TIDMCRWN
Crown Place VCT PLC
LEI number: 213800SYIQPA3L3T1Q68
Crown Place VCT PLC (the "Company") today makes public its information
relating to the Half-yearly Financial Report (which is unaudited) for
the six months to 31 December 2018. This announcement was approved by
the Board of Directors on 19 February 2019.
The full Half-yearly Financial Report for the period to 31 December 2018
will shortly be sent to shareholders and will be available on the Albion
Capital Group LLP website by clicking
https://www.globenewswire.com/Tracker?data=warcwKBMGLl3GtBDwGyEtp_BtFfhQTkbsO3hX0X09Og0ZcGKtFHiiqKHXyPimZubSgAibiIPTD7bKW06P4d03Fs7wHUjVXG1mDtPBLEcC-Ksoz_wHvfT_c5YwirseU7crtS0au0cgRM9Fg_ZRRd7O1OnfBSTJmEuoCuxe45yUGc=
www.albion.capital/funds/CRWN/31Dec18.pdf.
Investment policy
The Company will invest in a broad portfolio of smaller, unquoted growth
businesses across a variety of sectors including higher risk technology
companies. Investments may take the form of equity or a mixture of
equity and loans.
Whilst allocation of funds will be determined by the investment
opportunities which become available, efforts will be made to ensure
that the portfolio is diversified both in terms of sector and stage of
maturity of investee businesses. Funds held pending investment or for
liquidity purposes will be held principally as cash on deposit.
Risk diversification and maximum exposures
Risk is spread by investing in a number of different businesses within
venture capital trust qualifying industry sectors using a mixture of
securities, as permitted. The maximum amount which the Company will
invest in a single portfolio company is 15 per cent. of the Company's
assets at cost thus ensuring a spread of investment risk. The value of
an individual investment may increase over time as a result of trading
progress and it is possible that it may grow in value to a point where
it represents a significantly higher proportion of total assets prior to
a realisation opportunity being available.
The Company's maximum exposure in relation to gearing is restricted to
the amount of its adjusted share capital and reserves.
Financial calendar
Record date for second dividend 1 March 2019
Payment of second dividend 29 March 2019
Financial year end 30 June 2019
Financial highlights
Six months ended Six months ended Year ended
31 December 2018 31 December 2017 30 June 2018
(pence per share) (pence per share) (pence per share)
Opening net asset
value 33.50 30.98 30.98
Revenue return 0.21 0.17 0.36
Capital return 2.53 1.32 4.28
----------------- ----------------- -----------------
Total return 2.74 1.49 4.64
Dividends paid (1.00) (1.00) (2.00)
Impact from buy-backs
and issue of share
capital 0.02 - (0.12)
----------------- ----------------- -----------------
Closing net asset
value 35.26 31.47 33.50
--------------------- ----------------- ----------------- -----------------
Shareholder return and shareholder value (pence per share)
Shareholder return from launch to April 2005 (date
that Albion Capital was appointed investment manager):
Total dividends paid to 6 April 2005 (i) 24.93
Decrease in net asset value (56.60)
-------------------------------------------------------- -----------------
Total shareholder return to 6 April 2005 (31.67)
-------------------------------------------------------- -----------------
Shareholder return from April 2005 to 31 December
2018 (period that Albion Capital has been investment
manager):
Total dividends paid 31.80
Decrease in net asset value (8.14)
-------------------------------------------------------- -----------------
Total shareholder return from April 2005 to 31 December
2018 23.66
-------------------------------------------------------- -----------------
Shareholder value since launch:
Total dividends paid to 31 December 2018 (i) 56.73
Net asset value as at 31 December 2018 35.26
-------------------------------------------------------- -----------------
Total shareholder value as at 31 December 2018 91.99
-------------------------------------------------------- -----------------
Notes
(i) Prior to 6 April 1999, venture capital trusts were able
to add 20 per cent. to dividends and figures for the period up until 6
April 1999 are included at the gross equivalent rate actually paid to
shareholders.
Current dividend objective:
Pence per share (per annum) 2.00
----
Dividend yield on net asset value as at 31 December
2018 5.7%
----
31 December 2018
Total shareholder value since launch: (pence per share)
-------------------------------------------------------- ------------------
Total dividends paid during:
the period from launch to 6 April 2005 (prior to change
of manager) 24.93
the year ended 28 February 2006 1.00
the period ended 30 June 2007 3.30
the year ended 30 June 2008 2.50
the year ended 30 June 2009 2.50
the year ended 30 June 2010 2.50
the year ended 30 June 2011 2.50
the year ended 30 June 2012 2.50
the year ended 30 June 2013 2.50
the year ended 30 June 2014 2.50
the year ended 30 June 2015 2.50
the year ended 30 June 2016 2.50
the year ended 30 June 2017 2.00
the year ended 30 June 2018 2.00
the six months ended 31 December 2018 1.00
Total dividends paid to 31 December 2018 56.73
Net asset value as at 31 December 2018 35.26
------------------
Total shareholder value as at 31 December 2018 91.99
-------------------------------------------------------- ------------------
In addition to the dividends paid above, the Board has declared a second
dividend for the year ending 30 June 2019 of 1 penny per share, to be
paid on 29 March 2019 to shareholders on the register on 1 March 2019.
