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| Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
|---|---|---|---|---|---|
| Foresight Solar & Technology Vct Plc | LSE:FTSV | London | Ordinary Share | GB00B640GZ49 | ORD 1P |
| Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
|---|---|---|---|---|---|---|---|---|---|---|
| 0.00 | 0.00% | 4.50 | 0.00 | 01:00:00 |
| Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
|---|---|---|---|---|---|
| 0 | 0 | N/A | 0 |
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TIDMFTSV
FORESIGHT SOLAR & INFRASTRUCTURE VCT PLC
Financial Highlights
-- Ordinary Shares Total Net Assets as at 31 December 2017: GBP26.9m
-- C Shares Total Net Assets as at 31 December 2017: GBP11.2m
-- D Shares Total Net Assets as at 31 December 2017: GBP5.4m
Ordinary Shares Fund
-- An interim dividend of 3.0p per share was paid on 24 November 2017.
-- Net Asset Value per Ordinary Share at 31 December 2017 was 99.6p (30 June
2017: 95.9p).
-- At 31 December 2017, the Ordinary Shares fund held positions in four UK
solar assets, with a total installed capacity of 35.7MW. During the
period the portfolio generated 16.1Gwh of clean energy, sufficient to
power approximately 5,200 UK homes for a year.
-- During the period two UK solar assets were acquired, increasing the
portfolio's capacity by 19.2MW.
-- In November 2017, the sale of the four UK FiT solar assets was completed.
-- An interim dividend of 3.0p per share will be paid on 27 April 2018,
based on an ex-dividend date of 12 April 2018 and a record date of 13
April 2018.
C Shares Fund
-- An interim dividend of 2.5p per share was paid on 24 November 2017.
-- Net Asset Value per C Share at 31 December 2017 was 90.0p (30 June 2017:
90.1p).
-- At 31 December 2017, the C Shares fund held positions in three UK solar
assets and one US solar asset, with a combined capacity of 16.8MW. During
the period the portfolio generated 8.7Gwh of clean energy, sufficient to
power approximately 2,810 UK homes for a year.
-- Post-period end, in January 2018, the sale of the EOSOL solar asset in
California was completed.
-- An interim dividend of 2.5p per share will be paid on 27 April 2018,
based on an ex-dividend date of 12 April 2018 and a record date of 13
April 2018.
D Shares Fund
-- Net Asset Value per D Share at 31 December 2017 was 95.1p (30 June 2017:
96.8p).
-- In November 2017, GBP0.4 million was invested in a 400kW rooftop solar
installation in Campania, Italy.
Dividend History
Ordinary Shares Dividend per share
24 November 2017 3.0p
7 April 2017 3.0p
18 November 2016 3.0p
8 April 2016 3.0p
13 November 2015 3.0p
10 April 2015 3.0p
14 November 2014 3.0p
4 April 2014 3.0p
25 October 2013 3.0p
12 April 2013 2.5p
31 October 2012 2.5p
Total 32.0p
C Shares Fund Dividend per share
24 November 2017 2.5p
7 April 2017 2.5p
18 November 2016 2.5p
8 April 2016 2.5p
13 November 2015 2.5p
10 April 2015 2.5p
14 November 2014 2.5p
Total 17.5p
Chairman's Statement
I am pleased to present the Unaudited Half-Yearly Financial Report for
Foresight Solar & Infrastructure VCT Plc and to provide you with an
update on the positive progress made. During the period the disposal of
the older Feed-in Tariff solar assets was completed at a favourable
price, and new projects acquired with potential for further returns.
These activities support the Company's objective of delivering its
target dividends and maximising long-term future returns for
Shareholders.
Although irradiation was 5.7% below expectations during the period, the
solar assets in the portfolio have performed efficiently, with
production just 2.7% below expectations at 24.8 Gigawatt hours of
electricity. This is enough to power approximately 8,000 UK homes for a
year.
The following statement is divided into three sections, each providing
an update on the respective share class funds within the Company.
Ordinary Shares
Performance and Dividends
The Net Asset Value per Ordinary Share increased to 99.6p at 31 December
2017, compared to 95.9p per share at 30 June 2017.
