 Low Carbon Share pool
The DP2011 Low Carbon Share pool NAV stood at 41.6p at the year end, an
increase of 5.4p per share or 5.0% since the merger after adjusting for
the dividends paid of 2.5p per share. Total Return now stands at 115.5p
per share, compared to the cost for Shareholders, net of income tax
relief, of 70p (after rebasing to 100p per share during the merger in
July 2015.)
The DP2011 Low Carbon Share pool passed its five year anniversary in
April 2016 and has since realised several of its investments. The first
substantial return of capital dividend was paid to shareholders after
the year end.
A more detailed review of the DP2011 Low Carbon Share pool is presented
in the Investment Manager's report.
Dividends
In the initial 5-year period of each share pool, the Company's usual
policy is to pay annual dividends totalling at least 5p per share (on a
twice yearly basis). The target is at least 4p per annum for the DP67
Share pool.
In line with this policy, subject to approval at the forthcoming AGM, a
dividend of 2.5p per DSO D Share and 2.0p per DP67 Share will be paid on
30 September 2016 to DSO D Shareholders and DP67 Shareholders
respectively on the register at 9 September 2016.
The DP2011 General and Structured Share pools have made good progress
with realisations of their respective portfolios and declare the
following special dividends payable on 2 September 2016 to Shareholders
on the register at 12 August 2016:
DP2011 General Ordinary Shares - 22.5p
DP2011 Structured Ordinary Shares - 32.5p
Since the year end, a special dividend of 50p per DP2011 Low Carbon
Share was paid on 27 May 2016 as part of the return of capital process.
Share buybacks
In the initial 5-year period of each share class, the Company operates a
policy of buying in its own shares that become available in the market
subject to regulatory restrictions and other factors such as
availability of liquid funds. Any such purchases are undertaken at a
price approximately equal to NAV i.e. at a nil discount. 10,280 DSO D
Shares, 35,175 DP2011 General Shares and 35,175 DP2011 General A Shares
were purchased in the year to 31 March 2016.
Now that the DSO B Share pool, and all of the DP2011 Share pools have
commenced or will shortly commence realisations to return funds to
Shareholders, the Company will no longer undertake any further share
buybacks in respect of the DSO B Shares, DSO C Shares, DP2011 General
Ordinary Shares, DP2011 General A Shares, DP2011 Structured Ordinary
Shares, DP2011 Structured A Shares, and DP2011 Low Carbon Shares. The
Board believes it is fairer to all Shareholders to distribute proceeds
from the investment realisations to all the above Shareholders by way of
dividends, rather than setting aside sums to fund share buybacks.
As noted above the DSO Ordinary Share pool is in the process of winding
up and the shares have no residual value.
VCT rules
As Shareholders may be aware, a number of potentially significant
changes to the VCT rules were made in November 2015 and some further
changes were announced in the Budget in March 2016. The rules add
further restrictions on new investments that can be made by VCTs.
The impact of the new rules on most of the current share pools is
expected to be minimal as they are not expecting to make any new
investments.
Annual General Meeting ("AGM")
The Company's seventh AGM will be held at Fifth Floor, Ergon House,
Horseferry Road, London, SW1P 2AL at 11.15 a.m. on 22 September 2016.
One item of special business is proposed: a special resolution to renew
the authority to allow the Company to make market purchases of its
shares.
Outlook
The Company will next report on the six month period ending 30 September
2016.
The result of the recent EU referendum has started what appears to be, a
period of uncertainty in financial markets. The Board believes that the
impact on the existing portfolios should be minimal given that the
investments are in unquoted businesses which generally have significant
asset backing. The Board will, of course, continue to monitor the
situation closely, however the options available to the Board and
Manager in the event of a significant deterioration of the economy are
relatively limited.
Over the coming months the process of realising investments in the DSO B,
DP2011 General, DP2011 Structured and DP2011 Low Carbon Share pools will
continue/commence. In respect of all of these pools, the Manager is
hopeful that the Company will be in a position to pay a further
substantial return of capital dividend later this year.
We expect there to be a busy few months for your Company, and I look
forward to reporting developments in the Half Yearly Report to 30
September 2016.
Lord Flight
Chairman
INVESTMENT MANAGER'S REPORT - DSO ORDINARY SHARE POOL
Introduction
In January 2016, the DSO Ordinary Share pool completed the task of
realising its investments, and on 24 March 2016, paid final dividends.
Net asset value and results
Over the life of their investment, investors in the DSO Ordinary Share
pool received total dividends of 116.16p per DSO Ordinary Share and
15.50p per DSO A Share making a total return of 131.66p for an original
investment of 100p (70p net of income tax relief.) This equates to a
return of around 12% per annum over the life of the investment, based on
net cost, which we believe represents a very good return to
Shareholders.
Venture Capital investments
Investment activity
The DSO Ordinary Share pool began the year with GBP5.6 million of
investments which were realised in full during the year. Total disposal
proceeds of GBP6.2 million were received.
All the remaining investments were sold during the year, some of the
highlights being Redmed Limited, the Lincoln bar operator, which
achieved a gain over original cost of GBP247,000; Domestic Solar Limited,
which generated an uplift over original cost of GBP329,000; and Quadrate
Spa Limited and Quadrate Catering Limited, the final investments to be
sold from the portfolio, for a total of GBP1.3 million and a profit over
cost of GBP281,000.
Not all exit proceeds exceeded original cost and two investments were
sold at discounts in order to provide liquidity to the fund. These
included Future Biogas (SF) Limited and Mosaic Spa and Health Clubs
Limited which generated combined proceeds of GBP731,000.
The 3D Pub Co Limited and Ecossol Limited were realised for a total of
GBP1.1 million, both at values marginally below cost due to
underperformance of the investments.
Several smaller exits also completed including Fenkle Street LLP, Chapel
Street Services Limited, Chapel Street Food and Beverage Limited and
Chapel Street Hotel Limited, for proceeds totalling GBP188,000.
Outlook
We are very satisfied with the final performance of the DSO Ordinary
Share pool. Following the payment of the final dividends on 24 March
2016, the DSO Ordinary Share pool had negligible value at the year end
and, in line with the Articles of the Company, the Company is taking
steps to cancel the share class. We will notify Shareholders of
progress in due course.
Downing LLP
Investment movements for the year ended 31 March 2016
ADDITIONS
GBP'000
Venture Capital investments
Redmed Limited 383
383
DISPOSALS
Valuation Profit/(loss) Realised
Cost at 31/03/15 Proceeds vs. cost gain/(loss)
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Venture
Capital
investments
Redmed Limited 1,233 1,427 1,480 247 53
Domestic Solar
Limited 1,000 1,120 1,329 329 209
Quadrate Spa
Limited* 451 451 666 215 215
Quadrate
Catering
Limited 577 629 643 66 14
Future Biogas
(SF)
Limited* 1,009 688 639 (370) (49)
The 3D Pub
Company
Limited* 627 549 562 (65) 13
Ecossol
Limited 500 425 474 (26) 49
Slopingtactic
Limited 102 118 129 27 11
Mosaic Spa and
Health Clubs
Limited* 250 193 92 (158) (101)
Chapel Street
Food and
Beverage
Limited 75 39 67 (8) 28
Chapel Street
Services
Limited 75 39 63 (12) 24
Fenkle Street
LLP** 58 58 58 - -
Camandale
Limited* 274 16 15 (259) (1)
Kilmarnock
Monkey Bar
Limited** 22 13 13 (9) -
Commercial
Street Hotel
Limited - - 3 3 3
Chapel Street
Hotel
Limited** 3 2 - (3) (2)
6,256 5,767 6,233 (23) 466
* partially qualifying investment
**non-qualifying investment
INVESTMENT MANAGER'S REPORT- DSO B SHARE POOL
Introduction
The DSO B Share pool holds investments in 11 companies and is fully
invested. The focus this year has been on realisations and 12 full exits
have completed in the period. We are in the process of developing
realisation plans for the remainder of the portfolio.
Net asset value and results
The NAV per DSO B Share at 31 March 2016 stood at 109.2p and per DSO C
Share at 0.1p, a rise of 6.4p for a combined holding of one DSO B Share
and one DSO C Share over the year after adjusting for dividends. Total
Return (combined NAV plus cumulative dividends) stood at 104.4p for a
combined holding, after taking account of an estimated performance
incentive of 4.8p.
The return on ordinary activities after taxation for the year was GBP1.3
million (2015: GBP82,000), comprising a revenue return of GBP736,000
(2015: GBP687,000) and a capital return of GBP559,000 (2015: loss
GBP605,000).
Venture Capital investments
Investment activity
The DSO B Share pool began the period with GBP13.7 million of
investments and after realisations totalling GBP12.1 million, ended the
year with GBP3.0 million spread across a portfolio of 11 Venture Capital
investments.
