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BVT Baronsmead Venture Trust Plc

52.50
0.00 (0.00%)
24 Apr 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Baronsmead Venture Trust Plc LSE:BVT London Ordinary Share GB0002631934 ORD 10P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 52.50 51.00 54.00 52.50 52.50 52.50 0.00 01:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
Unit Inv Tr, Closed-end Mgmt -942k -5.14M -0.0147 -35.71 183.61M

Baronsmead Venture Trust PLC Half-year Report (0287G)

24/05/2017 7:00am

UK Regulatory


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RNS Number : 0287G

Baronsmead Venture Trust PLC

24 May 2017

Baronsmead Venture Trust plc

Half-Yearly report for the six months ended

31 March 2017

The Directors announce the unaudited half-yearly financial report for the six months to 31 March 2017.

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

Our Investment Objective

Baronsmead Venture Trust is a tax efficient listed company which aims to achieve long-term investment returns for private investors, including tax free dividends.

Investment Policy

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

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

Dividend Policy

The Board of Baronsmead Venture Trust aims to sustain a minimum annual dividend level at an average of 6.5p per ordinary share, mindful of the need to maintain net asset value. The ability to meet these twin objectives depends significantly on the level and timing of profitable realisations and cannot be guaranteed. There will be variations in the amount of dividends paid year on year.

Shareholder choice

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

-- Fund raising | From time to time the Company seeks to raise additional funds by issuing new shares at a premium to the latest published net asset value to account for issue costs. This enables shareholders seeking additional investments to do so with taxation relief.

-- Dividend Reinvestment Plan | The Company offers a Dividend Reinvestment Plan which enables shareholders to purchase additional shares through the market in lieu of cash dividends. Approximately 638,000 shares were bought in this way during the six months to 31 March 2017.

-- Buy back of shares | From time to time the Company buys its own shares through the market in accordance with its share price discount policy. Subject to certain conditions, the Company seeks to maintain a mid market share price discount of approximately 5 per cent. to net asset value.

-- Secondary market | The Company's shares are listed on the London Stock Exchange and can be bought or sold by shareholders using a stockbroker or authorised share dealing service in the same way as shares of any other listed company. Approximately 2,980,000 shares were bought by investors in the Company's existing shares in the six months to 31 March 2017.

Financial Headlines

-- + 4.8% - Net asset value ("NAV") per share increased 4.8 per cent. to 91.23p in the six months to 31 March 2017, before deduction of dividends.

   --      380.6p - NAV total return to shareholders for every 100.0p invested at launch. 
   --      3.0p - Dividends totalled 3.0p in the six month period ended 31 March 2017. 

Cash returned to shareholders by date of investment

The table below shows the cash returned to shareholders that invested in Baronsmead Venture Trust plc (formerly known as Baronsmead VCT 2 plc) dependent on their subscription cost, including the income tax available to be reclaimed on the subscription.

 
                                                        Cumulative     Return 
                        Cash        Income    Net cash   dividends    on cash 
                    invested   tax reclaim    invested        paid   invested 
Year subscribed          (p)           (p)         (p)         (p)        (%) 
=================  =========  ============  ==========  ==========  ========= 
1998 (April)           100.0          20.0        80.0       143.4      163.4 
=================  =========  ============  ==========  ==========  ========= 
1999 (May)             102.0          20.4        81.6       139.9      157.2 
=================  =========  ============  ==========  ==========  ========= 
2000 (February)        137.0          27.4       109.6       136.7      119.8 
=================  =========  ============  ==========  ==========  ========= 
2000 (March)           130.0          26.0       104.0       136.7      125.2 
=================  =========  ============  ==========  ==========  ========= 
2004 (October) - 
 C*                    100.0          40.0        60.0        93.2      133.2 
=================  =========  ============  ==========  ==========  ========= 
2009 (April)            91.6          27.5        64.1        75.5      112.4 
=================  =========  ============  ==========  ==========  ========= 
2012 (December)        111.8          33.5        78.3        50.0       74.7 
=================  =========  ============  ==========  ==========  ========= 
2014 (March)           103.8          31.1        72.7        32.5       61.3 
=================  =========  ============  ==========  ==========  ========= 
2016 (February)        102.8          30.8        72.0        18.0       47.5 
=================  =========  ============  ==========  ==========  ========= 
 

* Share dividend calculated using conversion ratio of 0.9657, which is the rate the C shares were converted into ordinary shares.