The valuation of the UK portfolio increased by approximately GBP0.4m,
which was in addition to deferred proceeds of GBP1.8m received
post-period end in January 2018, which related to the sale of the fund's
Italian solar assets in December 2016. This equates to a gain of GBP2.2m,
which is detailed in the Portfolio Overview table on p14. The underlying
Net Asset Value increased by 6.7p per Ordinary Share before deducting
the 3.0p per Ordinary Share dividend that was paid on 24 November 2017.
The Board is pleased to announce that the next interim dividend, of 3.0p
per Ordinary Share, will be paid on 27 April 2018. This will be based on
an ex-dividend date of 12 April 2018 and a record date of 13 April 2018.
This will bring the total dividends paid since launch to 35.0p per
Ordinary Share, and a total return of 131.6p per Ordinary Share since
launch.
The Board intends to pay an annual dividend of 5.0p per Ordinary Share
each year, payable bi-annually via interim dividends of 2.5p per
Ordinary Share in April and October. Since the launch of the Company,
this target has been either achieved or exceeded in all years to date.
The level of dividends is not, however, guaranteed.
Portfolio Activity
During the period, the fund's investee companies completed the
acquisition of two UK solar assets, Littlewood and Laurel Hill, which
are described in more detail in the Investment Manager's Report. The
fund's investee companies also completed the planned sale of the four
FiT assets, with the proceeds remaining available to finance both
existing and new projects.
Management Fees
The annual management fee of the Ordinary Shares fund is calculated as
1.5% of Net Assets and equated to GBP203,000 during the period.
Share Issues and Buybacks
During the period, 298,622 Ordinary Shares were repurchased for
cancellation. No new Shares were issued.
C Shares
Performance and Dividends
During the period, the Net Asset Value of the C Shares fund decreased to
GBP11.2m or 90.0p per share, down from GBP11.3m (90.1p per share) as at
30 June 2017. However, this reduction also includes an accrual for a
performance incentive fee to the investment manager of approximately
1.9p per C Share, which would become payable should the total
distributions on exit exceed 100p per C Share.
During the period the C Shares fund recognised net gains of GBP0.6m
across its investments, a breakdown of which can be found in the
Portfolio Overview table on page 14. This increase in valuation was
largely driven by the Investment Manager's optimisation programme, which
has led to lower Operations & Maintenance costs and improved Power
Purchase Agreement terms.
The underlying Net Asset Value increased by 2.4p per C Share before
deducting the 2.5p per C share dividend that was paid on 24 November
2017.
The Board is pleased to announce that the next interim dividend, of 2.5p
per C Share, will be paid on 27 April 2018 based on an ex-dividend date
of 12 April 2018 and a record date of 13 April 2018. This will bring the
total dividends paid since launch to 20.0p per C Share, and a total
return of 107.5p per C Share since launch.
Portfolio Activity
In December 2017, the C Share fund exchanged on the sale of the EOSOL
Solar Project, with the sale completing in January 2018 and generating a
small gain.
Management Fees
The annual management fee of the C Shares fund is calculated as 1.75% of
Net Assets and equated to GBP99,000 during the period (excluding the
accrued performance incentive fee of GBP234,000).
Issues and Buybacks
During the period, 37,677 C Shares were repurchased for cancellation. No
new shares were issued.
D Shares
In November 2017, the fund made its first investment into an
unsubsidised 400kW Italian rooftop solar project. Further details are
provided in the Investment Manager's Review on page 6.
Outlook
In light of the rules introduced to prohibit VCTs from making qualifying
investments into companies which carry on the business of energy
generation and the newly introduced risk-to capital condition, it is not
possible to raise any more equity capital for investment in accordance
with the original investment policy of the D Share fund. It is,
accordingly, sub-optimal for deployment on a basis commensurate with the
Ordinary Shares fund and the C Shares fund. The Company has applied to
HMRC for clearances that the Company's three share classes can be merged
with no adverse tax consequences as it is the Board's belief that a
share class merger would benefit all classes of shareholders through
enhanced liquidity and a reduction in the operating costs for each fund.
If clearances are received the Board anticipates recommending proposals
in this regard for the consideration of shareholders.
Operationally, the key focus of the Board remains the optimisation of
the portfolio's performance and valuation through a number of
initiatives. The Investment Manager continues to investigate
opportunities to refinance assets at lower interest rates and to explore
power price agreements (PPAs) that maximise revenues but retain
flexibility to appropriately manage the portfolio.