Three follow on investments were acquired at a discount from the DSO
Ordinary Share pool in order to assist the older pool with short term
liquidity: GBP470,000 in Redmed Limited, the owner and operator of a bar
in Lincoln; GBP244,000 in Future Biogas (SF) Limited, the operator of a
biogas plant in Norfolk; and GBP92,000 in Mosaic Spa and Health Clubs
Limited.
18 exits occurred in the period generating proceeds of GBP12.1 million
and a realised gain over the opening 2015 valuation of GBP908,000.
Some highlights are as follows: Domestic Solar Limited, the installer of
domestic solar panels across the UK, generated an uplift over original
cost of GBP263,000; Alpha Schools Holdings Limited was realised in the
period for a gain of GBP294,000 over original cost; Antelope Pub Limited
which owns pub of the same name in south west London was sold in the
year for a total gain of GBP261,000.
Quadrate Spa Limited and Quadrate Catering Limited were sold for a total
profit over cost of GBP321,000. GBP330,000 of loan note interest
collected on exit offsets the write down of the remaining holding.
Green Electricity Generation Limited was sold at an uplift over cost of
GBP129,000.
Other full exits in the period that generated proceeds above cost
include Slopingtactic Limited and Progressive Energies Limited.
Liverpool Nurseries (Holdings) Limited was sold for GBP830,000 - an
uplift over opening value of GBP43,000, although marginally below
original investment cost of GBP870,000.
The exits of UK Solar (Hartwell) LLP, Future Biogas (Reepham Road)
Limited, West Tower Property Limited and Commercial Street Hotel, all
returned their original costs totalling GBP3.9 million to the share
pool. Interest totalling over GBP550,000 was collected over the life of
these investments.
Unfortunately not all exits exceeded original cost and some were sold at
discounts due to performance issues. These included Ecossol Limited,
Kilmarnock Monkey Bar Limited and Camandale Limited which were sold for
proceeds totalling GBP550,000 compared to original costs totalling
GBP711,000
Portfolio valuation
The majority of the DSO B Share portfolio performed in line with
expectations during the year. There were a small number of valuation
movements and one considerable write down, which resulted in a net
unrealised loss of GBP252,000.
Fenkle Street LLP, is a property development company based in Newcastle.
The hotel is trading well and an uplift in the value of GBP123,000 has
been recognised.
Kidspace Adventures Holdings Limited, the owner of three well
established children's play areas in Croydon, Romford and Epsom
continues to perform well and an increase in the valuation of GBP34,000
has been recognised in the period.
Avon Solar Energy, a domestic solar panel installer in Bristol was also
uplifted by GBP15,000.
Future Biogas (Reepham Road) Limited, the owner and operator of a biogas
plant in Norfolk, has been sold in the period as described above. The
remaining value is based on a deferred payment expected in the coming
year.
Small decreases in value were also made on three other investments:
GBP15,000 to Mosaic Spa and Health Clubs Limited; GBP9,000 to Redmed
Limited; and GBP3,000 to Camandale Limited.
Outlook
The realisations of the DSO B share pool investments have continued well
and exit plans for the remaining holdings are progressing. We believe
that there are good prospects for the majority of the remaining
portfolio to be realised by the end of 2016.
Downing LLP
Portfolio of investments
The following investments were held at 31 March 2016:
Valuation
movement % of
Cost Valuation in year portfolio
GBP'000 GBP'000 GBP'000
Venture Capital investments
Kidspace Adventures Holdings
Limited 750 930 34 25.3%
Mosaic Spa and Health Clubs
Limited* 692 520 (15) 14.2%
Westcountry Solar Solutions
Limited 500 500 - 13.6%
Avon Solar Energy Limited 420 435 15 11.9%
Fenkle Street LLP** 154 277 123 7.5%
Future Biogas (Reepham Road)
Limited 890 193 (65) 5.3%
Future Biogas (SF) Limited** 122 122 - 3.3%
Redmed Limited 66 57 (9) 1.5%
Camandale Limited* 592 - (3) 0.0%
Quadrate Spa Limited* 276 - (276) 0.0%
Quadrate Catering Limited 56 - (56) 0.0%
4,518 3,034 (252) 82.6%
Cash at bank and in hand 634 17.4%
Total investments 3,668 100.0%
* partially qualifying investment
**non-qualifying investment
All Venture Capital investments are incorporated in England and Wales.
Investment movements for the year ended 31 March 2016
ADDITIONS
GBP'000
Venture Capital investments
Future Biogas (SF) Limited 244
Redmed Limited 470
Mosaic Spa and Health Clubs Limited* 92
806
DISPOSALS
Valuation Profit Realised
Cost at 31/3/15 Proceeds vs. cost gain/(loss)
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
UK Solar (Hartwell)
LLP 2,400 2,400 2,400 - -
Domestic Solar
Limited 800 896 1,063 263 167
Alpha Schools
Holdings Limited 733 876 1,027 294 151
Antelope Pub
Limited 750 885 1,011 261 126
Quadrate Spa
Limited 678 678 1,000 322 322
Liverpool Nurseries
(Holdings)
Limited 870 787 830 (40) 43
Quadrate Catering
Limited 794 870 793 (1) (77)
Future Biogas
(Reepham Road)
Limited 772 772 772 - -
Green Electricity
Generation
Limited 500 605 629 129 24
West Tower Property
Limited 500 500 500 - -
Ecossol Limited 500 425 474 (26) 49
Redmed Limited 404 404 427 23 23
Progressive
Energies Limited 340 381 406 66 25
Slopingtactic
Limited 277 320 351 74 31
Commercial Street
Hotel Limited** 185 185 185 - -
Future Biogas (SF)
Limited** 122 122 147 25 25
Camandale Limited* 151 41 40 (111) (1)
Kilmarnock Monkey
Bar Limited** 60 36 36 (24) -
10,836 11,183 12,091 1,255 908
* partially qualifying investment
**non-qualifying investment
INVESTMENT MANAGER'S REPORT- DSO D SHARE POOL
Introduction
To date, the DSO D Share pool has invested GBP4.5 million in 15 Venture
Capital investments and GBP1.1 million in three Structured Product
investment.
The pool began the year with GBP4.9 million of venture capital
investments and ended the period with GBP4.5 million. Structured Product
investments were GBP1.5 million at the start of the year and ended at
GBP1.1 million. One Structured Product investments matured in the
period.
Net asset value and results
The net asset value ("NAV") per DSO D Share at 31 March 2016 stood at
75.6p a small decrease of 0.1p or 0.1% after adjusting for the dividend
paid in the year. Total Return stands at 95.6p per share compared to
initial cost to Shareholders, net of income tax relief, of 70p per
share.
The profit on ordinary activities after taxation for the year was
GBP48,000 (2015: GBP204,000), comprising a revenue profit of GBP129,000
(2015: GBP120,000) and a capital loss of GBP81,000 (2015: gain of
GBP84,000).
Venture Capital investments
Investment activity
The DSO D Share pool began the period with GBP6.4 million of investments
and ended with GBP5.7 million spread across a portfolio of 15 Venture
Capital investments and three Structured Product investments.
A new investment of GBP400,000 was made in Apex Energy Limited. The
company is seeking to undertake the build and operation of electricity
generation power plants.
A restructuring of the investment replaced GBP112,000 of non-qualifying
loan with a qualifying investment in Pearce and Saunders Limited, the
freehold pub company that operates three sites in South East London.
Trade has grown slowly at the newly opened pubs, and the valuation has
been reduced by GBP24,000 in the year.
A further GBP20,000 was also invested in a new company, Pearce and
Saunders DevCo Limited that will be used to take advantage of a related
development opportunity.
One full exit of a qualifying company occurred in the period: Tor Solar
Limited, the operator of a solar farm in the South West of England,
generating proceeds of GBP709,000 and a GBP69,000 profit over the
original investment cost.
Portfolio valuation
The majority of the DSO D Share pool investments have performed in line
with expectations over the period and continue to be valued at original
cost. There have however been several adjustments made which have
resulted in a net unrealised loss of GBP162,000 in the year.
Lambridge Solar Limited, the owner of a solar farm in Lincolnshire is
performing well and the valuation has been increased by GBP17,000.
Performance at two Scottish nightclubs, Fubar Stirling Limited and City
Falkirk Limited, has continued to be below expectations and value
reductions of GBP116,000 and GBP39,000 respectively have been made.
Whilst we continue to work closely with the management of both clubs to
bring trading back on track, it is clear that the depressed economic
conditions in the region are a major contributing factor to the
performance.
Structured Products
One structured product was realised during the year, generating proceeds
of GBP409,000. This represented a profit on cost of GBP11,000 and an
uplift of GBP58,000 over the March 2015 valuation.