Chairman's Statement

I am pleased to report a 4.8 per cent. (4.1p) increase in NAV per share for the six months to 31 March 2017 before dividend payments. An interim dividend of 3.0p per share was paid on 31 March 2017 in lieu of the dividend that would have otherwise been paid in June 2017 following the publication of these results.

Results

During the six months to 31 March 2017, the Company's NAV per share increased 4.8 per cent. from 87.1p to 91.2p before dividends.

 
                              Pence 
                                per 
                           ordinary 
                              share 
-----------------------  ---------- 
NAV as at 1 October 
 2016                          87.1 
-----------------------  ---------- 
Valuation uplift (4.8 
 per cent.)                     4.1 
-----------------------  ---------- 
NAV as at 31 March 
 2017 before dividends         91.2 
-----------------------  ---------- 
Less: 
 
 Interim dividend paid 
 to the shareholders 
 on 31 March 2017             (3.0) 
-----------------------  ---------- 
NAV as at 31 March 
 2017 after dividends          88.2 
-----------------------  ---------- 
 

The increase in NAV of 4.8 per cent. was the result of steady progress across our investment portfolio. Over the six months to 31 March 2017, our unquoted investments delivered an increase in their valuations of 3.0 per cent. Despite the continued volatility of the quoted markets, the value of our AIM-traded investments increased by 8.1 per cent. and our investment in CF Livingbridge UK Micro Cap Fund ("Micro Cap Fund", previously Wood Street Microcap Investment Fund) increased by 9.2 per cent.

Portfolio Review

At 31 March 2017, the Company's investment portfolio was valued at GBP118m and comprised investments in 73 unquoted and AIM-traded companies. In addition, the Company's investment in the Micro Cap Fund provides investment exposure to a further GBP20m in 44 AIM-traded and fully listed companies.

Investment and Divestments

The Company's investments and divestments during the period are set out in the tables below.

The new VCT rules introduced in November 2015 have required the Investment Manager to adapt its investment strategy to focus on the provision of development capital to younger companies to enable them to grow their businesses organically rather than through acquisition. This transition has taken time to achieve as the Manager has had to consider how best to deploy funds in generally, earlier stage companies whilst maintaining its investment quality standards and this has resulted in fewer new investments than in prior years. The Board has been supportive of a cautious approach during this transition as a hasty or imprudent deployment of funds could have proved expensive in terms of a loss of capital and a reduction in the long-term return to shareholders.

I am now pleased to report that either side of the period end the Company made two new unquoted investments as well as three investments in AIM-traded companies for a total investment of GBP1.9m during the period under review and GBP2.7m subsequently. The Board is also encouraged to note that the pipeline of potential new investments is improving and anticipates the investment of further funds over the course of the Summer.

Dividends

An interim dividend of 3.0p per share was paid on 31 March 2017 in lieu of the dividend that would otherwise have been paid in June 2017, following the publication of the Company's results for the six months to 31 March 2017. The Board aims to sustain a minimum annual dividend level at an average of 6.5p per ordinary share and therefore in the ordinary course of events, would expect to declare a further final dividend for the financial year to 30 September 2017 which would be paid following shareholder approval at the Company's next AGM. The timing and level of future dividends depends significantly on the level and timing of profitable realisations and rate of investment. Inevitably, as these cannot be guaranteed, there will be variations in the amounts and dates that dividends are paid.

Fundraising

The Board will be considering whether to raise new funds in the 2017/18 tax year which will be determined by the Company's cashflow and its anticipated requirements to fund new investments over the next two years. The Board appreciates that shareholders would like as much notice as possible of its fundraising intentions so that they can plan their financial affairs accordingly. Ordinarily, the Board would seek to raise funds during January and February, having informed shareholders of its fundraising intentions in November when its annual results are published. However, if it becomes appropriate to raise new funds earlier, the Board will ensure that shareholders are informed as soon as possible.