David Hurst-Brown
Chairman
29 March 2018
Investment Manager's Review
Ordinary Shares Portfolio
During the period, existing investee companies acquired two solar
projects, with a combined capacity of 19.2MW. They have been initially
financed using borrowings.
The Littlewood solar plant (5MW) in Mansfield, Nottinghamshire, was
purchased from its constructor Goldbeck in August 2017. Littlewood
presented an attractive investment opportunity given the quality of
Goldbeck projects and the fact that Foresight already had precedent
contracts from which to transact. The site connected to the grid in
March 2017 and all revenues generated from the point of connection are
to the benefit of the Company.
In September 2017, the Company also acquired Laurel Hill, a 14.2MW
construction stage solar plant located near Donaghcloney, Northern
Ireland. Post-period end, the plant successfully connected to the grid
at the end of February 2018, qualifying for 1.4 ROCs under the regime's
grace period. The project was acquired from solar developer BNRG, which
Foresight has worked with previously. The Investment Manager is
exploring opportunities to refinance Laurel Hill, with RBS expected to
provide this facility by the end of March 2018.
In November 2017 the Company successfully sold four of the portfolio's
older assets, which qualified for the Feed-in Tariff subsidy, to a
Korean investor. This was a profitable exit for the Company and the
proceeds have been retained to finance Littlewood and Laurel Hill.
C Shares Portfolio
Post-period end, in January 2018, after a long tender process, the
Investment Manager reached an agreement with Greenbacker Renewable
Energy Company to sell the Company's interests in the 3.6MW EOSOL asset
in California. The decision was taken to enable the Investment Manager
to capitalise on the current strong USD exchange rate and high demand
for operational solar assets in the US.
Portfolio Performance
For the period 1 July 2017 to 31 December 2017 total production was 3.1%
below expectations for the period against levels of irradiation that
were 4.7% below expectations.
D Shares Portfolio
In November, the fund made its first investment of GBP0.4m, to finance
the construction of a 400kW rooftop solar installation in Campania,
Italy. The solar panels are being installed on the roof of a building
owned by Telecomponenti, which manufactures plastic products for the
telecom and energy industry. This is the Company's first unsubsidised
project, with the majority of the electricity generated being sold to
Telecomponenti at a fixed price under a long-term contract. Construction
of the project is underway. Once the project is operational, it is
intended to fund a second stage, adding a further 500kW of capacity.
As detailed in the Chairman's Statement on page 5, in light of the
change in VCT regulations, a merger with the Ordinary and C Share
classes is currently being explored, which would benefit all classes of
shareholders through enhanced liquidity and a reduction in the operating
costs for each fund.
Regulatory and Market Changes
The key development in 2017 was the closure of the UK Renewable
Obligation scheme on 31 March 2017, which brought to an end a period of
significant growth for the UK's solar market. However, with total
installed capacity of over 12GW, the UK has a large and increasingly
mature solar sector that is expected to continue to provide potential
acquisition targets, albeit on an increasingly opportunistic basis.
During the second half of the year, there was increased discussion about
the future funding of the lowest cost renewables, onshore wind and
solar. Government announcements coinciding with the results of the
Contracts for Difference ("CfD") auction in September confirmed the
expectation that solar and onshore wind will continue to be excluded
from Pot 1 (established technologies) during the third auction round
expected in Spring 2019. In October, the release of the Clean Growth
Strategy (the Government's plan to grow the UK's national income while
cutting greenhouse gas emissions) also excluded any mention of future
support for onshore wind and ground mounted solar.
There has been growing support to reconsider the use of subsidies,
including proposals for technology neutral auctions from diverse groups
including backbench Conservative MPs, the Committee for Climate Change,
Energy UK, Dieter Helm's cost of energy review and a variety of NGOs and
energy trade associations. Meanwhile, a report from the Committee on
Climate Change in June 2017 highlighted that the UK is significantly
behind its 2030 targets to reduce carbon emissions and could fail to
meet the legally binding commitments set out in the UK's Fifth Carbon
Budget. Despite this, the Investment Manager believes there will be
limited Governmental support for new ground mounted solar projects for
the foreseeable future.
In December 2017, Ofgem published a consultation which is broadly
supportive of the co-location of battery storage facilities with ROC
accredited renewable energy installations, lifting concerns that this
could invalidate existing ROC accreditations. The Investment Manager
will continue to monitor the progress of these market developments and
its potential to accelerate the transition to a decentralised energy
system.
