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| Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
|---|---|---|---|---|---|
| Octopus Apollo Vct Plc | LSE:OAP3 | London | Ordinary Share | GB00B17B3479 | 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% | 47.10 | 45.60 | 48.60 | 0.00 | 01:00:00 |
| Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
|---|---|---|---|---|---|
| Investors, Nec | 51.92M | 34.54M | 0.0462 | 10.19 | 352.35M |
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Octopus Apollo VCT Plc
Correction - Half-Yearly Results
20 October 2016
Correction of RNS published at 14:10 on 07 October 2016 - The Chairman's
Statement in the Half-Yearly Results incorrectly stated that the NAV per
share had increased by 1.2%. This should have reported an increase of
0.85%.
07 October 2016
Octopus Apollo VCT plc, managed by Octopus Investments Limited, today
announces the half-yearly results for the six months ended 31 July 2016.
These results were approved by the Board of Directors on 5 October 2016.
You may, in due course, view the Half-Yearly report in full at
www.octopusinvestments.com. All other statutory information can also be
found there.
Financial Headlines
Ordinary D Ordinary
Shares Shares
Net Asset Value (NAV) at 31 July 2016 83.0p 92.3p
Cumulative dividends paid since launch 32.5p 5.0p*
NAV plus cumulative dividends paid 115.5p 97.3p
Interim dividend declared for the half-year to 31 2.5p -
July 2016
Special dividend declared 16.5p -
* Cumulative dividends paid since launch include dividends paid by
Octopus VCT 2 plc prior to the merger with the Company on 27 January
2016.
The interim dividend will be paid on 2 December 2016 to all Apollo
Ordinary Shareholders on the register on 11 November 2016, including D
Ordinary Shareholders who elected to convert their D Ordinary Shares to
Apollo Ordinary Shares. Both dividends referred to above will be
eligible for the Dividend Reinvestment Scheme (DRIS).
Financial Summary
Six
months Year to
to 31 31
Six months to July January
Ordinary Shares 31 July 2016 2015 2016
Net assets (GBP'000s) 134,526 134,238* 109,854
Return on ordinary activities after tax (GBP'000s) 1,583 1,494* 2,828
Net asset value per share ("NAV") (p) 83.0 83.6 82.3
Cumulative dividends paid since launch (p per share) 32.5 30.0 32.5
Total return (p per share) 115.5 113.6 114.8
Ordinary dividends declared in respect of period (p
per share) 2.5 2.5 5.0
Special dividend declared (p per share) 16.5 - -
*Includes C Ordinary Shares, which converted to Ordinary Shares on 21
August 2015
The interim dividend of 2.5p will be paid on 2 December 2016 to all
Ordinary Shareholders on the register on 11 November 2016. Both
dividends referred to above will be eligible for the Dividend
Reinvestment Scheme (DRIS).
Six months to Period to
D Ordinary Shares 31 July 2016 31 January 2016
Net assets (GBP'000s) 17,613 17,887
Return on ordinary activities after tax
(GBP'000s) (274) 3
Net asset value per share ("NAV") (p) 92.3 93.7
Cumulative dividends paid since launch* (p
per share)* 5.0 5.0
Total return (p per share) 97.3 98.7
* Cumulative dividends paid since launch include dividends paid by
Octopus VCT 2 plc prior to the merger with the Company on 27 January
2016.
Chairman's Statement
I am pleased to present the half-yearly report of Octopus Apollo VCT for
the six months ended 31 July 2016.
Performance
Over the last six months the Net Asset Value of the Ordinary Shares has
increased 0.85% to 83.0p per share, compared to 82.3p per share at 31
January 2016. This positive performance is attributable to a number of
successful exits which will be discussed later in this statement, as
well as increased interest received on loans held.
The Net Asset Value of the D Ordinary Shares has decreased by 1.5%, due
to a further downward valuation in our anaerobic digestion investments
Winnipeg and Tanganyika, as well as a decrease in the valuation of
Superior Heat.
Fundraising
The Company launched an Offer for Subscription to raise up to GBP30
million, with an overallotment facility of a further GBP10 million, in
November 2015. We are pleased to announce that this offer closed to new
applications, fully subscribed nearly two months earlier than planned,
on 9 September 2016. In order to continue to make new investments and
optimise future cash flows, your Board is recommending launching a new
Offer for Subscription to raise up to GBP20 million in November.
Conversion of D Ordinary Shares and D Ordinary Share Dividend
In August 2016 the Company completed the final stage of the merger with
Octopus VCT 2 plc ("OVCT 2") by paying a dividend of 92.3p per share to
those D Ordinary shareholders who elected to exit, and converting the
remaining D Ordinary shares into Ordinary shares. Shareholders who
elected to convert their D Ordinary shares to Ordinary shares did so at
a conversion ratio of 1.11205, based on NAVs of 83.0p and 92.3p for the
Ordinary and D Ordinary shares, respectively, resulting in the issue of
3,850,093 Ordinary shares. Holders of 15,620,519 D Ordinary shares
elected to exit, resulting in a dividend payment of GBP14.4 million. On
completion of these transactions, the net assets of the enlarged VCT
were approximately GBP138 million.
Investment Portfolio
The first stage of the merger with OVCT 2 on 27 January 2016 resulted in
the Company acquiring its GBP17.3 million investment portfolio which had
been invested under a similar mandate to Apollo's.