VCT Legislation and Policy Review

Legislative changes to VCTs included in the March 2017 Budget were limited to technical changes to the rules concerning the restructuring of investments. In addition, the Government's venture capital schemes (SEIS, EIS and VCTs) will be included in the recently announced Patient Capital Review which aims "to ensure that high growth businesses can access the long-term capital that they need to fund productivity enhancing investment". This will provide the VCT industry with the opportunity to demonstrate that the existing tax reliefs encourage investment and entrepreneurship and are effective, well targeted and provide excellent value for money for UK taxpayers. The Manager and Board will be fully engaged throughout this process, with a view to informing you of the conclusions of the Review and any policy recommendations that might be brought forward.

Outlook

Despite signs of a slowdown in the wider economy, as the impact of a much-weakened sterling finally begins to work its way through to the consumer, there are no signs yet of a deterioration in performance in the Company's portfolio.

The outlook for the rest of 2017 remains uncertain, with the potential for macro and geopolitical events to impact sentiment and create market volatility. However, the Manager continues to focus on areas of sectoral growth and companies that have the potential to grow profits even without a tailwind from the wider economy.

This is reflected in the valuation of the Company's investments in the NAV at 30 April 2017 which has grown by a further 1.6p per share, to 89.8p per share. Whilst changes in market sentiment may impact the valuation of investments in the short term and the general election may result in a slowdown of business transactions over the coming weeks, the diversity and quality of the Company's portfolio should continue to deliver consistent returns for shareholders over the medium to long term.

Peter Lawrence

Chairman

24 May 2017

Investment Diversification at 31 March 2017

 
 
   Sector by value           Percentage 
------------------------  ------------- 
 
 Business Services                  31% 
------------------------  ------------- 
 Consumer Markets                   17% 
------------------------  ------------- 
 Healthcare & Education             13% 
------------------------  ------------- 
 Technology, Media & 
  Telecommunications 
  ("TMT")                           39% 
------------------------  ------------- 
 
 
 
   Total assets by value      Percentage 
-------------------------  ------------- 
 
 Unquoted - loan stock               25% 
-------------------------  ------------- 
 Unquoted - equity                    8% 
-------------------------  ------------- 
 AIM                                 44% 
-------------------------  ------------- 
 Collective investment 
  vehicles                           21% 
-------------------------  ------------- 
 Net current assets 
  (principally cash)                  2% 
-------------------------  ------------- 
 
 
 
   Time investments held      Percentage 
   by value 
-------------------------  ------------- 
 
 Less than 1 year                     2% 
-------------------------  ------------- 
 Between 1 and 3 years               24% 
-------------------------  ------------- 
 Between 3 and 5 years               35% 
-------------------------  ------------- 
 Greater than 5 years                39% 
-------------------------  ------------- 
 

Investments in the period

 
                                                                                       Book 
                                                                                       cost 
 Company               Location          Sector        Activity                     GBP'000 
====================  ================  ============  ===========================  ======== 
 Unquoted investments 
  New 
=========================================================================================== 
 Custom Materials                        Consumer      Retailer of customisable 
  Ltd                  London             Markets       products                        225 
====================  ================  ============  ===========================  ======== 
 Total unquoted investments                                                             225 
=================================================================================  ======== 
 AIM-traded investments 
  New 
=========================================================================================== 
 FreeAgent Holdings                                    Online accounting 
  plc                  Edinburgh         TMT*           software                        788 
====================  ================  ============  ===========================  ======== 
                                         Healthcare 
 Collagen Solutions                       &            Develops and manufactures 
  plc                  London             Education     medical grade collagen          337 
====================  ================  ============  ===========================  ======== 
 Follow on 
====================  ================  ============  ===========================  ======== 
 CloudCall Group                                       Cloud based telephony 
  plc                  Leicestershire    TMT*           platform                        599 
====================  ================  ============  ===========================  ======== 
 Total AIM-traded investments                                                         1,724 
=================================================================================  ======== 
 Total investments in the period                                                      1,949 
=================================================================================  ======== 
 

* Technology, Media & Telecommunications ("TMT").