Outlook
The focus now for the DSO D Share portfolio is on close monitoring and
support of the portfolio companies to ensure that prospects for growth
are optimised in the period until the realisation process commences in
2017.
Downing LLP
Portfolio of investments
The following investments were held at 31 March 2016:
Valuation
movement % of
Cost Valuation in year portfolio
GBP'000 GBP'000 GBP'000
Structured Product investments
HSBC 5.4% Dual Index Synthetic
Zero 501 572 15 9.8%
Credit Suisse 7% Defensive
Worst Of Auto Call 251 291 15 5.0%
HSBC 7.1% Defensive Worst Of
Auto Call 251 286 12 4.9%
1,003 1,149 42 19.7%
Venture Capital investments
Vulcan Renewables Limited 653 779 - 13.3%
Goonhilly Earth Station Limited 570 570 - 9.7%
Lambridge Solar Limited 500 517 17 8.8%
Merlin Renewables Limited 500 500 - 8.5%
Nightjar Sustainable Power
Limited 485 485 - 8.3%
Apex Energy Limited 400 400 - 6.8%
Grasshopper 2007 Limited 294 294 - 5.0%
City Falkirk Limited 562 236 (39) 4.0%
Fubar Stirling Limited 358 225 (116) 3.9%
Fresh Green Power Limited 200 200 - 3.4%
Pearce and Saunders Limited* 300 192 (24) 3.3%
Green Energy Production UK
Limited 100 100 - 1.7%
Cheers Dumbarton Limited 64 22 - 0.4%
Pearce and Saunders DevCo
Limited 20 20 - 0.3%
Lochrise Limited 17 - - 0.0%
5,023 4,540 (162) 77.4%
6,026 5,689 (120) 97.1%
Cash at bank and in hand 159 2.9%
Total investments 5,848 100.0%
*partially qualifying investment
All Venture Capital investments are incorporated in England and Wales.
Investment movements for the year ended 31 March 2016
ADDITIONS
GBP'000
Venture Capital investments
Apex Energy Limited 400
Pearce and Saunders Limited* 132
Pearce and Saunders DevCo Limited 20
552
DISPOSALS
Valuation Profit Realised
Cost at 31/3/15 Proceeds vs. cost gain
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Structured Product
investments
Goldman Sachs 8.5%
Defensive Worst Of
Auto Call 351 398 409 11 58
Venture Capital
investments
Tor Solar PV Limited 640 640 709 69 69
Pearce and Saunders
Limited* 112 112 112 - -
1,103 1,150 1,230 80 127
*partially qualifying investment
DP67 SHARE POOL SUMMARY
INVESTMENT MANAGER'S REPORT - DP67 SHARE POOL
Introduction
The DP67 Share pool was formed as part of the merger in July 2015 and
includes the portfolios of Downing Planned Exit VCT 6 plc and Downing
Planned Exit VCT 7 plc. These companies were sister companies which held
identical investment portfolios.
Net asset value and results
The net asset value ("NAV") per DP67 Share at 31 March 2016 stood at
60.4p an increase of 2.2p or 2.7% since the merger, after adjusting for
the dividends paid in the period. Total Return stands at 84.2p per share
compared to initial cost to Shareholders, net of income tax relief, of
70p per share.
The profit on ordinary activities after taxation for the period since
the merger was GBP259,000, comprising a revenue profit of GBP93,000 and
a capital gain of GBP166,000.
Venture Capital investments
Investment activity
At the merger date, the DP67 Share pool held GBP4.6 million of
investments and ended the period with GBP5.8 million spread across a
portfolio of 10 Venture Capital investments.
During the period since the merger there were four follow on investments
made:
Gatewales Limited holds rights to profit shares from a development
project. The project is performing in line with plan and the profit
shares are now being paid out - GBP424,000 was received in the year. A
further GBP350,000 investment was purchased in the period since the
merger. In addition the investment was uplifted by GBP285,000 at the
year end, reflecting the anticipated future returns.
An additional GBP245,000 was invested in the Thames Club Limited, a
health and fitness centre in Staines. As previously reported the value
of the investment has deteriorated recently, following increased local
competition. During the period, the entire holding was sold for
GBP100,000, against a total cost of GBP735,000.
A further investment of GBP328,000 was made in Fenkle Street LLP and
GBP584,000 into Snow Hill Developments LLP.
New investments totalling GBP965,000 were made in Kidspace Adventures
Holdings Limited, which owns three well established children's play
areas, and Hobblers Heath Limited which is building an adventure
playground in Hounslow.
Two short term non-qualifying loans made to UK Solar (Hartwell) LLP and
UK Solar (Lower Newton) LLP were redeemed in full at par during the
period, generating total proceeds of GBP1.0 million. GBP56,000 of
interest was received for these loans over the period held.
Two small new investments in Dominions House Limited and London City
Shopping Centre Limited for GBP54,000 and GBP99,000 respectively were
also made during the period.
Portfolio valuation
The DP67 Share pool portfolio held at the year-end has performed well
and there were two significant uplifts in the period; GBP285,000 on
Gatewales Limited noted above; and GBP204,000 on Cadbury House Limited.
Additionally, Fenkle Street LLP, a property development company based in
Newcastle, was uplifted in value by GBP114,000.
The investment in Snow Hill Developments LLP was also uplifted by
GBP84,000.
These uplifts were partly offset by a value reduction of GBP205,000 on
Oak Grove Renewables Limited due to performance issues at the anaerobic
digestion plant.
The total uplift on the portfolio was GBP482,000 over the period since
the merger.
Outlook
We are generally pleased with the state of the DP67 portfolio, although
The Thames Club performance was a disappointment. The portfolio is now
almost fully invested and we will be continuing to monitor all
investments closely to ensure that prospects for growth are maximised.
Downing LLP
DP67 SHARE POOL
Portfolio of investments
The following investments were held at 31 March 2016:
Valuation
Original movement % of
Cost Cost Valuation in period portfolio
GBP'000 GBP'000 GBP'000 GBP'000
Venture Capital
investments
Cadbury House
Holdings Limited 1,206 1,409 1,613 204 23.9%
Snow Hill
Developments
LLP** 500 1,084 1,168 84 17.3%
Gatewales Limited* 876 564 849 285 12.6%
Oak Grove
Renewables
Limited 820 820 615 (205) 9.1%
Kidspace
Adventures
Holdings Limited - 578 578 - 8.6%
Fenkle Street
LLP** 77 405 519 114 7.7%
Hobblers Heath
Limited - 387 387 - 5.7%
London City
Shopping Centre
Limited** - 99 99 - 1.5%
Coast Constructors
Limited 1,866 - - - 0.0%
Aminghurst
Limited** 415 - - - 0.0%
5,346 5,828 482 86.4%
Cash at bank and
in hand 911 13.6%
Total investments 6,739 100.0%
* partially qualifying investment
**non qualifying investment
All Venture Capital investments are incorporated in England and Wales.
Investment movements for the year ended 31 March 2016
ADDITIONS
GBP'000
Acquired from Downing Planned Exit 6 and Downing Planned
Exit 7 in the merger
Cadbury House Holdings Limited 1,409
Oak Grove Renewables Limited 820
UK Solar (Lower Newton) LLP** 600
Snow Hill Developments LLP** 500
The Thames Club Limited* 490
UK Solar (Hartwell) LLP** 400
Gatewales Limited* 292
Fenkle Street LLP** 77
Coast Constructors Limited -
Aminghurst Limited** -
Acquired since the merger
Snow Hill Developments LLP** 584
Kidspace Adventures Holdings Limited 578
Hobblers Heath Limited 387
Gatewales Limited* 350
Fenkle Street LLP** 328
The Thames Club Limited* 245
Dominions House Limited** 54
London City Shopping Centre Limited** 99
7,213
DISPOSALS
Profit/
Valuation (loss) Realised
Cost at 20/07/15 Proceeds vs. cost Gain /(loss)
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Gatewales
Limited* 78 78 424 346 346
The Thames Club
Limited* 735 735 100 (635) (635)
Dominions House
Limited** 54 54 62 8 8
UK Solar (Lower
Newton) LLP** 600 600 600 - -
UK Solar
(Hartwell)
LLP** 400 400 400 - -
1,867 1,867 1,586 (281) (281)
* partially qualifying investment
**non-qualifying investment
INVESTMENT MANAGER'S REPORT - DP2011 GENERAL SHARE POOL
Introduction
At 31 March 2016 the DP2011 General Share pool was fully invested with a
portfolio value of GBP10.4 million, comprising 13 fully or partly
qualifying investments and a further six non-qualifying investments.
Now that the five-year anniversary has passed, we will look to seek
appropriate exit strategies to maximise returns to Shareholders.