During the six months to 31 July 2016, the Ordinary shares made the
following disposals:
Gain/(Loss) on
Initial Cost (GBP) Sale Proceeds (GBP) Sale (GBP)
3AM Music 2,000,000 1,742,000 (258,000)
5AM Music 850,000 622,000 (228,000)
Callstream Group 472,000 947,000 475,000
Project Tristar 798,000 2,191,000 1,393,000
SCM World 5,000,000 5,425,000 425,000
10,927,000 1,807,000
SCM World was acquired by Gartner Inc, a US quoted company with
strategic overlap in the supply chain advisory sector. The majority
shareholders of the business took the decision to sell, based on the
valuation offered. The overall annualised return to Apollo, including
loan interest and dividends was 18%. The other disposals related to
investments that had been in the portfolio for several years. In the
case of Tristar and Callstream, the annualised returns including
proceeds received over the lifetime of the investment were 17% and 19%
respectively.
In the same period, the Company has invested GBP9 million into eight
companies seeking to develop solar farms in Sardinia. The project plans
are being reviewed in detail at present with a view to commencing the
building work in the final quarter of 2016. This follows the successful
track record Apollo has had with UK solar investments.
More recently, Apollo completed its investment into Spectra during July.
Spectra is a manufacturer and distributor of medical equipment for
elderly or obese patients being cared for in their homes.
Another investment also completed in July was into ISG, a specialist
service provider to large organisations such as supermarkets, which
installs and maintains Wi-Fi and related connectivity systems.
Since the period end, CSL Dualcom has been acquired by a private equity
consortium. Apollo had invested GBP10.8 million over three funding
rounds and this was the second largest holding in the fund. The
annualised return from equity and loans over the life of the investment
was 12%.
Investment Strategy and Proposed Merger with Octopus Eclipse VCT plc
Historically, the structure of investments has typically been weighted
more heavily towards loan based instruments than equity. This has been
providing fixed returns, with payments generally ranked above most other
creditors, allowing for future visibility and security. This strategy
has enabled Apollo to reduce the downward risk that is an intrinsic
element of an equity investment. However the minority equity stake also
enables some level of participation in any upside performance.
As set out in the prospectus, the aim of the Company is to make
investments to achieve an appropriate balance of income and capital
growth, having regard for VCT legislation. To date the Investment
Manager has been successful in achieving this aim, as evidenced by the
positive return on ordinary activities. In view of the changes to VCT
investment rules in 2015, the Board has been reviewing the investment
strategy to ensure the Company continues to comply with the regulations.
In light of the smaller potential universe of VCT qualifying companies
going forward, this is expected to result in Apollo converging with the
investment approach adopted by Octopus Eclipse VCT plc, and as such,
your Board is recommending a merger. Full benefits will be laid out to
shareholders in due course, providing them with the opportunity to vote
on the proposal. The Board firmly believes in the merits of a merger for
Apollo shareholders which would notably increase the portfolio of VCT
qualifying companies and provide additional investment opportunities.
Dividend Policy and Special Dividend
It is your Board's policy to maintain a regular dividend flow where
possible in order to take advantage of the tax free distributions a VCT
is able to provide. Hence an interim dividend of 2.5p per Ordinary share
has been declared in respect of the six months ended 31 July 2016.
In addition to this, and in view of the profits generated on the
disposal of a number of portfolio companies, as referred to above, I am
delighted to inform you that your Board has declared a special dividend
of 16.5p per Ordinary Share. Both the interim and special dividend will
be paid on 2 December 2016 to Ordinary shareholders on the register at
11 November 2016.
This follows the 2.5p final dividend that was paid to Ordinary
Shareholders on 26 August 2016 in respect of the year ended 31 January
2016.
VCT Qualifying Status
PricewaterhouseCoopers LLP provides the Board and Investment Manager
with advice concerning ongoing compliance with Her Majesty's Revenue &
Customs ('HMRC') rules and regulations concerning VCTs. The Board has
been advised that the Company is in compliance with the conditions set
by HMRC for maintaining approval as a VCT.
A key requirement is to ensure that at least 70% of the assets of the
fund are in VCT qualifying investments. As at 31 July 2016, 86% of the
portfolio, as measured by HMRC rules, was invested in VCT qualifying
investments.
Principal Risks and Uncertainties
The principal risks and uncertainties are set out in Note 6 of the Notes
to the Half-Yearly Report.
Outlook
Since the Company's launch we have seen significant Government changes
to the subsidy regime for the renewable energy sector and an economy
which has until recently struggled to grow following the global
financial crisis.
Following the referendum on membership of the European Union in June we
have entered another period of economic uncertainty, however against
this backdrop the portfolio has generally continued to perform well. The
recent weakening of the British Pound has not had a significant impact
on the businesses we have backed as they are generally UK based and do
not have large unhedged foreign currency exposures. As such, the
returns to shareholders have shown low volatility year on year, which is
testament to the prudent investment approach adopted by the Investment
Manager. The impact of the changes in VCT investment rules which came
into force within the last year has been to reduce the size of the
available market for investment opportunities by preventing new
investments in management buy-outs and the energy sector. Your Board
and Investment Manager continue to monitor such regulatory developments
and their impact on the investment strategy. We believe we can continue
to find suitable VCT qualifying investments and are therefore pleased to
be recommending a new GBP20 million fundraise and a merger with Octopus
Eclipse VCT.