Realisations in the period

 
                                             First              Overall 
                                        investment  Proceeds   multiple 
 Company                                      date   GBP'000     return 
====================   =============  ============  ========  ========= 
 Unquoted realisations 
======================================================================= 
 CR7 Services              Part trade 
  Ltd                            sale       Aug 14        11        0.0 
=====================   =============  ===========  ========  ========= 
 Total unquoted 
  realisations                                            11 
==================================================  ========  ========= 
 AIM-traded realisations 
======================================================================= 
 Ubisense Group           Part market 
  plc                            sale       Jun 11        22        0.3 
=====================   =============  ===========  ========  ========= 
 Total AIM-traded 
  realisations                                            22 
==================================================  ========  ========= 
 Total realisations 
  in the period                                           33 
==================================================  ========  ========= 
Deferred consideration of GBP60,000 was received in 
 respect of Kingsbridge Risk Solutions, which had been 
 sold in a prior period. 
======================================================================= 
 

Independent Review Report to Baronsmead Venture Trust plc

Introduction

We have been engaged by the Company to review the condensed set of financial statements in the half-yearly financial report for the six months ended 31 March 2017 which comprises the Condensed Income Statement, Condensed Balance Sheet, Condensed Statement of Changes in Equity, Condensed Statement of Cash Flows and the related explanatory notes. We have read the other information contained in the half-yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.

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

Directors' responsibilities

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

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

Our responsibility

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

Scope of review

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

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the half-yearly financial report for the six months ended 31 March 2017 is not prepared, in all material respects, in accordance with FRS 104 Interim Financial Reporting and the DTR of the UK FCA.

John Waterson

for and on behalf of KPMG LLP

Chartered Accountants

Saltire Court

20 Castle Terrace

Edinburgh EH1 2EG

24 May 2017

Responsibility Statement of the Directors in respect of the Half-Yearly Financial Report

We confirm that to the best of our knowledge:

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

-- the interim management report includes a fair review of the information required by:

a) DTR 4.2.7R of the Disclosure Guidance and Transparency Rules, being an indication of important events that have occurred during the first six months of the financial year and their impact on the condensed set of financial statements; and a description of the principal risks and uncertainties for the remaining six months of the year; and

b) DTR 4.2.8R of the Disclosure Guidance and Transparency Rules, being related party transactions that have taken place in the first six months of the current financial year and that have materially affected the financial position or performance of the entity during that period; and any changes in the related party transactions described in the last annual report that could do so.

On behalf of the Board,

Peter Lawrence

Chairman

24 May 2017

Condensed Income Statement

For the six months to 31 March 2017

 
                             Six months to                                                Year to 
                             31 March 2017               Six months to                  30 September 
                                                          31 March 2016                     2016 
                Notes  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 
 
Unrealised 
 gains on 
 movement 
 in fair value 
 of 
 investments      7          -    8,161    8,161         -     3,870     3,870         -     3,190     3,190 
Realised gains 
 on disposal 
 of 
 investments      7          -       64       64         -     1,438     1,438         -     2,931     2,931 
Income                   1,037        -    1,037     1,140         -     1,140     2,115         -     2,115 
Investment 
 management 
 fee                     (370)  (1,370)  (1,740)     (277)     (938)   (1,215)     (650)   (1,949)   (2,599) 
Other expenses           (284)        -    (284)     (712)         -     (712)     (990)         -     (990) 
 
Profit on 
 ordinary 
 activities 
 before 
 taxation                  383    6,855    7,238       151     4,370     4,521       475     4,172     4,647 
Taxation on 
ordinary 
activities                   -        -        -         -         -         -         -         -         - 
 
Profit for 
 the period, 
 being total 
 comprehensive 
 income for 
 the period                383    6,855    7,238       151     4,370     4,521       475     4,172     4,647 
 
Return per 
ordinary 
share: 
Basic and 
 Diluted          2      0.22p    3.96p    4.18p     0.14p     4.02p     4.16p     0.34p     2.98p     3.32p 
 

All items in the above statement derive from continuing operations.

There are no recognised gains and losses other than those disclosed in the Income Statement.