Interim management report
Results
I am pleased to present the results for the Company for the six month
period to 31 December 2018 which shows a total return of 2.74 pence per
share (8.2% on opening net assets). This compares to a 1.49 pence per
share total return for the same period in the previous year, and 4.64
pence per share for the year ended 30 June 2018.
Following payment of the first dividend for the year of 1 penny per
share on 30 November 2018, the net asset value as at 31 December 2018
was 35.26 pence per share (30 June 2018: 33.50 pence per share). The
total return for the period was GBP4,519,000 compared to GBP2,239,000
for the six months to 31 December 2017.
Portfolio review
During the six month period, the Company deployed GBP1.6 million into
qualifying investments (31 December 2017: GBP3.0 million). Of this
amount, GBP841,000 was invested in four new portfolio companies, all of
which are likely to require further investment as the companies prove
themselves and grow:
-- GBP356,000 in Phrasee, which provides an AI platform that generates
language to optimise marketing campaigns;
-- GBP210,000 in Arecor, to fund the development of biopharmaceuticals,
specialising in diabetes treatment;
-- GBP160,000 in Forward Clinical, a secure mobile communications and
collaboration platform in healthcare; and
-- GBP115,000 in ePatient Network (trading as Raremark), which provides an
online community connecting people affected by rare diseases with
up-to-date scientific information, community insights and medical
research.
Further investments were made in existing portfolio companies, most
notably: GBP320,000 into Locum's Nest to further support its solution
for the management of locum doctors for the NHS, GBP248,000 into
Quantexa to expand its networks analytics platform following a period of
strong trading, and GBP119,000 into Egress Software Technologies to fund
further growth.
Investments realised during the period primarily related to GBP358,000
of proceeds from the sale of the Company's holding in Infinite Ventures
(Goathill) which, including interest received, resulted in a return of
1.6 times cost. Further details on realisations and loan stock
repayments can be found in the realisations table below.
Particularly good progress in the period was achieved by ELE Advanced
Technologies, which saw significant growth in trading and profit in the
period, and the annual professional third party valuation of Radnor
House School (Holdings) increased, as pupil numbers at our Radnor House
Sevenoaks School continue to grow. We are also pleased to report that
The Evewell (Harley Street), an operator of a women's health centre
focusing on fertility, opened during the year. Mirada Medical and Egress
Software Technologies, meanwhile, both attracted new third party
investment at prices considerably higher than our previous holding
values.
Investment portfolio by sector
The chart at the end of the announcement illustrates the composition of
the portfolio by industry sector as at 31 December 2018.
Dividends
In line with the annual dividend target for the Company of 2 pence per
share, the first dividend for the current financial year of 1 penny per
share was paid on 30 November 2018. A second dividend of 1 penny per
share will be paid on 29 March 2019 to shareholders on the register on 1
March 2019.
The Board aims to maintain this level of annualised dividend
distribution going forward, subject to the availability of cash
resources and distributable reserves. Based on the net asset value as at
31 December 2018, this equates to a 5.7% yield.
Dividends are paid free of tax to shareholders. Qualifying shareholders
who elect to participate in the Dividend Reinvestment Scheme will be
able, in respect of further dividends, to receive their dividends in the
form of new shares rather than cash, which will entitle them to income
tax relief at the current rate of 30% (new shares will need to be held
for at least five years to retain the tax relief). Further details of
the Dividend Reinvestment Scheme can be found on the Manager's website
https://www.globenewswire.com/Tracker?data=warcwKBMGLl3GtBDwGyEtp_BtFfhQTkbsO3hX0X09Oj4x8FgfaRdPrqvU5wjPX2CaGijIHBk0qor_pMoByqxZ67KKpX2x594VfDHmKlc0Nmj742J0-d5gNeOxi-ge2gJ
www.albion.capital/funds/CRWN.
Risks and uncertainties
The outlook for the UK and global economies, including the uncertainty
and potential disruption from the departure of the UK from the EU,
continues to be the key risk affecting the Company. Investment risk is
mitigated in a number of ways, including our policy that the portfolio
should be balanced across sectors and stages of investment.
Other risks and uncertainties remain unchanged and are as detailed in
note 13.
Share buy-backs
It remains the Board's primary objective to maintain sufficient
resources for investment in existing and new portfolio companies and for
the continued payment of dividends to shareholders. The Board's policy
is to buy back shares in the market, subject to the overall constraint
that such purchases are in the Company's interest, and it is the Board's
intention for such buy-backs to be in the region of a 5% discount to net
asset value, so far as market conditions and liquidity permit.
During the period, the Company bought back and held in treasury
1,369,000 shares at a total cost of GBP429,000, in-line with the share
buy-back policy.
Transactions with the Manager
Details of the transactions that took place with the Manager in the
period can be found in note 5.
Albion VCTs Prospectus Top Up Offers 2018/19
Your Board, in conjunction with the boards of other VCTs managed by
Albion Capital Group LLP, launched a prospectus top up offer of new
Ordinary shares on 7 January 2019. A Securities Note, which forms part
of the prospectus, has been sent to shareholders. The proceeds will be
used to provide further resources at a time when a number of attractive
investment opportunities are being seen.