Murray Steele
Chairman
5 October 2016
Investment Portfolio
Investments Held - Consolidated
% equity
Movement held by
Investment in fair Fair all
cost as at value to value as Movement % equity funds
31 July 31 July at 31 in fair held by managed
2016 2016 July 2016 value in Apollo by
Investments Sector (GBP'000) (GBP'000) (GBP'000) period VCT Octopus
Clifford
Thames Automotive
Group Software &
Limited data 13,318 2,260 15,578 208 13.0 13.0
CSL DualCom
Holdings Security
Limited devices 10,806 523 11,329 116 3.2 3.2
Vista Retail
Support Retail support
Limited services 6,758 2,378 9,136 551 12.0 12.0
Healthcare
Services
and
Technology
Limited Healthcare 7,186 759 7,945 (105) 10.0 10.0
Anglo
European
Group
Limited Manufacturing 5,000 - 5,000 - 26.7 26.7
Byena Investment
Limited Company 5,000 - 5,000 - 99.9 99.9
Coupra Information
Limited Technology 5,000 - 5,000 - 9.8 9.8
Emercor Investment
Limited Company 5,000 - 5,000 - 99.9 99.9
Finnavor Investment
Limited Company 5,000 - 5,000 - 99.9 99.9
Galvara Investment
Limited Company 5,000 - 5,000 - 99.9 99.9
Other* Various 44,374 (2,927) 41,447 (403)
Total fixed asset investments 112,442 2,993 115,435 367
Cash at bank 35,632
Debtors less
creditors 1,072
Total net
assets 152,139
*Comprises 25 other investments: Acquire Your Business Ltd, Angelico
Solar Limited, Aquaso Limited, Atlantic Screen International Limited,
Bramante Solar Limited, British Country Inns plc, Canaletto Solar
Limited, Countrywide Healthcare Services Limited, Dyscova Limited, EKF
Diagnostics plc, Havara Limited, Kabardin Limited, Leonardo Solar
Limited, Modigliano Solar Limited, Pirlo Solar Limited, PTB Films,
Quickfire, Quickfire2, Red Poll Power Limited, Superior Heat Limited,
Tanganyika Heat Limited, Tintoretto Solar Limited, Tiziano Solar Limited,
Valloire Power Limited, and Winnipeg Heat (Caspian).
Investments Held - Ordinary Shares
Movement
Investment in fair
cost as at value to Fair value
31 July 31 July as at 31 Movement in
2016 2016 July 2016 fair value
Investments Sector (GBP'000) (GBP'000) (GBP'000) in period
Clifford
Thames Automotive
Group Software &
Limited data 13,318 2,260 15,578 208
CSL DualCom
Holdings Security
Limited devices 10,806 523 11,329 116
Vista Retail
Support Retail support
Limited services 6,758 2,378 9,136 551
Healthcare
Services
and
Technology
Limited Healthcare 7,186 759 7,945 (105)
Anglo
European
Group
Limited Manufacturing 5,000 - 5,000 -
Galvara Investment
Limited Company 5,000 - 5,000 -
Countrywide
Healthcare
Services
Limited Healthcare 2,675 547 3,222 173
Aquaso Oil & Gas
Limited Services 3,500 (500) 3,000 -
Byena Investment
Limited Company 2,500 - 2,500 -
Coupra Information
Limited Technology 2,500 - 2,500 -
Other* 36,434 (2,597) 33,837 (198)
Total fixed asset
investments 95,677 3,370 99,047 745
Cash at bank 35,632
Debtors less creditors (153)
Total net assets 134,526
*Comprises 25 other investments
Investments Held - D Ordinary Shares
Movement
Investment in fair
cost as at value to Fair value
31 July 31 July as at 31 Movement in
2016 2016 July 2016 fair value
Investments Sector (GBP'000) (GBP'000) (GBP'000) in period
Investment
Byena Limited Company 2,500 - 2,500 -
Information
Coupra Limited Technology 2,500 - 2,500 -
Investment
Emercor Limited Company 2,500 - 2,500 -
Finnavor Investment
Limited Company 2,500 - 2,500 -
Investment
Haravar Limited Company 2,500 - 2,500 -
Winnipeg Heat
Limited Anaerobic
(Caspian) Digestion 1,351 (80) 1,271 (80)
Tanganyika Heat Anaerobic
Limited Digestion 1,172 (225) 947 (225)
Ground
Superior Heat Source
Limited Heat 961 (66) 895 (67)
Acquire Your Business
Business Ltd Services 561 (6) 555 (6)
Atlantic Screen
International Media 220 - 220 -
Total fixed asset investments 16,765 (377) 16,388 (378)
Cash at bank -
Debtors less creditors 1,225
Total net assets 17,613
Responsibility Statement of the Directors in respect of the Half-Yearly
Report
We confirm that to the best of our knowledge:
-- the half-yearly financial statements have been prepared in accordance
with the statement "Interim Financial Reporting" issued by the Financial
Reporting Council;
-- the half-yearly report includes a fair review of the information required
by the Financial Conduct Authority's Disclosure and Transparency Rules,
being:
-- an indication of the important events that have occurred during the first
six months of the financial year and their impact on the condensed set of
financial statements;
-- a description of the principal risks and uncertainties for the remaining
six months of the year; and
-- a description of related party transactions that have taken place in the
first six months of the current financial year, that may have materially
affected the financial position or performance of the Company during that
period and any changes in the related party transactions described in the
last annual report that could do so.
On behalf of the Board
Murray Steele
Chairman
5 October 2016
Income Statement - Consolidated
Six months to 31 July Six months to 31 July
2016 2015 Year to 31 January 2016
Revenue Capital Total Revenue Capital Total Revenue Capital Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Realised
gain on
disposal of
fixed asset
investments - 987 987 - 478 478 - 1,112 1,112
Fixed asset
investment
holding
gains - 367 367 - 899 899 - 1,776 1,776
Investment
income 2,188 - 2,188 2,244 - 2,244 4,524 - 4,524
Investment
management
fees (308) (1,097) (1,405) (355) (1,065) (1,420) (595) (2,182) (2,777)
Other
expenses (758) - (758) (666) - (666) (1,625) - (1,625)
Return on
ordinary
activities
before tax 1,122 257 1,379 1,223 312 1,535 2,304 706 3,010
Taxation on
return on
ordinary
activities (70) - (70) (41) - (41) (615) 436 (179)
Return on
ordinary
activities
after tax 1,052 257 1,309 1,182 312 1,494 1,689 1,142 2,831
Earnings per 0.6p 0.2p 0.8p 0.8p 0.2p 1.0p 1.2p 0.8p 2.0p
share -
basic and
diluted
-- The 'Total' column of this statement is the profit and loss account of
the Company; the supplementary revenue return and capital return columns
have been prepared under guidance published by the Association of
Investment Companies.