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

The total column of this statement is the Statement of Total Comprehensive Income of the Company prepared in accordance with the Financial Reporting Standard ("FRS"). The supplementary revenue return and capital return columns are prepared in accordance with the Statement of Recommended Practice issued in November 2014 and updated in January 2017 by the Association of Investment Companies ("AIC SORP").

Condensed Statement of Changes in Equity

For the six months to 31 March 2017

 
                                                                                  Distributable 
                                          Non-distributable reserves                 reserves 
------------------------  -----  ---------------------------------------  ------------------------------  -------- 
                                       Called-up      Share  Revaluation                         Revenue 
                                   share capital    premium      reserve           Capital       reserve     Total 
                          Notes          GBP'000    GBP'000      GBP'000   reserve GBP'000       GBP'000   GBP'000 
------------------------  -----  ---------------  ---------  -----------  ----------------  ------------  -------- 
At 1 October 2016                         18,412     96,515       25,238            10,089           304   150,558 
------------------------  -----  ---------------  ---------  -----------  ----------------  ------------  -------- 
Profit/(loss) 
 on ordinary activities 
 after taxation                                -          -        8,196           (1,341)           383     7,238 
Net proceeds of 
 share issue & 
 buybacks                   4                  -          -            -             1,033             -     1,033 
Dividends paid              6                  -          -            -           (4,862)         (347)   (5,209) 
------------------------  -----  ---------------  ---------  -----------  ----------------  ------------  -------- 
At 31 March 2017                          18,412     96,515       33,434             4,919           340   153,620 
------------------------  -----  ---------------  ---------  -----------  ----------------  ------------  -------- 
 
 
                                                                             Distributable 
                                     Non-distributable reserves                 reserves 
-------------------                                                                                  -------- 
                                  Called-up      Share  Revaluation                         Revenue 
For the six months            share capital    premium      reserve           Capital       reserve     Total 
 to 31 March 2016    Notes          GBP'000    GBP'000      GBP'000   reserve GBP'000       GBP'000   GBP'000 
-------------------  -----  ---------------  ---------  -----------  ----------------  ------------  -------- 
At 1 October 2015                     9,497     16,561       24,820            34,152           102    85,132 
Profit on ordinary 
 activities after 
 taxation                                 -          -          734             3,636           151     4,521 
Shares issued 
 following the 
 acquisition of 
 Baronsmead VCT 
 plc                                  7,942     71,227            -                 -             -    79,169 
Net proceeds of 
 share issue & 
 buybacks                               973      8,727            -           (1,683)             -     8,017 
Dividends paid         6                  -          -            -           (2,905)             -   (2,905) 
-------------------  -----  ---------------  ---------  -----------  ----------------  ------------  -------- 
At 31 March 2016                     18,412     96,515       25,554            33,200           253   173,934 
-------------------  -----  ---------------  ---------  -----------  ----------------  ------------  -------- 
 
 
                                                                             Distributable 
                                     Non-distributable reserves                 reserves 
-------------------                                                                                  -------- 
                                  Called-up      Share  Revaluation                         Revenue 
For the year to               share capital    premium      reserve           Capital       reserve     Total 
 30 September 2016   Notes          GBP'000    GBP'000      GBP'000   reserve GBP'000       GBP'000   GBP'000 
-------------------  -----  ---------------  ---------  -----------  ----------------  ------------  -------- 
At 1 October 2015                     9,497     16,561       24,820            34,152           102    85,132 
Profit on ordinary 
 activities after 
 taxation                                 -          -          418             3,754           475     4,647 
Shares issued 
 following the 
 acquisition of 
 Baronsmead VCT 
 plc                                  7,942     71,227            -                 -             -    79,169 
Net proceeds of 
 share issues, 
 share buybacks 
 & sale of shares 
 from treasury                          973      8,727            -               422             -    10,122 
Dividends paid         6                  -          -            -          (28,239)         (273)  (28,512) 
-------------------  -----  ---------------  ---------  -----------  ----------------  ------------  -------- 
At 30 September 
 2016                                18,412     96,515       25,238            10,089           304   150,558 
-------------------  -----  ---------------  ---------  -----------  ----------------  ------------  -------- 
 