There remains political uncertainty following the UK's vote to withdraw
from the European Union and the UK snap general election held on 8 June
2017.
Although formal Brexit negotiations started on 19 June 2017, it remains
unclear to what extent the UK power market will continue to be
integrated with the wider EU power market and therefore what the impact
on wholesale power prices will be. The most noticeable impact of Brexit
for the Company so far has been sterling's depreciation. This has had
the effect of increasing UK power prices as the cost of natural gas and
electricity imported from Europe has risen. The Company will continue to
carefully monitor any potential political effects from Brexit, however
current indications suggest that the UK Government remains committed to
a carbon reduction agenda.
Power Prices
The average power price achieved across the portfolio during the period
1 July 2017 to 31 December 2017 was GBP45.36 per MWh, which compares
favourably to GBP41.36 for the year to 30 June 2017.
Power prices experienced some volatility during the second half of 2017.
Having dipped during the summer months, prices rose during the fourth
quarter. The average power price in December 2017 was GBP53.24 per MWh,
compared to GBP41.05 per MWh during the summer period.
Wholesale gas prices, a key driver of UK electricity prices, climbed
after the UK's main gas storage supply, Centrica's Rough facility,
closed after decades of use. In December 2017, gas prices jumped after a
double blow to key infrastructure following an explosion at a natural
gas hub in Baumgarten in Austria and the closure of a pipeline in the
North Sea that feeds the UK market. This, combined with December's cold
snap across the Continent, caused major concerns around the gas supply,
pushing energy prices higher.
During the period 1 July 2017 to 31 December 2017 there was a downward
movement of 4.4% in the medium to long term power price forecast. The
Investment Manager uses forward looking power price assumptions to
assess the likely future income of the portfolio assets for valuation
purposes. The Company's assumptions are formed from a blended average of
the forecasts provided by third party consultants and are updated on a
quarterly basis. The Investment Manager's forecasts continue to assume
an increase in power prices in real terms over the medium to long-term
of 1.3% per annum (30 June 2017: 1.7%), driven by higher gas and carbon
prices.
During the period, 77.9% of the Company's operational portfolio revenue
came from the FiT subsidy or sale of ROCs and other green benefits to an
offtaker. These revenues are directly and explicitly linked to inflation
for 20 years from the accreditation date under the ROC regime and
subject to Retail Price Index ("RPI") inflationary increases applied by
Ofgem in April of each year.
The majority of the remaining 22.1% of revenues derive from electricity
sales, which are subject to wholesale electricity price movements.
Electricity prices in the UK are a component of the RPI index basket of
goods and services and as a result present a degree of correlation with
the long term RPI. This direct indexation of revenues derived from ROC
benefits and the degree of inflation linkage of the wholesale
electricity price provides a significant percentage of cash flows
correlated with long-term inflation.
PPAs are entered into between each individual solar power asset and
offtakers in the UK electricity supply market. Under the PPAs, each
asset will sell the entirety of the generated electricity and ROCs to
the designated offtaker.
The Company's PPA strategy seeks to optimise revenues from the power
generated, while keeping the flexibility to manage the portfolio
appropriately. As at 31 December 2017, all of the UK sites have variable
price PPAs in place and have subsequently benefitted from higher power
prices during the period. However, as part of the Investment Manager's
ongoing efforts to maximise the commercial performance of the portfolio,
the Investment Manager is constantly reassessing conditions in the
electricity market and updating its view on likely future movements. The
Company retains the option to fix the PPAs of its portfolio assets at
any time.
Outlook
Although the lack of regulatory support for new large scale solar
projects in the UK has halted the flow of primary solar assets to market,
the Company continues to see opportunities to acquire existing
operational assets currently being held by short term investors. The
Investment Manager expects future growth in the UK solar market to be
driven by falling installation costs. In addition, the prospect of
co-locating lithium-ion battery facilities with solar projects should
further support the solar market as capex costs for this technology also
reduce.
The second half of 2017 saw some re-positioning of the portfolio from
the sale of the four FiT assets and subsequent sale of the US asset in
Q1 2018. In an increasingly competitive market, the Investment Manager
will continue to maintain its strong discipline and only acquire assets
that meet the Company's return requirements. It may be the case that
further opportunities arise in the Italian market this year.