Net asset value and results
The combined net asset value ("NAV") of one DP2011 General Ordinary
Share and one DP2011 General A Share at 31 March 2016 stood at 81.0p an
increase of 0.2p or 0.2% since the merger, after adjusting for the
dividend paid in the period. Total Return stands at 103.5p per share
compared to initial cost to Shareholders, net of income tax relief, of
70p per share.
The profit on ordinary activities after taxation for the period since
the merger was GBP32,000, comprising a revenue profit of GBP383,000 and
a capital loss of GBP351,000.
Venture Capital investments
Investment activity
At the merger date, the DP2011 General Share pool held GBP13.1 million
of investments and ended the period with GBP10.4 million spread across a
portfolio of 19 Venture Capital investments.
The process of exiting investments in the portfolio has begun in order
to return funds to Shareholders. As such, a number of investments were
sold in the period.
A portfolio of solar panel companies were sold during the period;
Residential PV Trading Limited for GBP892,000, South West Farms Limited
for GBP742,000 and Angel Solar Limited for GBP369,000. The total profit
over cost of these three disposals was GBP386,000.
Antelope Pub Limited owns and operates a pub of the same name in south
west London. The holding of GBP300,000 was sold at par during the
period.
Dominions House Limited was fully disposed of in the period for
GBP98,000.
Portfolio valuation
The DP2011 General portfolio suffered a number of setbacks in the period
with a total unrealised loss of GBP657,000 being recognised.
Odysian (Holdings) Limited, the holding company for a nightclub and bar
in Chester, has suffered a significant drop in trade; Mosaic Spa and
Health Club Limited has had continued performance issues at the
Shrewsbury site and Oak Grove Renewables Limited had issues at the
anaerobic digestion plant.
Performance at two Scottish nightclubs, Fubar Stirling Limited and City
Falkirk Limited, has continued to operate below expectations and value
reductions have been made. Whilst we continue to work closely with the
management of both clubs to bring trading back on track, it is clear
that the depressed economic conditions in the region are a major
contributing factor to the weak performance.
Outlook
The DP2011 General Share pool is now focussed on the realisation of the
portfolio, and the coming months should be busy. We expect to make a
substantial dividend payment in the near future, however the full
disposal process may take some time to complete.
Downing LLP
Portfolio of investments
The following investments were held at 31 March 2016:
Valuation
Original movement % of
Cost Cost Valuation in period portfolio
GBP'000 GBP'000 GBP'000 GBP'000
Venture Capital
investments
Vulcan Renewables
Limited 1,845 2,199 2,199 - 17.4%
Kidspace
Adventures
Holdings Limited 1,116 1,351 1,384 33 11.0%
Tooting Tram and
Social Limited* 1,067 1,187 1,223 36 9.7%
Mosaic Spa and
Health Clubs
Limited* 1,500 1,147 955 (192) 7.6%
Snow Hill
Developments
LLP** 750 750 750 - 5.9%
Westcountry Solar
Solutions
Limited 600 600 600 - 4.7%
Odysian (Holdings)
Limited 857 873 591 (282) 4.7%
Wickham Solar
Limited 473 550 550 - 4.4%
Kidspace
Adventures
Limited** 539 539 539 - 4.3%
Avon Solar Energy
Limited 505 505 523 18 4.1%
Oak Grove
Renewable
Limited 400 400 317 (83) 2.5%
City Falkirk
Limited 674 330 283 (47) 2.2%
Fubar Stirling
Limited 429 410 270 (140) 2.1%
London City
Shopping Centre
Limited** 50 88 88 - 0.7%
Clean Electricity
Limited** 70 70 70 - 0.6%
UK Renewable Power
Limited** 55 55 55 - 0.4%
Cheers Dumbarton
Limited 76 27 27 - 0.2%
21st Century
Energy Limited** 22 22 22 - 0.2%
Lochrise Limited 20 - - - 0.0%
11,103 10,446 (657) 82.7%
Cash at bank and
in hand 2,186 17.3%
Total investments 12,632 100.0%
* partially qualifying investment
**non-qualifying investment
All Venture Capital investments are incorporated in England and Wales.
Investment movements for the year ended 31 March 2016
ADDITIONS
The entire DP2011 General Portfolio was acquired during the merger in
July 2015.
DISPOSALS
Valuation Profit Realised
Cost at 20/7/15 Proceeds vs. cost gain
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Residential PV Trading
Limited 762 762 892 130 130
South-Western Farms
Solar Limited 555 555 742 187 187
Angel Solar Limited 300 300 369 69 69
Antelope Pub Limited** 300 300 300 - -
Dominions House
Limited** 98 98 98 - -
2,015 2,015 2,401 386 386
* partially qualifying investment
** non-qualifying investment
INVESTMENT MANAGER'S REPORT- DP2011 STRUCTURED SHARE POOL
Introduction
At 31 March 2016 the DP2011 Structured Share pool was fully invested
with a portfolio value of GBP7.4 million, comprising 13 fully or partly
qualifying venture capital investments and four Structured Product
investments.
Now that the five-year anniversary has passed, we are looking to seek
appropriate exit strategies to maximise returns to Shareholders.
Net asset value and results
The net asset value ("NAV") of a combined holding of one DP2011
Structured Ordinary Share and one DP2011 Structured A Share at 31 March
2016 stood at 83.2p a decrease of 0.2p or 0.2% since the merger after
adjusting for the dividend paid in the period. Total Return stands at
105.7p per share compared to initial cost to Shareholders, net of income
tax relief, of 70p per share.
The loss on ordinary activities after taxation for the period since the
merger was GBP10,000, comprising a revenue profit of GBP247,000 and a
capital loss of GBP257,000.
Venture Capital investments
Investment activity
At the merger date, the DP2011 Structured Share pool held GBP9.2 million
of investments and ended the period with GBP7.3 million spread across a
portfolio of 13 Venture Capital investments and 4 Structured Product
investments.
The process of exiting investments in the portfolio has begun in order
to return funds to Shareholders. As such, a number of investments were
sold in the period.
A portfolio of solar panel companies was sold during the period;
Residential PV Trading Limited for GBP595,000, South West Farms Limited
for GBP495,000 and Angel Solar Limited for GBP246,000. The total profit
over cost of these three disposals was GBP258,000.
Portfolio valuation
The DP2011 Structured portfolio suffered a number of setbacks in the
period and the unquoted portfolio was written down by GBP494,000 over
the period since the merger.
Odysian (Holdings) Limited, the holding company for a nightclub and bar
in Chester has suffered a significant drop in trade; Mosaic Spa and
Health Club Limited has had continued performance issues at the
Shrewsbury site and Oak Grove Renewables Limited has suffered
performance issues at the anaerobic digestion plant.
Performance at two of the Share pool's Scottish nightclubs, Fubar
Stirling Limited and City Falkirk Limited, has continued to operate
below expectations and value reductions have been made. Whilst we
continue to work closely with the management of both clubs to bring
trading back on track, it is clear that the depressed economic
conditions in the region are a major contributing factor to the weak
performance.
Some small uplifts have also been recognised across the portfolio:
Kidspace Adventures Holdings Limited, Tooting Tram and Social Limited
and Avon Solar Energy Limited totalling GBP58,000.
Structured Products
The value of the Structured Portfolio has increased by GBP31,000 over
the period since the merger.
There was one redemption during the period at a gain against original
cost of GBP41,000.
After the period end the remainder of the Structured Portfolio was
disposed of generating proceeds totalling GBP1.5 million at a profit of
GBP282,000 over original cost.
Outlook
The DP2011 Structured Share pool is now focussed on the realisation of
the portfolio. We expect to make a substantial dividend payment in the
near future, however the full disposal process may take some time to
complete.
Downing LLP
Portfolio of investments
The following investments were held at 31 March 2016:
Valuation
movement % of
Original Cost Cost Valuation in period portfolio
GBP'000 GBP'000 GBP'000 GBP'000
Structured
Product
investments
HSBC 7.1%
Defensive
Worst Of Auto
Call 447 447 458 10 5.1%
RBS 6 Yr Dual
Index
Synthetic Zero
10.16% 373 373 380 6 4.3%
Credit Suisse
7% Defensive
Worst Of Auto
Call 290 290 293 3 3.3%
Credit Suisse
10% Defensive
Worst Of Auto
Call 279 279 291 12 3.3%
1,389 1,422 31 16.0%
Venture Capital
investments
Vulcan
Renewables
Limited 1,091 1,305 1,305 - 14.6%
Kidspace
Adventures
Holdings
Limited 744 901 923 22 10.4%
Tooting Tram
and Social
Limited 533 613 637 24 7.2%
Mosaic Spa and
Health Clubs
Limited* 920 685 557 (128) 6.2%
Wickham Solar
Limited 473 550 550 - 6.2%
Oak Grove
Renewables
Limited 545 545 433 (112) 4.9%
Westcountry
Solar
Solutions
Limited 400 400 400 - 4.5%
Odysian
(Holdings)
Limited 571 582 394 (188) 4.4%
Avon Solar
Energy
Limited 336 336 348 12 3.9%
City Falkirk
Limited 450 220 189 (31) 2.1%
Fubar Stirling
Limited 286 273 180 (93) 2.0%
Cheers
Dumbarton
Limited 51 18 18 - 0.2%
Lochrise
Limited 13 - - - 0.0%
6,428 5,934 (494) 66.6%
7,817 7,356 (463) 82.6%
Cash at bank
and in hand 1,556 17.4%
Total
investments 8,912 100.0%
*partially qualifying investment
All Venture Capital investments are incorporated in England and Wales.