-- All revenue and capital items in the above statement derive from
continuing operations.
-- The Company has only one class of business and derives its income from
investments made in shares and securities and from bank and money market
funds.
-- The Company has no recognised gains or losses other than those disclosed
in the income statement.
-- The accompanying notes are an integral part of the half-yearly report.
Income Statement - Ordinary Shares
Six months to 31 July Six months to 31 July
2016 2015* Year to January 2016
Revenue Capital Total Revenue Capital Total Revenue Capital Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Realised
gain on
disposal of
fixed asset
investments - 921 921 - 478 478 - 1,112 1,112
Fixed asset
investment
holding
gains - 745 745 - 899 899 - 1,776 1,776
Investment
income 2,058 - 2,058 2,244 - 2,244 4,524 - 4,524
Investment
management
fees (308) (1,097) (1,405) (355) (1,065) (1,420) (595) (2,182) (2,777)
Other
expenses (666) - (666) (666) - (666) (1,628) - (1,628)
Return on
ordinary
activities
before tax 1,084 569 1,653 1,223 312 1,535 2,301 706 3,007
Taxation on
return on
ordinary
activities (70) - (70) (41) - (41) (615) 436 (179)
Return on
ordinary
activities
after tax 1,014 569 1,583 1,182 312 1,494 1,686 1,142 2,828
Earnings per 0.7p 0.4p 1.1p 0.8p 0.2p 1.0p 1.2p 0.8p 2.0p
share -
basic and
diluted
*Comparative figures as at 31 July 2015 include the C Ordinary Shares,
which converted to Ordinary Shares on 21 August 2015
-- The 'Total' column of this statement is the profit and loss account of
the Ordinary Share portfolio; the supplementary revenue return and
capital return columns have been prepared under guidance published by the
Association of Investment Companies.
-- All revenue and capital items in the above statement derive from
continuing operations.
-- The Ordinary Share portfolio has only one class of business and derives
its income from investments made in shares and securities and from bank
and money market funds.
-- The Ordinary Share portfolio has no recognised gains or losses other than
those disclosed in the income statement.
-- The accompanying notes are an integral part of the half-yearly report.
Income Statement - D Ordinary Shares
Six months to 31 July 2016 Year to 31 January 2016
Revenue Capital Total Revenue Capital Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Realised gain on
disposal of
fixed asset
investments - 66 66 - - -
Fixed asset
investment
holdinglosses - (378) (378) - - -
Investment income 130 - 130 - - -
Investment
management fees - - - - - -
Other expenses (92) - (92) 3 - 3
Return on
ordinary
activities
before tax 38 (312) (274) 3 - 3
Taxation on
return on
ordinary
activities - - - - - -
Return on
ordinary
activities after
tax 38 (312) (274) 3 - 3
Earnings per
share - basic
and diluted 0.2p (1.6)p (1.4)p 0.0p 0.0p 0.0p
-- The 'Total' column of this statement is the profit and loss account of
the D Ordinary share portfolio; the supplementary revenue return and
capital return columns have been prepared under guidance published by the
Association of Investment Companies.
-- All revenue and capital items in the above statement derive from
continuing operations.
-- The D Ordinary share portfolio has only one class of business and derives
its income from investments made in shares and securities and from bank
and money market funds.
-- The D Ordinary share portfolio has no recognised gains or losses other
than those disclosed in the income statement.
-- The accompanying notes are an integral part of the half-yearly report.
Statement of Changes in Equity - Consolidated
Special Capital
Share Share distributable Capital Redemption reserve Capital reserve Revenue
Capital Premium reserves Reserve realised unrealised reserve Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Six months
ended 31 July
2016
As at 1
February
2016 13,896 48,893 60,748 2,557 (1,866) 3,510 3 127,741
Management fee
allocated as
capital
expenditure - - - - (1,097) - - (1,097)
Current year
gains on
disposal - - - - 987 - - 987
Current period
gain on fair
value of
investments - - - - - 367 - 368
Prior years'
holding
gains/losses
now realised - - - - 889 (889) - -
Profit on
ordinary
activities
after tax - - - - - - 1,052 1,052
Total other
comprehensive
income for the
year - - - - - - - -
Contributions
by and
distributions
to owners
Repurchase and
cancellation
of own
shares (115) - (901) 115 - - - (901)
Cancellation
of Share
Premium - (68,481) 68,481 - - - - -
Issue of
shares 2,964 21,026 - - - - - 23,990
Dividends paid - - - - - - - -
As at 31 July
2016 16,745 1,438 128,328 2,672 (1,087) 2,988 1,055 152,139
Six months
ended 31 July
2015
As at 1
February
2015 8,636 54,306 53,989 2,101 (2,019) 2,521 286 119,820
Management fee
allocated as
capital
expenditure - - - - (1,065) - - (1,065)
Current year
(loss)/gains
on disposal - - - - 478 - - 478
Current period
losses on
fair value of
investments - - - - - 899 - 899
Prior years'
holding
gains/losses
now realised - - - - 93 (93) - -
Profit on
ordinary
activities
after tax - - - - - - 925 925
Total other
comprehensive
income for the
year - - - - - - - -
Contributions
by and
distributions
to owners:
Repurchase and
cancellation
of own
shares (63) - (501) 63 - - - (501)
Issue of
shares 1,928 14,251 - - - - - 16,179
Cash received
for shares to
be issued - - - - - - - -