The Investment Manager will continue to focus on maximising the
operating performance of the portfolio from a technical perspective
while seeking to secure improved commercial terms, as well as closely
monitoring the progress of the new assets.
Dan Wells
Partner
29 March 2018
Unaudited Half-Yearly Financial Report and Responsibility Statements
Principal Risks and Uncertainties
The principal risks faced by the Company can be divided into various
areas as follows:
-- Performance
-- Regulatory
-- Operational; and
-- Financial
The Board reported on the principal risks and uncertainties faced by the
Company in the Annual Report and Accounts for the year ended 30 June
2017. A detailed explanation can be on found on page 24 of the Annual
Report and Accounts which is available at www.foresightgroup.eu or by
writing to Foresight Group at The Shard, 32 London Bridge Street, London,
SE1 9SG.
In the view of the Board, save as mentioned on page 6 in the Investment
Manager's Summary review of the D Share Portfolio, there have been no
changes to the fundamental nature of these risks since the previous
report and these principal risks and uncertainties are equally
applicable to the remaining six months of the financial year as they
were to the six months under review.
Directors' Responsibility Statement:
The Disclosure and Transparency Rules ('DTR') of the UK Listing
Authority require the Directors to confirm their responsibilities in
relation to the preparation and publication of the Unaudited Half-Yearly
Financial Report for the six months ended 31 December 2017.
The Directors confirm to the best of their knowledge that:
(a) the summarised set of financial statements has been prepared in
accordance with the pronouncement on interim reporting issued by the
Accounting Standards Board;
(b) the Unaudited Half-Yearly Financial Report for the six months
ended 31 December 2017 includes a fair review of the information
required by DTR 4.2.7R (indication of important events during the first
six months of the year and a description of principal risks and
uncertainties that the Company faces for the remaining six months of the
year);
(c) the summarised set of financial statements give a true and fair
view of the assets, liabilities, financial position and profit or loss
of the Company as required by DTR 4.2.4R; and
(d) the interim management report includes a fair review of the
information required by DTR 4.2.8R (disclosure of related parties'
transactions and changes therein).
Going Concern
The Company's business activities, together with the factors likely to
affect its future development, performance and position are set out in
the Strategic Report in the 30 June 2017 Annual Report and Accounts. The
financial position of the Company, its cash flows, liquidity position
and borrowing facilities are described in the Chairman's Statement,
Strategic Report and Notes to the Accounts of the 30 June 2017 Annual
Report and Accounts. In addition, the Annual Report and Accounts
includes the Company's objectives, policies and processes for managing
its capital; its financial risk management objectives; details of its
financial instruments and hedging activities; and its exposures to
credit risk and liquidity risk.
The Company has considerable financial resources together with
investments and income generated therefrom, which benefit from
Feed-in-Tariffs guaranteed by the UK Government. As a consequence, the
Directors believe that the Company is well placed to manage its business
risks successfully despite the current uncertain economic outlook.
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 buy-back programme
and dividend policy. The Company has no external loan finance in place
and therefore is not exposed to any gearing covenants.
The Directors have reasonable expectation that the Company has adequate
resources to continue in operational existence for the foreseeable
future. Thus they continue to adopt the going concern basis of
accounting in preparing the annual financial statements.
The Half-Yearly Financial Report for the six months ended 31 December
2017 has not been audited or reviewed by the auditors.