Investment movements for the year ended 31 March 2016
ADDITIONS
The entire DP2011 Structured Portfolio was acquired during the merger in
July 2015.
DISPOSALS
Valuation Profit Realised
Cost at 20/7/15 Proceeds vs. cost gain
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Structured Product
investments
Goldman Sachs 8.5%
Defensive
Worst-of-Auto Call 288 288 292 4 4
Venture Capital
investments
Angel Solar Limited 200 200 246 46 46
Residential PV Trading
Limited 508 508 595 87 87
South-Western Solar
Limited 370 370 495 125 125
1,366 1,366 1,628 262 262
INVESTMENT MANAGER'S REPORT- DP2011 LOW CARBON SHARE POOL
Introduction
The task of building the DP2011 Low Carbon portfolio was completed at an
early stage. The process of realising the portfolio and returning funds
to Shareholders is now underway and a substantial dividend of 50p was
paid out on 27 May 2016.
Net asset value and results
The net asset value ("NAV") per DP2011 Low Carbon Share at 31 March 2016
stood at 41.6p an increase of 5.4p or 5.0% since the merger after
adjusting for the dividend paid in the period. Total Return stands at
115.5p per share compared to initial cost to Shareholders, net of income
tax relief, of 70p per share, after rebasing to 100p during the merger.
The profit on ordinary activities after taxation for the period since
the merger was GBP424,000, comprising a revenue profit of GBP211,000 and
a capital gain of GBP213,000.
Venture Capital investments
Investment activity
At the merger date, the DP2011 Low Carbon Share pool held GBP6.9 million
of investments and ended with GBP3.0 million spread across a portfolio
of 4 Venture Capital investments. All of the investments own solar PV
panels sited on a mix of commercial and residential rooftops, all of
which received Feed in Tariffs ("FiTs").
During the period a successful exit was made from three of the companies
held at the date of the merger. Green Electricity Generation Limited,
Progressive Energies Limited and PV Generation Limited were sold for
total proceeds of GBP4.1 million generating a gain against original pre
merger costs of GBP733,000.
Portfolio valuation
The remainder of the portfolio is performing consistently and there are
no valuation movements in the period.
Outlook
We are satisfied with the progress made by the portfolio companies to
date, and with the exits already secured. We are optimistic that a full
exit from the rest of the portfolio can be achieved in the fourth
quarter of 2016 in order to facilitate a final dividend to shareholders
at the end of this year or early next year.
Downing LLP
REVIEW OF INVESTMENTS - DP2011 LOW CARBON SHARE POOL
Portfolio of investments
The following investments were held at 31 March 2016:
Valuation
movement % of
Original cost Cost Valuation in period portfolio
GBP'000 GBP'000 GBP'000 GBP'000
Venture
Capital
investments
Progressive
Power
Generation
Limited 800 800 800 - 11.2%
UK Renewable
Power
Limited 780 780 780 - 10.9%
Clean
Electricity
Limited 780 710 710 - 10.0%
21st Century
Energy
Limited 600 708 708 - 9.9%
2,998 2,998 - 42.0%
Cash at bank
and in hand 4,011 58.0%
Total
investments 7,009 100.0%
*partially qualifying investment
All Venture Capital investments are incorporated in England and Wales.
Investment movements for the year ended 31 March 2016
ADDITIONS
The entire DP2011 Low Carbon portfolio was acquired during the merger in
July 2015.
DISPOSALS
Valuation Profit Realised
Cost at 31/3/15 Proceeds vs. cost gain
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Green Electricity
Generation Limited 1,210 1,210 1,258 48 48
Progressive Energies
Limited* 1,520 1,520 1,593 73 73
PV Generation Limited 1,150 1,150 1,282 132 132
3,880 3,880 4,133 253 253
*partially qualifying investment
Directors' responsibilities
The Directors are responsible for preparing the Report of the Directors,
the Directors' Remuneration Report and the financial statements in
accordance with applicable law and regulations. They are also
responsible for ensuring that the Annual Report includes information
required by the Listing Rules of the Financial Conduct Authority.
Company law requires the Directors to prepare financial statements for
each financial year. Under that law, the Directors have elected to
prepare the financial statements in accordance with United Kingdom
Generally Accepted Accounting Practice (United Kingdom accounting
standards and applicable law) including Financial Reporting Standard
102, the financial reporting standard applicable in the UK and Republic
of Ireland (FRS 102). Under company law, the Directors must not approve
the financial statements unless they are satisfied that they give a true
and fair view of the state of affairs of the Company and of the profit
or loss of the Company for that period.
In preparing these financial statements the Directors are required to:
*select suitable accounting policies and then apply them consistently;
*make judgments and accounting estimates that are reasonable and
prudent;
*state whether applicable UK accounting standards have been followed,
subject to any material departures disclosed and explained in the
financial statements; and
*prepare the financial statements on the going concern basis unless it
is inappropriate to presume that the Company will continue in business.
The Directors are responsible for keeping adequate accounting records
that are sufficient to show and explain the Company's transactions, to
disclose with reasonable accuracy at any time the financial position of
the Company and to enable them to ensure that the financial statements
comply with the Companies Act 2006. They are also responsible for
safeguarding the assets of the Company and hence for taking reasonable
steps for the prevention and detection of fraud and other
irregularities.
In addition, each of the Directors considers that the Annual Report,
taken as a whole, is fair, balanced and understandable and provides the
information necessary for Shareholders to assess the Company's
performance, business model and strategy.
The Directors are responsible for the maintenance and integrity of the
corporate and financial information included on the Company's website.
Legislation in the United Kingdom governing the preparation and
dissemination of the financial statements and other information included
in the annual reports may differ from legislation in other
jurisdictions.
Directors' statement pursuant to the Disclosure Rules and Transparency
Rules
Each of the Directors confirms that, to the best of each person's
knowledge:
*the financial statements, which have been prepared in accordance with
the applicable set of accounting standards, give a true and fair view of
the assets, liabilities, financial position and profit or loss of the
Company; and
*the management report included within the Report of the Directors,
Chairman's Statement, Investment Manager's Report, and Review of
Investments includes a fair review of the development and performance of
the business and the position of the company together with a description
of the principal risks and uncertainties that it faces.
By order of the Board
Grant Whitehouse
Secretary of Downing FOUR VCT plc
INCOME STATEMENT
for the year ended 31 March 2016
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
Income
- continuing 1,790 - 1,790 2,680 - 2,680
- acquisition 1,645 - 1,645 - - -
3,435 - 3,435 2,680 - 2,680
Net gain/(loss) on investments
- continuing - 899 899 - (881) (881)
- acquisition - (18) (18) - - -
3,435 881 4,316 2,680 (881) 1,799
Investment management fees (389) (389) (778) (240) (240) (480)
Other expenses (568) - (568) (345) (1) (346)
Return/(loss) on ordinary activities before tax 2,478 492 2,970 2,095 (1,122) 973
Tax on total comprehensive income and ordinary
activities (351) - (351) (256) - (256)
Return/(loss) attributable to equity shareholders,
being total comprehensive income for the year 2,127 492 2,619 1,839 (1,122) 717
Basic and diluted return per share:
DSO Ordinary Share 3.2p 2.4p 5.6p 10.0p (5.8p) 4.2p
DSO A Share - - - - - -
DSO B Share 3.7p 2.8p 6.5p 3.4p (3.0p) 0.4p
DSO C Share - - - - - -
DSO D Share 1.6p (1.0p) 0.6p 1.5p 1.1p 2.6p
DP67 Share 0.8p 1.5p 2.3p
DP2011 General Share 2.4p (2.2p) 0.2p
DP2011 Structured Share 2.3p (2.4p) (0.1p)
DP2011 Low Carbon 2.8p 2.8p 5.6p
The total column within the Income Statement represents the Statement of
Total Comprehensive Income of the Company prepared in accordance with
Financial Reporting Standard 102 ("FRS 102"). The supplementary revenue
return and capital return columns are prepared in accordance with the
Statement of Recommenced Practice issued in November 2014 by the
Association of Investment Companies ("AIC SORP").