Condensed Balance Sheet

As at 31 March 2017

 
 
                                                   As at      As at          As at 
                                                31 March   31 March   30 September 
                                                    2017       2016           2016 
                                       Notes     GBP'000    GBP'000        GBP'000 
 
Fixed assets 
Unquoted investments                       7      50,908     53,182         49,286 
Traded on AIM                              7      67,342     62,555         60,575 
Collective investment vehicles             7      32,092     17,748         18,400 
Listed interest bearing securities                     -     20,985              - 
 
Investments                                7     150,342    154,470        128,261 
 
Current assets 
Debtors                                              174        490          1,770 
Cash at bank and on deposit                        4,329     32,391         21,591 
 
                                                   4,503     32,881         23,361 
 
Creditors (amounts falling due 
 within one year)                                (1,225)   (13,417)        (1,064) 
 
Net current assets                                 3,278     19,464         22,297 
 
Net assets                                       153,620    173,934        150,558 
 
Capital and reserves 
Called-up share capital                           18,412     18,412         18,412 
Share premium                                     96,515     96,515         96,515 
Capital reserve                                    4,919     33,200         10,089 
Revaluation reserve                        7      33,434     25,554         25,238 
Revenue reserve                                      340        253            304 
 
Equity shareholders' funds                       153,620    173,934        150,558 
 
 
 
 
                                         As at          As at           As at 
                                      31 March       31 March    30 September 
                                          2017           2016            2016 
                                       GBP'000        GBP'000         GBP'000 
 
Net asset value per share                88.23  p      102.09  p        87.09  p 
Number of ordinary shares in 
 circulation                       174,120,866    170,380,866     172,870,866 
 
Treasury net asset value per 
 share                                   88.00  p      101.49  p        86.80  p 
Number of ordinary shares held 
 in treasury                        10,003,819     13,743,819      11,253,819 
Number of listed ordinary shares 
 in issue                          184,124,685    184,124,685     184,124,685 
---------------------------------  -----------   ------------   ------------- 
 

Condensed Statement of Cash Flows

For the six months to 31 March 2017

 
                                                  Six        Six 
                                               months     months           Year 
                                                   to         to             to 
                                             31 March   31 March   30 September 
                                                 2017       2016           2016 
                                              GBP'000    GBP'000        GBP'000 
 
Net cash outflow from operating 
 activities                                     (798)      (655)        (1,518) 
Net cash (outflow)/ inflow from 
 investing activities                        (13,856)        864         15,998 
Equity dividends paid                         (5,209)    (2,905)       (28,512) 
 
Net cash outflow before financing 
 activities                                  (19,863)    (2,696)       (14,032) 
Net cash inflow from financing activities       2,601     24,380         24,916 
 
(Decrease)/increase in cash                  (17,262)     21,684         10,884 
 
Reconciliation of net cash flow 
 to movement in net cash 
(Decrease)/increase in cash                  (17,262)     21,684         10,884 
Opening cash position                          21,591     10,707         10,707 
 
Closing cash at bank and on deposit             4,329     32,391         21,591 
 
Reconciliation of profit on ordinary 
 activities before taxation to net 
 cash outflow from operating activities 
Profit on ordinary activities before 
 taxation                                       7,238      4,521          4,647 
Gains on investments                          (8,225)    (5,308)        (6,121) 
Changes in working capital and other 
 non-cash items                                   189        132           (44) 
 
Net cash outflow from operating 
 activities                                     (798)      (655)        (1,518) 
 
 

Notes

1. The condensed financial statements for the six months to 31 March 2017 comprise the statements set out above together with the related notes below. The Company applies FRS 102 and the AIC's Statement of Recommended Practice issued in November 2014 and updated in January 2017 ('the SORP') for its annual financial statements. The condensed financial statements for the six months to 31 March 2017 have therefore been prepared in accordance with FRS 104 'Interim Financial Reporting' and the principles of the SORP. The accounts have been prepared on the same basis as the accounting policies set out in the Company's Annual Report and Financial Statements for the year ended 30 September 2016.