Dividends paid - - (2,497) - - - - (2,497)
As at 31 July
2015 10,501 68,557 50,991 2,164 (2,513) 3,327 1,211 134,238
Year ended 31
January 2016
As at 1
February
2015 8,636 54,306 53,989 2,101 (2,019) 2,521 286 119,820
Management fee
allocated as
capital
expenditure - - - - (2,182) - - (2,182)
Current year
gains on
disposal - - - - 1,112 - - 1,112
Current period
gain on fair
value of
investments - - - - - 1,776 - 1,776
Prior years'
holding
gains/losses
now realised - - - - 787 (787) - -
Capital
expenses tax
against tax
charge - - - - 436 - - 436
Profit on
ordinary
activities
after tax - - - - - - 1,689 1,689
Total other
comprehensive
income for the
year - - - - - - - -
Contributions
by and
distributions
to owners
Repurchase and
cancellation
of own
shares (456) - (3,597) 456 - - - (3,597)
Cancellation
of Share
Premium - (50,414) 50,414 - - - - -
Issue of
shares 3,902 44,652 - - - - - 48,554
Issue of new
shares on C
ordinary
share
conversion 1,814 349 (2,163) - - - - -
Dividend paid
- C ordinary
share
conversion - - (34,249) - - - - (34,249)
Dividends paid - - (3,646) - - - (1,972) (5,618)
As at 31
January 2016 13,896 48,893 60,748 2,557 (1,866) 3,510 3 127,741
Statement of Changes in Equity - Ordinary Shares
Special Capital Capital Capital
Share Share distributable Redemption reserve reserve Revenue
Capital Premium reserves Reserve realised unrealised reserve Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Six months to
31 July 2016
As at 1
February
2016 13,705 31,200 60,748 2,557 (1,866) 3,510 - 109,854
Management fee
allocated as
capital
expenditure - - - - (1,097) - - (1,097)
Current year
gains on
disposal - - - - 921 - - 921
Current period
gain on fair
value of
investments - - - - - 745 - 746
Prior years'
holding
gains/losses
now realised - - - - 889 (889) - -
Profit on
ordinary
activities
after tax - - - - - - 1,014 1,014
Total other
comprehensive
income for the
year - - - - - - - -
Contributions
by and
distributions
to owners
Repurchase and
cancellation
of own
shares (115) - (901) 115 - - - (901)
Cancellation
of Share
Premium - (50,788) 50,788 - - - - -
Issue of
shares 2,964 21,026 - - - - - 23,990
Dividends paid - - - - - - - -
Balance as at
31 July 2016 16,554 1,438 110,635 2,672 (1,153) 3,366 1,014 134,526
Six months to
31 July 2015
As at 1
February
2015 8,636 54,306 53,989 2,101 (2,019) 2,521 286 119,820
Management fee
allocated as
capital
expenditure - - - - (1,065) - - (1,065)
Current year
(loss)/gains
on disposal - - - - 478 - - 478
Current period
losses on
fair value of
investments - - - - - 899 - 899
Prior years'
holding
gains/losses
now realised - - - - 93 (93) - -
Profit on
ordinary
activities
after tax - - - - - - 925 925
Total other
comprehensive
income for the
year - - - - - - - -
Contributions
by and
distributions
to owners:
Repurchase and
cancellation
of own
shares (63) - (501) 63 - - - (501)
Issue of
shares 1,928 14,251 - - - - - 16,179
Cash received
for shares to
be issued - - - - - - - -
Dividends paid - - (2,497) - - - - (2,497)
Balance as at
31 July
2015* 10,501 68,557 50,991 2,164 (2,513) 3,327 1,211 134,238
Year to 31
January 2016
As at 1
February
2015 8,636 54,306 53,989 2,101 (2,019) 2,521 286 119,820
Management fee
allocated as
capital
expenditure - - - - (2,182) - - (2,182)
Current year
gains on
disposal - - - - 1,112 - - 1,112
Current period
gain on fair
value of
investments - - - - - 1,776 - 1,776
Prior years'
holding
gains/losses
now realised - - - - 787 (787) - -
Capital
expenses tax
against tax
charge - - - - 436 - - 436
Profit on
ordinary
activities
after tax - - - - - - 1,686 1,686
Total other
comprehensive
income for the
year - - - - - - - -
Contributions
by and
distributions
to owners
Repurchase and
cancellation
of own
shares (456) - (3,597) 456 - - - (3,597)
Cancellation
of Share
Premium - (50,414) 50,414 - - - - -
Issue of
shares 3,711 26,959 - - - - - 30,670
Issue of new
shares on C
ordinary
share
conversion 1,814 349 (2,163) - - - - -
Dividend paid
- C ordinary
share
conversion - - (34,249) - - - - (34,249)
Dividends paid - - (3,646) - - - (1,972) (5,618)
Balance as at
31 January
2016 13,705 31,200 60,748 2,557 (1,866) 3,510 - 109,854
*Figures to 31 July 2015 include the C Ordinary Shares, which converted
to Ordinary Shares on 21 August 2015
Statement of Changes in Equity - D Ordinary Shares
Special Capital Capital Capital
Share Share distributable Redemption reserve reserve Revenue
Capital Premium reserves Reserve realised unrealised reserve Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Six months to
31 July 2016
As at 1
February
2016 191 17,693 - - - - 3 17,887
Management fee
allocated as
capital
expenditure - - - - - - - -
Current year
gains on
disposal - - - - 66 - - 66
Current period
gain on fair
value of
investments - - - - - (378) - (378)
Prior years'
holding
gains/losses
now realised - - - - - - - -
Profit on
ordinary
activities
after tax - - - - - - 38 38
Total other
comprehensive
income for the
year - - - - - - - -
Contributions
by and
distributions
to owners
Repurchase and
cancellation
of own shares - - - - - - - -
Cancellation
of Share
Premium - (17,693) 17,693 - - - - -
Issue of
shares - - - - - - - -
Dividends paid - - - - - - - -
As at 31 July
2016 191 - 17,693 - 66 (378) 41 17,613
Year to 31
January 2016
As at 1
February 2015 - - - - - - - -
Management fee
allocated as
capital
expenditure - - - - - - - -
Current year