INCOME STATEMENT (analysed by share pool)
for the year ended 31 March 2016
Split as:
DSO Ordinary Share pool (continuing)
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
Income 488 - 488 1,258 - 1,258
Net (loss)/gain on investments - 282 282 - (529) (529)
488 282 770 1,258 (529) 729
Investment management fees (39) (39) (78) (72) (71) (143)
Other expenses (72) - (72) (93) (1) (94)
Return/(loss) on ordinary activities before tax 377 243 620 1,093 (601) 492
Tax on ordinary activities (49) - (49) (61) - (61)
Return/(loss) attributable to equity shareholders,
being total comprehensive income for the year 328 243 571 1,032 (601) 431
DSO B Share pool (continuing)
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
Income 1,047 - 1,047 1,149 - 1,149
Net gain/(loss) on investments - 656 656 - (487) (487)
1,047 656 1,703 1,149 (487) 662
Investment management fees (97) (97) (194) (118) (118) (236)
Other expenses (98) - (98) (177) - (177)
Return/(loss) on ordinary activities before tax 852 559 1,411 854 (605) 249
Tax on ordinary activities (116) - (116) (167) - (167)
Return/(loss) attributable to equity shareholders,
being total comprehensive income for the year 736 559 1,295 687 (605) 82
DSO D Share pool (continuing)
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
Income 255 - 255 273 - 273
Net (loss)/gain on investments - (39) (39) - 135 135
255 (39) 216 273 135 408
Investment management fees (42) (42) (84) (50) (51) (101)
Other expenses (81) - (81) (75) - (75)
Return/(loss) on ordinary activities before tax 132 (81) 51 148 84 232
Tax on ordinary activities (3) - (3) (28) - (28)
Return/(loss) attributable to equity shareholders,
being total comprehensive income for the year 129 (81) 48 120 84 204
DP67 Share pool (acquisition)
Period from 21 July 2015 to
31 March 2016
Revenue Capital Total
GBP'000 GBP'000 GBP'000
Income 204 - 204
Net gain on investments - 201 201
204 201 405
Investment management fees (35) (35) (70)
Other expenses (61) - (61)
Return on ordinary activities before tax 108 166 274
Tax on ordinary activities (15) - (15)
Return attributable to equity shareholders, being
total comprehensive income for the year 93 166 259
DP2011 General Share pool (acquisition)
Period from 21 July 2015 to
31 March 2016
Revenue Capital Total
GBP'000 GBP'000 GBP'000
Income 659 - 659
Net loss on investments - (271) (271)
659 (271) 388
Investment management fees (80) (80) (160)
Other expenses (119) - (119)
Return/(loss) on ordinary activities before tax 460 (351) 109
Tax on ordinary activities (77) - (77)
Return/(loss) attributable to equity shareholders,
being total comprehensive income for the year 383 (351) 32
DP2011 Structured Share pool (acquisition)
Period from 21 July 2015 to
31 March 2016
Revenue Capital Total
GBP'000 GBP'000 GBP'000
Income 429 - 429
Net loss on investments - (201) (201)
429 (201) 228
Investment management fees (56) (56) (112)
Other expenses (78) - (78)
Return/(loss) on ordinary activities before tax 295 (257) 38
Tax on ordinary activities (48) - (48)
Return/(loss) attributable to equity shareholders,
being total comprehensive income for the year 247 (257) (10)
DP2011 Low Carbon Share pool (acquisition)
Period from 21 July 2015 to
31 March 2016
Revenue Capital Total
GBP'000 GBP'000 GBP'000
Income 353 - 353
Net gain on investments - 253 253
353 253 606
Investment management fees (40) (40) (80)
Other expenses (59) - (59)
Return on ordinary activities before tax 254 213 467
Tax on ordinary activities (43) - (43)
Return attributable to equity shareholders, being
total comprehensive income for the year 211 213 424
BALANCE SHEET
as at 31 March 2016
2016 2015
GBP'000 GBP'000
Fixed assets
Investments 35,351 25,638
Current assets
Debtors 1,077 432
Cash at bank and in hand 9,533 457
10,610 889
Creditors: amounts falling due within one year (879) (612)
Net current assets 9,731 277
Net assets 45,082 25,915
8BCapital and reserves
Called up Share capital 84 38
Called up Share capital - DSO A, DSO C, DP2011 Gen
A and Struc A 77 46
Capital redemption reserve 5 5
Special reserve 44,441 20,895
Share premium account - 2,794
Revaluation reserve (2,645) (1,544)
Capital reserve - realised 1,949 2,500
Revenue reserve 1,171 1,181
Total equity shareholders' funds 45,082 25,915
Basic and diluted net asset value per Share:
DSO Ordinary Share - 53.8p
DSO Ordinary A Share - 0.1p
DSO B Share 17.6p 70.2p
DSO C Share 0.1p 0.1p
DSO D Share 75.6p 80.7p
DP67 Share 60.4p n/a
DP2011 General Ordinary Share 75.1p n/a
DP2011 General A Share 5.9p n/a
DP2011 Structured Ordinary Share 77.1p n/a
DP2011 Structured A Share 6.1p n/a
DP2011 Low Carbon 91.6p n/a
BALANCE SHEET (ANALYSED BY SHARE POOL)
as at 31 March 2016
DSO Ordinary Shares
2016 2015
GBP'000 GBP'000
Fixed assets
Investments - 5,568
Current assets
Debtors 31 65
Cash at bank and in hand 76 65
107 130
Creditors: amounts falling due within one year (104) (143)
Net current assets 3 (13)
Net assets 3 5,555
Capital and reserves
Called up DSO Ordinary share capital 10 10
Called up DSO A share capital 16 16
Capital redemption reserve 5 5
Special reserve - 166
Share premium reserve - 2,794
Revaluation reserve (184) (490)
Capital reserve - realised - 2,381
Revenue reserve 156 673
Total equity shareholders' funds 3 5,555
DSO B Shares
2016 2015
GBP'000 GBP'000
Fixed assets
Investments 3,034 13,663
Current assets
Debtors 20 280
Cash at bank and in hand 634 392
654 672
Creditors: amounts falling due within one year (160) (326)
Net current assets 494 346
Net assets 3,528 14,009
Capital and reserves
Called up DSO B share capital 20 20
Called up DSO C share capital 30 30
Capital redemption reserve - -
Special reserve 3,662 13,676
Share premium reserve - -
Revaluation reserve (1,485) (886)
Capital reserve - realised 1,231 740
Revenue reserve 70 429
Total equity shareholders' funds 3,528 14,009
DSO D Shares
2016 2015
GBP'000 GBP'000
Fixed assets
Investments 5,689 6,407
Current assets
Debtors 162 87
Cash at bank and in hand 159 -
321 87
Creditors: amounts falling due within one year (65) (143)
Net current assets 256 (56)
Net assets 5,945 6,351
Capital and reserves
Called up share capital 8 8
Capital redemption reserve - -
Special reserve 6,802 7,053
Share premium reserve - -
Revaluation reserve (338) (168)
Capital reserve - realised (538) (621)
Revenue reserve 11 79
Total equity shareholders' funds 5,945 6,351
DP67 Shares
2016
GBP'000
Fixed assets
Investments 5,828
Current assets
Debtors 198
Cash at bank and in hand 911
1,109
Creditors: amounts falling due within one year (100)
Net current assets 1,009
Net assets 6,837
Capital and reserves
Called up share capital 11
Capital redemption reserve -
Special reserve 5,897
Share premium reserve -
Revaluation reserve 482
Capital reserve - realised 354
Revenue reserve 93
Total equity shareholders' funds 6,837
DP2011 General Shares
2016
GBP'000
Fixed assets
Investments 10,446
Current assets
Debtors 390
Cash at bank and in hand 2,186
2,576
Creditors: amounts falling due within one year (196)
Net current assets 2,380
Net assets 12,826
Capital and reserves
Called up share capital - Ordinary Shares 16
Called up share capital - A Shares 18
Capital redemption reserve -
Special reserve 12,681
Share premium reserve -
Revaluation reserve (657)
Capital reserve - realised 385
Revenue reserve 383
Total equity shareholders' funds 12,826
DP2011 Structured Shares
2016
GBP000
Fixed assets
Investments 7,356
Current assets
Debtors 230
Cash at bank and in hand 1,556
1,786
Creditors: amounts falling due within one year (141)
Net current assets 1,645
Net assets 9,001
Capital and reserves
Called up share capital - Ordinary Shares 11
Called up share capital - A Shares 13
Capital redemption reserve -
Special reserve 8,929
Share premium reserve -
Revaluation reserve (463)
Capital reserve - realised 264
Revenue reserve 247
Total equity shareholders' funds 9,001
DP2011 Low Carbon Shares
2016
GBP000
Fixed assets
Investments 2,998
Current assets
Debtors 46
Cash at bank and in hand 4,011
4,057
Creditors: amounts falling due within one year (113)
Net current assets 3,944
Net assets 6,942
Capital and reserves
Called up share capital 8
Capital redemption reserve -
Special reserve 6,470
Share premium reserve -
Revaluation reserve -
Capital reserve - realised 253
Revenue reserve 211
Total equity shareholders' funds 6,942
STATEMENT OF CHANGES IN EQUITY
for the year ended 31 March 2016
Capital Share Capital
Share redemption Special premium Revaluation reserve Revenue
capital reserve reserve account reserve realised reserve Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
For the year ended 31 March
2016
-- 31 March 2015 84 5 20,895 2,794 (1,544) 2,500 1,181 25,915
Total comprehensive
income - - - - (1,194) 1,686 2,127 2,619
Issue of share
capital on
acquisition 77 - - 35,999 - - - 36,076
Share premium
cancellation - - 38,692 (38,692) - - - -
Transfer between
reserves* - - (15,056) - 93 15,531 (568) -
Transactions with
owners
Dividend paid - - - - - (17,768) (1,569) (19,337)
Purchase of own
shares - - (8) (30) - - - (38)
Share issue costs - - (82) (71) - - - (153)
At 31 March 2016 161 5 44,441 - (2,645) 1,949 1,171 45,082
For the year ended 31 March
2015
At 31 March 2014 84 5 27,090 2,794 543 851 1,087 32,454
Total comprehensive
income - - - - (919) (203) 1,839 717
Transactions with
owners
Dividend paid - - - - - (5,511) (1,745) (7,256)
Transfer between
reserves* - - (6,195) - (1,168) 7,363 - -
At 31 March 2015 84 5 20,895 2,794 (1,544) 2,500 1,181 25,915
* A transfer of GBP93,000 representing previously recognised realised
gains on disposal of investments during the year ended 31 March 2016
(2015: GBP1.2 million losses) has been made from the Revaluation Reserve
to the Capital Reserve realised. A transfer of GBP15.5 million
representing realised gains on disposal of investments, less capital
expenses and capital dividends in the year (2015: GBP6.2 million) has
been made form Capital Reserves - realised to Special reserve. A
transfer of GBP568,000 was made from Capital Reserve realised to Revenue
reserve to reconcile the Ordinary Share pool reserves.