On behalf of the Board
David Hurst-Brown
Chairman
29 March 2018
Unaudited Non-Statutory Analysis of the Share Classes
Income Statements
for the six months ended 31 December 2017
Ordinary Shares Fund C Shares Fund D Shares Fund
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
Investment
holding
gains - 2,188 2,188 - 620 620 - - -
Realised
losses on
investments - - - - - - - - -
Income 253 - 253 107 - 107 14 - 14
Investment
management
fees (51) (152) (203) (25) (308) (333) (12) (36) (48)
Interest
payable (200) - (200) - - - - - -
Other expenses (158) - (158) (83) - (83) (58) - (58)
(Loss)/return
on ordinary
activities
before
taxation (156) 2,036 1,880 (1) 312 311 (56) (36) (92)
Taxation - - - - - - - - -
(Loss)/return
on ordinary
activities
after
taxation (156) 2,036 1,880 (1) 312 311 (56) (36) (92)
(Loss)/return
per share (0.6)p 7.5p 6.9p (0.0)p 2.5p 2.5p (1.0)p (0.6)p (1.6)p
Balance Sheets
at 31 December 2017
Ordinary
Shares C Shares D Shares
Fund Fund Fund
GBP'000 GBP'000 GBP'000
Fixed assets
Investments held at fair value through profit and
loss 42,792 11,285 1,620
Current assets
Debtors 108 162 435
Money market securities and other deposits 9 - -
Cash 10 70 4,536
127 232 4,971
Creditors
Amounts falling due within one year (990) (291) (1.232)
Net current (liabilities)/assets (863) (59) 3,739
Creditors
Amounts falling due greater than one year (15,000) - -
Net assets 26,929 11,226 5,359
Capital and reserves
Called-up share capital 270 125 56
Share premium - 1,528 5,522
Capital redemption reserve 115 - -
Profit and loss account 26,544 9,573 (219)
Equity shareholders' funds 26,929 11,226 5,359
Number of shares in issue 27,026,216 12,471,570 5,636,181
Net asset value per share 99.6p 90.0p 95.1p
At 31 December 2017 there was an inter-share debtor/creditor of
GBP393,000 which has been eliminated on aggregation.
Reconciliations of Movements in Shareholders' Funds
for the six months ended 31 December 2017
Called-up Share Capital
share premium redemption Profit
capital account reserve and loss account Total
Ordinary
Shares
Fund GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
As at 1
July 2017 273 - 112 25,812 26,197
Expenses in
relation
to prior
year share
issues - - - (41) (41)
Repurchase
of shares (3) - 3 (290) (290)
Dividends - - - (817) (817)
Return for
the
period - - - 1,880 1,880
As at 31
December
2017 270 - 115 26,544 26,929
Called-up Share Capital
share premium redemption Profit
capital account reserve and loss account Total
C Shares
Fund GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
As at 1
July 2017 125 1,535 - 9,607 11,267
Expenses in
relation
to prior
year share
issues - (7) - - (7)
Repurchase
of shares - - - (32) (32)
Dividends - - - (313) (313)
Return for
the
period - - - 311 311
As at 31
December
2017 125 1,528 - 9,573 11,226
Called-up Share Capital
share premium redemption Profit
capital account reserve and loss account Total
D Shares
Fund GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
As at 1
July 2017 56 5,526 - (127) 5,455
Expenses in
relation
to prior
year share
issues - (4) - - (4)
Repurchase
of shares - - - - -
Dividends - - - - -
Loss for
the
period - - - (92) (92)
As at 31
December
2017 56 5,522 - (219) 5,359
Unaudited Income Statement
for the six months ended 31 December 2017
Six months ended Six months ended Year ended
31 December 2017 31 December 2016 30 June 2017
(unaudited) (unaudited) (audited)
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
Investment
holding
gains - 2,808 2,808 - 7,014 7,014 - 7,938 7,938
Realised
losses on
investments - - - - (3,319) (3,319) - (3,318) (3,318)
Income 374 - 374 438 - 438 871 - 871
Investment
management
fees (88) (496) (584) (99) (928) (1,027) (205) (1,668) (1,873)
Interest
payable (200) - (200) - - - (30) - (30)
Other expenses (299) - (299) (233) - (233) (537) - (537)
(Loss)/return
on ordinary
activities
before
taxation (213) 2,312 2,099 106 2,767 2,873 99 2,952 3,051
Taxation - - - - - - (33) 33 -
(Loss)/return
on ordinary
activities
after
taxation (213) 2,312 2,099 106 2,767 2,873 66 2,985 3,051
(Loss)/return
per share:
Ordinary Share (0.6)p 7.5p 6.9p 0.4p 3.9p 4.3p 0.3p 3.2p 3.5p
C Share (0.0)p 2.5p 2.5p (0.2)p 10.4p 10.2p 0.0p 14.9p 14.9p
D Share (1.0)p (0.6)p (1.6)p (0.4)p (0.6)p (1.0)p (1.7)p (1.4)p (3.1)p
The total column of this statement is the profit and loss account of the
Company and the revenue and capital columns represent supplementary
information.
All revenue and capital items in the above Income Statement are derived
from continuing operations. No operations were acquired or discontinued
in the period.
The Company has no recognised gains or losses other than those shown
above, therefore no separate statement of total recognised gains and
losses has been presented.