gains on
disposal - - - - - - - -
Current period
gain on fair
value of
investments - - - - - - - -
Prior years'
holding
gains/losses
now realised - - - - - - - -
Capital
expenses tax
against tax
charge - - - - - - - -
Profit on
ordinary
activities
after tax - - - - - - 3 3
Total other
comprehensive
income for the
year - - - - - - - -
Contributions
by and
distributions
to owners
Repurchase and
cancellation
of own shares - - - - - - - -
Cancellation
of Share
Premium - - - - - - - -
Issue of
shares 191 17,693 - - - - - 17,884
Dividend paid
- C ordinary
share
conversion - - - - - - - -
Dividends paid - - - - - - - -
As at 31
January 2016 191 17,693 - - - - 3 17,887
Statement of Financial Position - Consolidated
As at 31 January
As at 31 July 2016 As at 31 July 2015 2016
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Fixed asset
investments* 115,435 109,524 116,628
Current
assets:
Debtors 5,248 2,957 5,305
Cash at bank 35,632 25,419 10,275
40,880 28,376 15,580
Creditors:
amounts
falling due
within one
year (4,176) (3,662) (4,467)
Net current
assets 36,704 24,714 11,113
Net assets 152,139 134,238 127,741
Called up
equity share
capital 16,745 10,501 13,896
Share premium 1,438 68,557 48,893
Special
distributable
reserve 128,328 50,991 60,748
Capital
redemption
reserve 2,672 2,164 2,557
Capital
reserve gains
& losses on
disposal (1,087) (2,513) (1,866)
Capital
reserve
holding gains
& losses 2,988 3,327 3,510
Revenue
reserve 1,055 1,211 3
Total equity
shareholders'
funds 152,139 134,238 127,741
Net asset
value per
share
*Held at fair value through profit and loss
The statements were approved by the Directors and authorised for issue
on 5 October 2016 and are signed on their behalf by:
Murray Steele
Chairman
Company Number: 05840377
Statement of Financial Position - Ordinary Shares
As at 31 July As at 31 January
As at 31 July 2016 2015** 2016
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Fixed asset
investments* 99,047 109,524 99,306
Current
assets:
Debtors 3,962 2,957 5,042
Cash at bank 35,632 25,419 10,275
39,594 28,376 15,317
Creditors:
amounts
falling due
within one
year (4,115) (3,662) (4,769)
Net current
assets 35,479 24,714 10,548
Total assets
less current
liabilities 134,526 134,238 109,854
Called up
equity share
capital 16,554 10,501 13,705
Share premium 1,438 68,557 31,200
Special
distributable
reserve 110,635 50,991 60,748
Capital
redemption
reserve 2,672 2,164 2,557
Capital
reserve gains
& losses on
disposal (1,153) (2,513) (1,866)
Capital
reserve
holding gains
& losses 3,366 3,327 3,510
Revenue
reserve 1,014 1,211 -
Total equity
shareholders'
funds 134,526 134,238 109,854
*Held at fair value through profit and loss
**Comparative figures as at 31 July 2015 include the C Ordinary Shares,
which converted to Ordinary Shares on 21 August 2015.
Statement of Financial Position - D Ordinary Shares
As at 31 July 2016 As at 31 January 2016
GBP'000 GBP'000 GBP'000 GBP'000
Fixed asset investments* 16,388 17,322
Current assets:
Debtors 1,286 667
Cash at bank - -
1,286 667
Creditors: amounts falling due
within one year (61) (102)
Net current assets 1,225 565
Total assets less current
liabilities 17,613 17,887
Called up equity share capital 191 191
Share premium - 17,693
Special distributable reserve 17,693 -
Capital redemption reserve - -
Capital reserve gains & losses
on disposal 66 -
Capital reserve holding gains &
losses (378) -
Revenue reserve 41 3
Total equity shareholders'
funds 17,613 17,887
*Held at fair value through profit and loss
Cash Flow Statement - Consolidated
Six months to 31 Six months to 31 Year to 31 January
July 2016 July 2015 2016
GBP'000 GBP'000 GBP'000
Cash flows from
operating
activities
Return on ordinary
activities before
tax 1,379 1,494 2,831
Adjustments for:
Decrease/(increase)
in debtors 57 (332) (2,423)
(Decrease)/increase
in creditors (291) (703) 102
Debtors obtained
from transaction - - 382
Creditors obtained
from transaction - - (123)
Gain/(loss) on
disposal of fixed
assets (987) (1,271) (1,112)
(Gain)/loss on
valuation of fixed
asset investments (367) (106) (1,776)
Cash from operations (209) (918) (2,119)
Income taxes paid (70) - -
Net cash generated
from operating
activities (279) (918) (2,119)
Cash flows from
investing
activities
Cash acquired from
transaction - - 303
Purchase of fixed
asset investments (9,000) (17,500) (53,650)
Sale of fixed asset
investments 11,547 9,392 57,271
Net cash flows from
investing
activities 2,547 (8,108) 3,924
Cash flows from
financing
activities
Purchase of own
shares (901) (498) (3,597)
Share issues 23,990 16,041 30,670
Dividends Paid - (2,362) (39,867)
Net cash flows from
financing
activities 23,089 13,181 (12,794)
(Decrease)/Increase
in cash and cash
equivalents 25,357 4,155 (10,989)
Opening cash and
cash equivalents 10,275 21,264 21,264
Closing cash and
cash equivalents 35,632 25,419 10,275
Cash and cash
equivalents
comprise
Cash at Bank 35,632 25,419 10,275
35,632 25,419 10,275
Notes to the Half-Yearly Report
1. Basis of preparation
The unaudited half-yearly results which cover the six months to 31 July
2016 have been prepared in accordance with the Financial Reporting
Council's (FRC) Financial Reporting Standard 104 Interim Financial
Reporting (March 2015) and the Statement of Recommended Practice for
Investment Companies issued by the Association of Investment Companies
in November 2014.