STATEMENT OF CASH FLOWS
for the year ended 31 March 2016
Year ended 31 March 2016
DP2011
DSO Ord DSO B DSO D Gen
Share Share Share DP67 Share Share DP2011 Struc Share DP2011
pool pool pool pool pool pool LC Share pool Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Cash flows from operating activities
Return on ordinary activities before
taxation 620 1,411 51 274 109 38 467 2,970
(Gains)/losses on investments (282) (656) 39 (201) 271 201 (253) (881)
Decrease/(increase) in debtors 35 260 (77) (94) (2) (16) (30) 136
Increase/(decrease) in creditors - (57) (53) 10 31 29 55 (95)
Net cash from operating activities 373 958 (40) (11) 409 252 189 2,130
Corporation tax paid (88) (225) (27) (153) (249) (126) (139) (1,007)
Net cash generated/(utilised) from
operating activities 285 733 (67) (164) 160 126 50 1,123
Cash flows from investing activities
Purchase of investments (383) (806) (552) (2,625) (38) - - (4,404)
Proceeds from disposal of
investments 6,233 12,091 1,231 1,587 2,401 1,628 4,133 29,304
Cash acquired in merger - - - 2,362 101 81 37 2,581
Net cash inflow from investing
activities 5,850 11,285 679 1,324 2,464 1,709 4,170 27,481
Net cash inflow before financing 6,135 12,018 612 1,160 2,624 1,835 4,220 28,604
Cash flows from financing
Equity dividends paid (6,124) (11,746) (393) (226) (392) (267) (189) (19,337)
Share issue costs - (30) (52) (23) (16) (12) (20) (153)
Purchase of own shares - - (8) - (30) - - (38)
Net cash outflow from financing (6,124) (11,776) (453) (249) (438) (279) (209) (19,528)
Net increase in cash 11 242 159 911 2,186 1,556 4,011 9,076
Cash and cash equivalents at the
start of the year 65 392 - - - - - 457
Cash and cash equivalents at end of
year 76 634 159 911 2,186 1,556 4,011 9,533
Cash and cash equivalents comprise
Cash at bank and in hand 76 634 159 911 2,186 1,556 4,011 9,533
Total cash and cash equivalents 76 634 159 911 2,186 1,556 4,011 9,533
STATEMENT OF CASH FLOWS
for the year ended 31 March 2015
Year ended 31 March 2015
DP2011
DSO Ord DSO B DSO D Gen
Share Share Share DP67 Share Share DP2011 Struc Share DP2011
pool pool pool pool pool pool LC Share pool Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Cash flows from operating activities
Return on ordinary activities before
taxation 492 249 232 - - - - 973
Losses/(gains) on investments 529 487 (135) - - - - 881
Decrease/(increase) in debtors 71 (156) (44) - - - - (129)
(Decrease)/increase in creditors (17) (28) 40 - - - - (5)
Net cash from
operating
activities 1,075 552 93 - - - - 1,720
Corporation tax paid (90) (127) (5) - - - - (222)
New cash generated
from operating
activities 985 425 88 - - - - 1,498
Cash flow from investing activities
Purchase of
investments (4) (2,410) (1,844) - - - - (4,258)
Proceeds from
disposal of
investments 2,214 2,782 963 - - - - 5,959
Movements in deposit
held for purchase of
investments - - 294 - - - - 294
Net cash inflow/(outflow) from
investing activities 2,210 372 (587) - - - - 1,995
Net cash outflow
before financing (1,180) (1,691) (892) - - - - (3,763)
Cash flows from
financing
Equity dividends paid (4,375) (2,488) (393) - - - - (7,256)
Net cash outflow from financing (4,375) (2,488) (393) - - - - (7,256)
Net decrease in cash (1,180) (1,691) (892) - - - - (3,763)
Cash and cash
equivalents at the
start of the year 1,245 2,083 892 - - - - 4,220
Cash and cash
equivalents at end
of year 65 392 - - - - - 457
Cash and cash equivalents comprise
Cash at bank and in
hand 65 392 - - - - - 457
Total cash and cash equivalents 65 392 - - - - - 457
NOTES TO THE ACCOUNTS
for the year ended 31 March 2016
1. Accounting policies
Basis of accounting
The Company has prepared its financial statements in accordance with the
Financial Reporting Standard 102 ("FRS 102") and in accordance with the
Statement of Recommended Practice "Financial Statements of Investment
Trust Companies and Venture Capital Trusts" revised November 2014
("SORP").
The Company implements new Financial Reporting Standards ("FRS") issued
by the Financial Reporting Council when required.
The financial statements are presented in pounds sterling and rounded to
thousands. The Company's functional and presentation currency is pounds
sterling.
Presentation of Income Statement
In order to better reflect the activities of a Venture Capital Trust,
and in accordance with the SORP, supplementary information which
analyses the Income Statement between items of a revenue and capital
nature has been presented alongside the Income Statement. The revenue
return is the measure the Directors believe appropriate in assessing the
Company's compliance with certain requirements set out in Part 6 of the
Income Tax Act 2007.
Judgements in applying accounting policies and key sources of estimation
uncertainty
Investments
All investments are designated as "fair value through profit or loss"
assets due to investments being managed and performance evaluated on a
fair value basis. A financial asset is designated within this category
if it is both acquired and managed on a fair value basis, with a view to
selling after a period of time, in accordance with the Company's
documented investment policy.
It is possible to determine the fair values within a reasonable range of
estimates. The fair value of an investment upon acquisition is deemed
to be cost. Thereafter investments are measured at fair value in
accordance with FRS 102 sections 11 and 12, together with the
International Private Equity and Venture Capital Valuation Guidelines
("IPEV").
Structured Product investments are measured using bid prices in
accordance with the IPEV.
For unquoted investments, fair value is established by using the IPEV
guidelines. The valuation methodologies for unquoted entities used by
the IPEV to ascertain the fair value of an investment are as follows:
*Price of recent investment;
*Multiples;
*Net assets;
*Discounted cash flows or earnings (of underlying business);
*Discounted cash flows (from the investment); and
*Industry valuation benchmarks.
The methodology applied takes account of the nature, facts and
circumstances of the individual investment and uses reasonable data,
market inputs, assumptions and estimates in order to ascertain fair
value.