Unaudited Balance Sheet
at 31 December 2017
Registered Number: 07289280
As at As at As at
31 December 2017 31 December 2016 30 June 2017
(unaudited) (unaudited) (audited)
GBP'000 GBP'000 GBP'000
Fixed assets
Investments held at fair
value through profit or
loss 55,697 53,011 53,752
Current assets
Debtors 312 621 432
Money market securities
and other deposits 9 9 9
Cash 4,616 4,256 5,694
4,937 4,886 6,135
Creditors
Amounts falling due
within one year (2,120) (4,504) (1,968)
Net current assets 2,817 382 4,167
Creditors
Amounts falling due
within one year (15,000) - (15,000)
Net assets 43,514 53,393 42,919
Capital and reserves
Called-up share capital 451 543 454
Share premium account 7,050 5,005 7,061
Capital redemption
reserve 115 2 112
Profit and loss account 35,898 47,843 35,292
Equity shareholders'
funds 43,514 53,393 42,919
Net asset value per share
Ordinary Share 99.6p 101.7p 95.9p
C Share 90.0p 88.1p 90.1p
D Share 95.1p 98.9p 96.8p
Unaudited Reconciliation of Movements in Shareholders' Funds
for the six months ended 31 December 2017
Called-up Share Capital Profit and
share premium redemption loss
Company capital account reserve account Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
As at 1 July
2017 454 7,061 112 35,292 42,919
Expenses in
relation to
prior year
share
issues - (11) - (41) (52)
Repurchase of
shares (3) - 3 (322) (322)
Dividends - - - (1,130) (1,130)
Return for
the period - - - 2,099 2,099
As at 31
December
2017 451 7,050 115 35,898 43,514
Unaudited Cash Flow Statement
for the six months ended 31 December 2017
Year
ended
Six months ended Six months ended 30 June
31 December 2017 31 December 2016 2017
(unaudited) (unaudited) (audited)
GBP'000 GBP'000 GBP'000
Cash flow from operating activities
Deposit and similar interest received 2 - 1
Investment management fees paid (462) (391) (723)
Performance incentive fee paid - - (3,323)
Secretarial fees paid (177) (111) (150)
Other cash payments (513) (165) (341)
Taxation - - -
Net cash outflow from operating activities (1,150) (667) (4,536)
Returns on investing activities
Purchase of investments (149) - (32)
Net proceeds on sale of investments 1,012 2,366 2,649
Investment income received 484 391 1,047
Net capital inflow from investing activities 1,347 2,757 3,664
Financing
Proceeds of fund raising - 1,887 4,058
Proceeds from borrowing on long term debt - - 15,000
Expenses of fund raising (67) (130) (298)
Expenses in relation to tender offer - - (156)
Repurchase of own shares (78) - (10,986)
Equity dividends paid (1,130) (1,462) (2,923)
Net cash (outflow)/inflow from financing
activities (1,275) 295 4,695
Net (outflow)/inflow of cash in the year (1,078) 2,385 3,823
Reconciliation of net cash flow to movement in net
funds
(Decrease)/increase in cash for the period (1,078) 2,385 3,823
Net cash at start of period 5,703 1,880 1,880
Net cash at end of period 4,625 4,265 5,703
Analysis of changes in net debt
1 July 31 December
2017 Cash flow 2017
GBP'000 GBP'000 GBP'000
Cash and cash equivalents 5,703 (1,078) 4,625
Notes to the Unaudited Half-Yearly Financial Report
for the six months ended 31 December 2017
1 The Unaudited Half-Yearly results have been prepared on the basis of
accounting policies set out in the statutory accounts of the Company for
the year ended 30 June 2017. Unquoted investments have been valued in
accordance with International Private Equity and Venture Capital
Valuation guidelines.
2 These are not statutory accounts in accordance with S436 of the
Companies Act 2006 and the financial information for the six months
ended 31 December 2017 and 31 December 2016 has been neither audited nor
reviewed. Statutory accounts in respect of the year to 30 June 2017 have
been audited and reported on by the Company's auditor and delivered to
the Registrar of Companies and included the report of the auditor which
was unqualified and did not contain a statement under S498(2) or S498(3)
of the Companies Act 2006. No statutory accounts in respect of any
period after 30 June 2017 have been reported on by the Company's auditor
or delivered to the Registrar of Companies.