1. Publication of non-statutory accounts
The unaudited half-yearly results for the six months ended 31 July 2016
do not constitute Statutory Accounts within the meaning of s.415 of the
Companies Act 2006. The comparative figures for the year ended 31
January 2016 have been extracted from the audited financial statements
for that year, which have been delivered to the Registrar of Companies.
The independent auditor's report on those financial statements, in
accordance with chapter 3 of part 16 of the Companies Act 2006, was
unqualified. This half-yearly report has not been reviewed by the
Company's auditor.
1. Earnings per Share
The earnings per share for the combined fund is based on 172,098,191
shares, being the weighted average number of shares in issue during the
period, including Ordinary shares and D Ordinary Shares (31 January
2016: 137,876,260 including Ordinary Shares, D Ordinary Shares and
Deferred Shares; 31 July 2015: 144,813,898 including Ordinary Shares and
C Ordinary Shares).
The earnings per share for the Ordinary Shares is based on 153,015,465
shares, being the weighted average number of Ordinary Shares in issue
during the period (31 January 2016: 137,667,134 including Ordinary
Shares and Deferred Shares; 31 July 2015: 144,813,898, including C
Ordinary Shares).
The earnings per share for the D Ordinary Shares is based on 19,082,726
shares, being the weighted average number of D Ordinary Shares in issue
during the period (31 January 2016: 19,082,726).
There are no potentially dilutive capital instruments in issue and,
therefore, no diluted earnings per share figures are relevant. The basic
and diluted earnings per share are therefore identical.
1. Net asset value per share
Ordinary Shares
31 July 2016 31 July 2015 31 January 2016
Net Assets (GBP) 134,526,000 83,468,000 109,854,000
Shares in Issue 162,042,257 99,830,660 133,555,641
Net Asset Value per share (p) 83.0 83.6 82.3
D Ordinary Shares
31 July 2016 31 July 2015 31 January 2016
Net Assets (GBP) 17,613,000 - 17,887,000
Shares in Issue 19,082,726 - 19,082,726
Net Asset Value per share (p) 92.3 - 93.7
C Ordinary Shares
31 July 2016 31 July 2015 31 January 2016
Net Assets (GBP) - 50,770,000 -
Shares in Issue - 51,805,819 -
Net Asset Value per share (p) - 98.0 -
1. Dividends
A final dividend, for the year ended 31 January 2016, of 2.5p per share
was paid on 26 August 2016 to Ordinary Shareholders on the register on
12 August 2016.
Both the special dividend of 16.5p per share and the interim dividend of
2.5p per share for the six months ending 31 July 2016 will be paid on 2
December 2016, to those shareholders on the register on 11 November
2016. These dividends will be paid to all Apollo Ordinary Shareholders
including D Ordinary Shareholders who elected to convert their D
Ordinary Shares to Apollo Ordinary Shares.
1. Principal Risks and Uncertainties
The Company's assets consist of equity and fixed-rate interest
investments, cash and liquid resources. Its principal risks are
therefore market risk, credit risk and liquidity risk. Other risks faced
by the Company include economic, loss of approval as a VCT, investment
and strategic, regulatory, reputational, operational and financial
risks. These risks, and the way in which they are managed, are described
in more detail in the Company's Annual Report and Accounts for the year
ended 31 January 2016. The Company's principal risks and uncertainties
have not changed materially since the date of that report.
1. Related Party Transactions
Octopus acts as the investment manager of the Company. Under the
management agreement, Octopus receives a fee of 2.0 per cent per annum
of the net assets of the Company for the investment management services.
Apollo has incurred management fees of GBP1,232,000 in respect of the
Ordinary Shares during the period to 31 July 2016 (31 July 2015:
GBP1,420,000; 31 January 2016: GBP2,380,000).
Apollo has also incurred performance fees of GBP173,000 in respect of
the Ordinary Shares during the period to 31 July 2016 (31 July 2015:
GBPnil; 31 January 2016: GBP397,000). An accrual in respect of the C
Ordinary shares at 31 July 2015 was not incurred as the performance
criteria required was not met.
The D Ordinary Shares incurred management fees of GBPnil (31 January
2016: GBPnil).
Octopus also provides administration and company secretarial services to
the Company. Octopus receives a fee of 0.3 per cent per annum of net
assets of the Company for administration services and GBP10,000 per
annum for company secretarial services.
1. Post balance sheet events
Since 31 July 2016 the following significant events have taken place:
-- On 5 August 2016, a dividend of 92.3p was paid on 15,620,519 D Ordinary
Shares totalling GBP14,400,000, where the shareholder had elected to exit
their investment in accordance with the announcement made on 1 June 2016;
-- On 5 August 2016, in accordance with the announcement made on 1 June
2016, the remaining 3,462,207 D Ordinary Shares were converted to
Ordinary Shares at a NAV 83.0p resulting in a conversion ratio of 1.11205
and an issue of 3,850,093 Ordinary Shares.
-- On 12 August 2016 the holding in CSL Dualcom was sold for GBP13.8 million,
a net gain of GBP1 million.
Since 31 July 2016 the Company has issued the following shares:
Date Number of Shares Issued Price per share (p)
10 August 2016 4,387,618 87.4
26 August 2016 685,018* 87.4
19 September 2016 4,830,359 84.8
*Shares issued under the Dividend Reinvestment Scheme as an alternative
to the final dividend for the year ended 31 January 2016.