2. Return per share is based on a weighted average of 173,351,635 ordinary shares in issue (31 March 2016 - 108,808,998 ordinary shares; 30 September 2016 - 139,821,872 ordinary shares).

3. Earnings for the first six months to 31 March 2017 should not be taken as a guide to the results of the full financial year to 30 September 2017.

4. During the six months to 31 March 2017 the Company sold 1,250,000 shares out of treasury. At 31 March 2017, the Company held 10,003,819 ordinary shares in treasury. Shares may be sold out of treasury below Net Asset Value as long as the discount at issue is narrower than the average discount at which the shares were bought into treasury.

5. Excluding treasury shares, there were 174,120,866 ordinary shares in issue at 31 March 2017 (31 March 2016 - 170,380,866 ordinary shares; 30 September 2016 - 172,870,866 ordinary shares).

6. The interim dividend of 3.00p per share (2.80p capital, 0.20p revenue) was paid on 31 March 2017 to shareholders on the register on 10 March 2017. The ex-dividend date was 9 March 2017.

During the year to 30 September 2016, the Company paid a first interim dividend on 18 December 2015 of 3.50p per share (3.50p capital, nil revenue), a second interim dividend on 3 June 2016 of 6.50p per share (6.45p capital, 0.05p revenue) and a third interim dividend on 30 September 2016 of 8.50p per share (8.39p capital, 0.11p revenue).

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

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

-- Level 1 - Fair value is measured based on quoted prices in an active market.

-- Level 2 - Fair value is measured based on directly observable current market prices or indirectly being derived from market prices.

-- Level 3 - Fair value is measured using a valuation technique that is not based on data from an observable market.

 
                                          Level 1     Level 2    Level 3 
                                                     Collective 
                                            Traded   investment 
                                            on AIM     vehicles  Unquoted     Total 
                                           GBP'000      GBP'000   GBP'000   GBP'000 
Opening book cost                           50,409       12,451    40,163   103,023 
Opening unrealised 
 appreciation                               10,166        5,949     9,123    25,238 
----------------------------------------  --------  -----------  --------  -------- 
Opening valuation                           60,575       18,400    49,286   128,261 
----------------------------------------  --------  -----------  --------  -------- 
Movements in the 
 period: 
Purchases at cost                            1,724       12,000       225    13,949 
Sale - proceeds                               (22)            -      (71)      (93) 
 
           *    realised gains on sales          3            -        61        64 
Unrealised losses 
 realised during 
 the period                                   (34)            -       (1)      (35) 
Increase in unrealised 
 appreciation                                5,096        1,692     1,408     8,196 
----------------------------------------  --------  -----------  --------  -------- 
Closing valuation                           67,342       32,092    50,908   150,342 
----------------------------------------  --------  -----------  --------  -------- 
Closing book cost                           52,080       24,451    40,377   116,908 
Closing unrealised 
 appreciation                               15,262        7,641    10,531    33,434 
----------------------------------------  --------  -----------  --------  -------- 
Closing valuation                           67,342       32,092    50,908   150,342 
----------------------------------------  --------  -----------  --------  -------- 
Equity shares                               67,342            -    12,952    80,294 
Loan notes                                       -            -    37,956    37,956 
Collective investment 
 vehicles                                        -       32,092         -    32,092 
----------------------------------------  --------  -----------  --------  -------- 
Closing valuation                           67,342       32,092    50,908   150,342 
----------------------------------------  --------  -----------  --------  -------- 
 

There has been no significant change in the risk analysis as disclosed in the Company's Annual Report and Accounts to 30 September 2016.

8. The financial information contained in this half-yearly financial report does not constitute statutory accounts as defined in Section 434 of the Companies Act 2006. The information for the year to 30 September 2016 has been extracted from the latest published audited financial statements. The audited financial statements for the year to 30 September 2016, which were unqualified, have been filed with the Registrar of Companies. No statutory accounts in respect of any period after 30 September 2016 have been reported on by the Company's auditors or delivered to the Registrar of Companies.

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

10. Copies of the half-yearly financial report have been made available to shareholders and are available from the Registered Office of the Company at 100 Wood Street, London EC2V 7AN.