3 Copies of the Unaudited Half-Yearly Financial Report for the six
months ended 31 December 2017 have been sent to shareholders and are
available for inspection at the Registered Office of the Company at The
Shard, 32 London Bridge Street, London, SE1 9SG. Copies are also
available electronically at www.foresightgroup.eu.
4 Net asset value per share
The net asset value per share is based on net assets at the end of the
period and the number of shares in issue at that date.
Ordinary Shares Fund C Shares Fund D Shares Fund
Number of Number of Number of
Net assets Shares in Net assets Shares in Net assets Shares in
GBP'000 issue GBP'000 issue GBP'000 issue
31
December
2017 26,929 27,026,216 11,226 12,471,570 5,359 5,636,181
31
December
2016 38,933 38,290,862 11,020 12,509,247 3,440 3,478,171
30 June
2017 26,197 27,324,838 11,267 12,509,247 5,455 5,636,181
5 Return per share
The weighted average number of shares for the Ordinary Shares, C Shares
and D Share funds used to calculate the respective returns are shown in
the table below:
Ordinary Shares Fund C Shares Fund D Shares Fund
Number of Shares Number of Shares Number of Shares
Six months ended
31 December 2017 27,324,838 12,509,247 5,636,181
Six months ended
31 December 2016 38,290,862 12,509,247 2,591,629
Year ended 30 June
2017 37,041,226 12,509,247 3,761,042
6 Income
Year
ended
Six months ended Six months ended 30 June
31 December 2017 31 December 2016 2017
(unaudited) (unaudited) (audited)
GBP'000 GBP'000 GBP'000
Loan stock interest 300 437 786
Dividends receivable 72 - 84
Bank interest 2 1 1
374 438 871
7 Investments held at fair value through profit or loss
Ordinary
Shares C Shares D Shares
Fund Fund Fund Company
Company GBP'000 GBP'000 GBP'000 GBP'000
Book cost as at 1 July 2017 22,743 8,316 1,620 32,679
Investment holding gains 17,762 3,311 - 21,079
Valuation at 1 July 2017 40,505 11,627 1,620 53,752
Movements in the period:
Purchases at cost 149 - - 149
Disposal proceeds (50) (962) - (1,012)
Investment holding gains 2,188 620 - 2,808
Valuation at 31 December 2017 42,792 11,285 1,620 53,697
Book cost at 31 December 2017 22,842 7,354 1,620 31,816
Investment holding gains 19,950 3,931 - 23,881
Valuation at 31 December 2017 42,792 11,285 1,620 55,697
8 Transactions with the manager
Details of arrangements of the Company with Foresight Group are given in
the Annual Report and Accounts for the year ended 30 June 2017, in the
Directors' Report and Notes 3 and 13.
Foresight Group, which acts as investment manager to the Company in
respect of its venture capital investments earned management fees of
GBP350,000 in the six months ended 31 December 2017 (31 December 2016:
GBP396,000; 30 June 2017: GBP820,000). Foresight Group are also a party
to the performance incentive agreement described in Note 13 of the
Annual Report and Accounts for the year ended 30 June 2017.
Foresight Group also provides administration services to the Company,
and received fees excluding VAT of GBP99,000 during the six months ended
31 December 2017 (31 December 2016: GBP96,000; 30 June 2017:
GBP211,000). The annual administration and accounting fee (which is
payable together with any applicable VAT) is 0.3% of the net funds
raised (subject to a minimum index-linked fee of GBP60,000 for each of
the Ordinary, C and D Shares funds).
At the balance sheet date there was GBP40,000 due from Foresight Group
(31 December 2016: GBP29,000 due to Foresight Group; 30 June 2017:
GBP204,000 due to Foresight Group).
Foresight Group are responsible for external costs such as legal and
accounting fees, incurred on transactions that do not proceed to
completion ('abort expenses'). In line with industry practice, Foresight
Group retain the right to charge arrangement and syndication fees and
Directors' or monitoring fees ('deal fees') to companies in which the
Company invests.
9 Related party transactions
There were no related party transactions in the period.
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: Foresight Solar & Infrastructure VCT plc via Globenewswire
http://www.foresightgroup.eu/
(END) Dow Jones Newswires
March 29, 2018 08:25 ET (12:25 GMT)
Copyright (c) 2018 Dow Jones & Company, Inc.
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