Since 31 July 2016 the Company has bought back the following shares:
Date Number of Shares Purchased Price per share (p)
7 September 2016 240,079 77.0
1. Other Information
A version of this statement will be made available to all shareholders.
Copies are also available from the registered office of the Company at
33 Holborn, London, EC1N 2HT, and will also be available to view on the
Investment Manager's website at www.octopusinvestments.com.
Shareholder Information and Contact Details
The Company, formerly named Octopus Apollo VCT 3 plc, was launched in
July 2006 and raised over GBP27.1 million (GBP25.9 million net of
expenses) through an offer for subscription by the time it closed on 5
April 2007. On 27 September 2012, the Company acquired the net assets of
Octopus Apollo VCT 1 plc, Octopus Apollo VCT 2 plc and Octopus Apollo
VCT 4 plc. On the same day, the Company was renamed Octopus Apollo VCT
plc. On 28 November 2014 the Company acquired the net assets of Octopus
VCT plc in consideration for the issue of 52,035,840 C Ordinary Shares.
olders of C Ordinary Shares were given an opportunity to exit their
investment in August 2015. The shares of C Ordinary shareholders who did
not exit their investment had their C Ordinary shares converted to
Ordinary shares at a conversion ratio of 1.17506. On 27 January 2016 the
Company acquired the net assets of Octopus VCT 2 plc. Holders of D
Ordinary Shares were given an opportunity to exit their investment in
August 2016. The shares of D Ordinary shareholders who did not exit
their investment had their D Ordinary shares converted to Ordinary
shares at a conversion ratio of 1.11205.
The objective of the Company is to invest in a diversified portfolio of
UK smaller companies in order to generate income and capital growth over
the long-term.
The Company launched an offer for subscription on 2 November 2015 to
raise GBP30 million, with an over allotment facility of GBP10 million.
This offer closed, fully subscribed, on 9 September 2016.
Further details of the Company's progress are discussed in the
Chairman's Statement.
Venture Capital Trusts (VCTs)
VCTs were introduced in the Finance Act 1995 to provide a means for
private individuals to invest in unquoted companies in the UK.
Subsequent Finance Acts have introduced changes to VCT legislation. The
tax benefits currently available to eligible new investors in VCTs
include:
-- up to 30% up-front income tax relief;
-- exemption from income tax on dividends paid; and
-- exemption from capital gains tax on disposals of
shares in VCTs.
The Company has been approved as a VCT by HMRC. In order to maintain
its approval the Company must comply with certain requirements of the
Income Tax Act 2007 on a continuing basis, specifically the provisions
of chapter 3 and, in particular, s280A:
-- at least 70% of the Company's investments must comprise 'qualifying
holdings' (as defined in the legislation);
-- for cash raised pre 6 April 2011 at least 30% of the 70% of qualifying
holdings must be invested into Ordinary Shares with no preferential
rights;
-- for cash raised post 5 April 2011 at least 70% of the 70% of qualifying
holdings must be invested into Ordinary Shares with no preferential
rights;
-- no single investment made can exceed 15% of the total Company value; and
-- a minimum of 10% of each Qualifying Investment must be in Ordinary Shares
with no preferential rights.
New VCT Regulations
VCTs have always been subject to UK regulations, not least as they
confer tax benefits on investors. In recent years these regulations
have become subject themselves to European State Aid rules. The
Chancellor proposed new rules in his Summer Budget in July 2015 and,
following discussions with European authorities in Brussels, these
became law following the granting of Royal Assent in November 2015.
These are in addition to existing rules which already limited investment
to companies with gross assets of no more than GBP15 million, 250
employees and where no more than GBP5 million of State Aided funds had
been raised within the past 12 months.
The new rules now in force relate to the age of companies receiving a
first investment, a lifetime limit on State Aided funds and rules
designed to target any funds raised on a company's growth. They also
recognise that there is a class of company which is 'knowledge
intensive' and therefore hungrier for capital, and some of the limits
are more generous for these types of companies.
To summarise the changes, in order to qualify companies must:
-- have fewer than 250 full time equivalent employees; and
-- have less than GBP15 million of gross assets at the time of investment
and no more than GBP16 million immediately post investment; and
-- be less than seven years old (or 10 years if a knowledge intensive
company) if raising State Aided funds for the first time; and
-- have raised no more than GBP5 million of State Aided funds in the
previous 12 months and less than the lifetime limit of GBP12 million (or
GBP20 million if a knowledge intensive company); and
-- produce a business plan to show that its funds are being raised for
growth.
Follow-on investments are allowed to provide further capital for an
existing investment up to the lifetime limit, and in certain
circumstances a company may obtain clearance to raise money to develop a
new business or market. Money raised from VCTs is not allowed to be used
for acquisitions (unless they qualify too), or to buy out debt or
existing equity. In addition, non-qualifying purchases of AIM shares are
no longer allowed.
Dividends
Dividends will be paid by the Registrar on behalf of the Company.
Shareholders who wish to have dividends paid directly into their bank
account rather than by cheque to their registered address can complete a
mandate form for this purpose. Queries relating to dividends,
shareholdings and requests for mandate forms should be directed to the
Company's Registrar, Capita Asset Services, by calling 0371 664 0300
(calls cost 10p per minute plus network extras. Lines are open
Monday-Friday 9.00am-5.30pm), or by writing to them at:
Capita Asset Services
The Registry
34 Beckenham Road
Beckenham
Kent
BR3 4TU
This announcement is distributed by Nasdaq Corporate Solutions on behalf
of Nasdaq Corporate Solutions clients.
The issuer of this announcement warrants that they are solely
responsible for the content, accuracy and originality of the information
contained therein.
Source: Octopus Apollo VCT plc via Globenewswire
(END) Dow Jones Newswires
October 20, 2016 13:54 ET (17:54 GMT)
Copyright (c) 2016 Dow Jones & Company, Inc.
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