Principal Risks and Uncertainties

The Company's assets consist of equity and fixed interest investments, shares in collective investment schemes, cash and liquid resources. Its principal risks are therefore market risk, credit risk and liquidity risk. Other risks faced by the Company include loss of approval as a Venture Capital Trust, legislative, investment performance, economic, political and other external factors, regulatory and compliance and operational risks. These risks, and the way in which they are managed, are described in more detail in the Principal Risks & Uncertainties table within the Strategic Report section in the Company's Report and Accounts for the year to

30 September 2016. The Company's principal risks and uncertainties have not changed materially since the date of that report.

Related Parties

Livingbridge VC LLP ('the Manager') manages the investments of the Company. The Manager also provides or procures the provision of secretarial, administrative and custodian services to the Company. Under the management agreement, the Manager receives a fee of 2.0 per cent. per annum of the net assets of the Company. This is described in more detail under the heading 'The Investment Management Agreement' within the Strategic Report in the Company's Annual Report and Accounts for the year to 30 September 2016. During the period the Company has incurred management fees of GBP1,480,000 (31 March 2016 - GBP1,108,000; 30 September 2016 - GBP2,599,000) and secretarial fees of GBP72,000 (31 March 2016 - GBP75,000; 30 September 2016 - GBP147,000) payable to the Manager. A performance fee of GBP260,000 (31 March 2016 - GBP107,000; 30 September 2016 - GBPnil) has been accrued at 31 March 2017. This is described in more detail under the heading 'Performance fees' within the Strategic Report in the Company's Annual Report and Accounts for the year to 30 September 2016.

Going Concern

After making enquiries, and bearing in mind the nature of the Company's business and assets, the Directors consider that the Company has adequate resources to continue in operational existence for the foreseeable future. In arriving at this conclusion the Directors have considered the liquidity of the Company and its ability to meet obligations as they fall due for a period of at least twelve months from the date that these financial statements were approved. As at 31 March 2017 the Company held cash and readily realisable securities totalling GBP16,329,000 including GBP12,000,000 in JPMorgan Sterling Liquidity Fund. Cash flow projections have been reviewed and show that the Company has sufficient funds to meet both its contracted expenditure and its discretionary cash outflows in the form of the share buyback programme and dividend policy. The Company has no external loan finance in place and therefore is not exposed to any gearing covenants.

Corporate Information

 
Directors                   Registrars and Transfer Office 
 Peter Lawrence (Chairman)   Computershare Investor Services 
 Valerie Marshall            PLC 
 Les Gabb                    The Pavilions 
 Christina McComb            Bridgwater Road 
                             Bristol BS99 6ZZ 
 Secretary                   Tel: 0800 923 1533 
 Livingbridge VC LLP 
                             Brokers 
 Registered Office           Panmure Gordon & Co 
 100 Wood Street             One New Change 
 London EC2V 7AN             London EC4M 9AF 
                             Tel: 020 7886 2500 
 Investment Manager 
 Livingbridge VC LLP         Auditors 
 100 Wood Street             KPMG LLP 
 London EC2V 7AN             Saltire Court 
 020 7506 5717               20 Castle Terrace 
                             Edinburgh EH1 2EG 
 Registered Number 
 03504214                    Solicitors 
                             Dickson Minto W.S. 
                             Broadgate Tower 
                             20 Primrose Street 
                             London EC2A 2EW 
 
                             VCT Status Adviser 
                             PricewaterhouseCoopers LLP 
                             1 Embankment Place 
                             London WC2N 6RH 
 
                             Website 
                             www.baronsmeadvcts.co.uk 
 

National Storage Mechanism

A copy of the Half-Yearly Report will be submitted shortly to the National Storage Mechanism ("NSM") and will be available for inspection at the NSM, which is situated at: www.morningstar.co.uk/uk/NSM.

END

Neither the contents of the Company's website nor the contents of any website accessible from hyperlinks on this announcement (or any other website) is incorporated into, or forms part of, this announcement.

This information is provided by RNS

The company news service from the London Stock Exchange

END

IR LLFSRESIVFID

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May 24, 2017 02:00 ET (06:00 GMT)

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