Gains and losses arising from changes in fair value are included in the
Income Statement for the year as a capital item and transaction costs on
acquisition or disposal of the investment are expensed. Where an
investee company has gone into receivership or liquidation, or
administration (where there is little likelihood of recovery), the loss
on the investment, although not physically disposed of, is treated as
being realised.
It is not the Company's policy to exercise significant influence or
joint control over investee companies. Therefore, the results of these
companies are not incorporated into the Income Statement except to the
extent of any income accrued. This is in accordance with FRS 102
sections 14 and 15 and the SORP that does not require portfolio
investments to be accounted for using the equity method of accounting.
Income
Dividend income from investments is recognised when the Shareholders'
rights to receive payment has been established, normally the ex-dividend
date.
Interest income is accrued on a time apportionment basis, by reference
to the principal sum outstanding and at the effective rate applicable
and only where there is reasonable certainty of collection in the
foreseeable future.
Expenses
All expenses are accounted for on an accruals basis. In respect of the
analysis between revenue and capital items presented within the Income
Statement, all expenses have been presented as revenue items except as
follows:
*Expenses which are incidental to the disposal of an investment are
deducted from the disposal proceeds of the investment.
*Expenses are split and presented partly as capital items where a
connection with the maintenance or enhancement of the value of the
investments held can be demonstrated. The Company has adopted a policy
of charging 50% of the investment management fees to the revenue account
and 50% to the capital account to reflect the Board's estimated split of
investment returns which will be achieved by the company over the long
term.
Expenses and liabilities not specific to a share class are generally
allocated pro rata to the net assets.
Taxation
The tax effects on different items in the Income Statement are allocated
between capital and revenue on the same basis as the particular item to
which they relate, using the Company's effective rate of tax for the
accounting period.
Due to the Company's status as a Venture Capital Trust, and the
continued intention to meet the conditions required to comply with Part
6 of the Income Tax Act 2007, no provision for taxation is required in
respect of any realised or unrealised appreciation of the Company's
investments which arises.
Deferred taxation, which is not discounted, is provided in full on
timing differences that result in an obligation at the balance sheet
date to pay more tax, or a right to pay less tax, at a future date, at
rates expected to apply when they crystallise based on current tax rates
and law. Timing differences arise from the inclusion of items of income
and expenditure in taxation computations in periods different from those
in which they are included in the accounts.
Other debtors and other creditors
Other debtors (including accrued income and loan notes other than those
held as part of the investment portfolio and other creditors are
included within the accounts at amortised cost.
Issue costs
Issue costs in relation to the shares issued for each share class have
been deducted from the share premium account for the relevant share
class.
Acquisitions
Acquisitions made during the year are accounted for using the
acquisition method. The purchase consideration is measured at the fair
value of equity issued compared to the fair value of the assets and
liabilities acquired.
2. Basic and diluted return per share
Weighted average number Revenue Capital
of shares in issue Return gain/(loss)
Return per share is
calculated on the
following: GBP'000 GBP'000
Year ended 31 DSO Ordinary
March 2016 Shares 10,228,157 328 243
DSO A Shares 15,506,488 - -
DSO B Shares 19,911,070 736 559
DSO C Shares 29,926,070 - -
DSO D Shares 7,814,325 129 (81)
DP67 Shares 11,320,258 93 166
DP2011 General Shares 15,663,577 383 (351)
DP2011 General A Shares 18,438,125 - -
DP2011 Structured Shares 10,678,725 247 (257)
DP2011 Structured A Shares 12,572,817 - -
DP2011 Low Carbon Shares 7,575,419 211 213
Year ended 31 DSO Ordinary
March 2015 Shares 10,288,157 1,032 (601)
DSO A Shares 15,506,488 - -
DSO B Shares 19,911,070 687 (605)
DSO C Shares 29,926,070 - -
DSO D Shares 7,877,527 120 84
As the Company has not issued any convertible securities or share
options, there is no dilutive effect on return per DSO Ordinary Share,
DSO A Share, DSO B Share, DSO C Share, DSO D Share, DP67 Share, DP2011
General Share, DP2011 General A Share, DP2011 Structured Ordinary Share,
DP2011 Structured A Share or DP2011 Low Carbon Share. The return per
share disclosed therefore represents both the basic and diluted return
per Share for all classes of share.
3. Basic and diluted net asset value per share
2016 2015
Net asset value Net asset value
Pence per Pence per
Shares in issue share GBP'000 share GBP'000
2016 2015
DSO
Ordinary
Shares 10,288,157 10,288,157 - 3 53.8 5,545
DSO A
Shares 15,506,488 15,506,488 - - 0.1 10
DSO B
Shares 19,911,070 19,911,070 17.6 3,508 70.2 13,989
DSO C
Shares 29,926,070 29,926,070 0.1 20 0.1 20
DSO D
Shares 7,867,247 7,877,527 75.6 5,945 80.7 6,351
DP67 Shares 11,320,258 - 60.4 6,837 - -
DP2011
General
Ordinary
Shares 15,644,066 - 76.1 11,900 - -
DP2011
General A
Shares 18,418,614 - 5.9 926 - -
DP2011
Structured
Ordinary
Shares 10,678,725 - 78.2 8,349 - -
DP2011
Structured
A Shares 12,572,817 - 6.1 652 - -
DP2011 Low
Carbon
Shares 7,575,419 - 91.6 6,942 - -
Net assets per Balance Sheet 45,082 25,915
The Directors allocate the assets and liabilities of the Company between
the DSO Ordinary Shares, DSO A Shares, DSO B Shares, DSO C Shares, DSO D
Shares, DP67 Shares, DP2011 General Ordinary Shares, DP2011 General A
Shares, DP2011 Structured Shares, DP2011 Structured A Shares and DP2011
Low Carbon Shares such that each share class has sufficient net assets to represent its dividend and return of capital rights. As the Company has not issued any convertible shares or share options, there is no dilutive net asset value per DSO Ordinary Share, per DSO A Share, per DSO B Share, per DSO C Share, per DSO D Share, per DP67 Share, per DP2011 General Ordinary Share, per DP2011 General A Share, per DP2011 Structured Share, per DP2011 Structured A Share or per DP2011 Low Carbon Share. The net asset value per share disclosed therefore represents both the basic and diluted net asset value per DSO Ordinary Share, per DSO A Share, per DSO B Share, per DSO C Share, per DSO D Share, per DP67 Share, per DP2011 General Ordinary Share, per DP2011 General A Share, per DP2011 Structured Share, per DP2011 Structured A Share and per DP2011 Low Carbon Share. 4. Principal risks The Company's investment activities expose the Company to a number of risks associated with financial instruments and the sectors in which the Company invests. The principal financial risks arising from the Company's operations are: *Market risks; *Credit risk; and *Liquidity risk. The Board regularly reviews these risks and the policies in place for managing them. There have been no significant changes to the nature of the risks that the Company is exposed to over the year and there have also been no significant changes to the policies for managing those risks during the year. The risk management policies used by the Company in respect of the principal financial risks and a review of the financial instruments held at the year end are provided below: Market risks As a VCT, the Company is exposed to investment risks in the form of potential losses and gains that may arise on the investments it holds in accordance with its investment policy. The management of these market risks is a fundamental part of investment activities undertaken by the Investment Manager and overseen by the Board. The Manager monitors investments through regular contact with management of investee companies, regular review of management accounts and other financial information and attendance at investee company board meetings. This enables the Manager to manage the investment risk in respect of individual investments. Investment risk is also mitigated by holding a diversified portfolio spread across various business sectors and asset classes. The key market risks to which the Company is exposed are: *Investment price risk; and *Interest rate risk. Investment price risk Investment price risk arises from uncertainty about the future prices and valuations of financial instruments held in accordance with the Company's investment objectives. It represents the potential loss that the Company might suffer through market price movements in respect of Structured Products and also changes in the fair value of unquoted investments that it holds. ANNOUNCEMENT BASED ON AUDITED ACCOUNTS The financial information set out in this announcement does not constitute the Company's statutory financial statements in accordance with section 434 Companies Act 2006 for the year ended 31 March 2016, but has been extracted from the statutory financial statements for the year ended 31 March 2016 which were approved by the Board of Directors on 29 July 2016 and will be delivered to the Registrar of Companies. The Independent Auditor's Report on those financial statements was unqualified and did not contain any emphasis of matter nor statements under s 498(2) and (3) of the Companies Act 2006. The statutory accounts for the year ended 31 March 2015 have been delivered to the Registrar of Companies and received an Independent Auditors report which was unqualified and did not contain any emphasis of matter nor statements under s 498(2) and (3) of the Companies Act 2006. 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: Downing FOUR VCT plc via Globenewswire HUG#2032043
(END) Dow Jones Newswires
July 29, 2016 11:25 ET (15:25 GMT)
Copyright (c) 2016 Dow Jones & Company, Inc.
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