Board composition
As part of the Board's succession planning, and after almost 9 years on
the Board including 4 years as chairman of the Audit and Risk Committee,
Karen Brade will retire from the Board in September 2019. James Agnew
will succeed Karen as chairman of the Audit and Risk Committee. As
announced on 14 February 2019, Pam Garside, a healthcare entrepreneur
and member of the Cambridge Business Angels, will join the Board on 1
March 2019.
Outlook
We are pleased with the performance of the Company's investment
portfolio during the period under review. The portfolio is balanced
across sectors and risk classes and is well positioned for future growth
which gives us confidence that we can continue to grow shareholder value
over the coming years.
Richard Huntingford
Chairman
19 February 2019
Responsibility statement
The Directors, Richard Huntingford, James Agnew, Karen Brade and Penny
Freer, are responsible for preparing the Half-yearly Financial Report.
In preparing these condensed Financial Statements for the period to 31
December 2018 we, the Directors of the Company, confirm that to the best
of our knowledge:
(a) the condensed set of Financial Statements, which has been prepared
in accordance with Financial Reporting Standard 104 "Interim Financial
Reporting", gives a true and fair view of the assets, liabilities,
financial position and profit and loss of the Company as required by DTR
4.2.4R;
(b) the Interim management report includes a fair review of the
information required by DTR 4.2.7R (indication of important events
during the first six months and description of principal risks and
uncertainties for the remaining six months of the year); and
(c) 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).
This Half-yearly Financial Report has not been audited or reviewed by
the Auditor.
For and on behalf of the Board
Richard Huntingford
Chairman
19 February 2019
Portfolio of investments
As at 31 December 2018 As at 30 June 2018
(unaudited) (audited)
----------------------------------
%
voting Cost Value Cost Value Change in value for the period*
Portfolio company Nature of business rights GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
------------------- --------------------------------------------------------------- ------- --------- ------------- --------- --------- ----------------------------------
Radnor House School
(Holdings)
Limited Independent schools for children aged 5-18 9.0 2,746 6,766 2,746 6,055 711
ELE Advanced
Technologies
Limited Manufacturer of precision engineering components 41.9 1,050 4,557 1,050 3,404 1,153
Shinfield Lodge Owner and operator of a 66 bed care home in Shinfield,
Care Limited Berkshire 11.8 2,140 4,079 2,140 3,814 265
Chonais River Hydro Owner and operator of a 2 MW hydro-power scheme in
Limited the Scottish Highlands 14.0 1,549 3,307 1,549 3,294 13
Active Lives Care Owner and operator of a 75 bed care home in Cumnor
Limited Hill, Oxfordshire 7.5 1,620 2,795 1,620 2,556 239
Ryefield Court Care Owner and operator of a 60 bed care home in Hillingdon,
Limited Middlesex 7.7 1,275 2,235 1,275 2,108 127
Quantexa Limited Network analytics platform to detect financial crime 1.8 438 1,816 190 1,568 -
Gharagain River Owner and operator of a 1 MW hydro-power scheme in
Hydro Limited the Scottish Highlands 15.0 1,116 1,670 1,116 1,671 (1)
Mirada Medical
Limited Developer of medical imaging software 6.3 348 1,495 348 965 530
Proveca Limited Reformulation of paediatric medicines 5.9 586 1,385 586 1,211 174
Earnside Energy Anaerobic digestion and composting plant located in
Limited Scotland 7.0 1,123 1,356 1,123 1,240 116
G. Network
Communications Ultra-fast fibre optic broadband provider in central
Limited London 3.2 580 1,240 580 943 297
The Stanwell Hotel
Limited Boutique hotel located near Heathrow Terminal 5 10.8 1,682 898 1,682 513 385
Beddlestead Limited Developer and operator of a dedicated wedding venue 8.2 892 895 892 893 2
Convertr Media
Limited Digital lead generation software 4.3 600 863 600 779 84
Egress Software
Technologies
Limited Encrypted email and file transfer service provider 0.9 306 845 187 422 304
The Street by
Street Solar Owner and operator of photovoltaic systems on domestic
Programme Limited properties 4.4 461 798 461 797 1
Bravo Inns II
Limited Owner and operator of freehold pubs 3.6 595 780 595 764 16
The Evewell (Harley
Street) Limited Operator of a women's health centre focusing on fertility 6.2 778 778 778 779 (1)
Alto Prodotto Wind Owner and operator of community scale wind energy
Limited projects 4.1 351 593 361 616 (10)
MPP Global
Solutions Limited Provider of a digital subscription management platform 1.9 550 550 550 550 -
Regenerco Renewable Generator of renewable energy from roof top solar
Energy Limited installations 3.4 344 547 344 528 19
DySIS Medical
Limited Medical devices for the detection of cervical cancer 3.8 1,038 529 1,005 494 35
Process Systems
Enterprise
Limited Process modelling software and services 1.4 138 482 138 449 33
MHS 1 Limited Education 6.9 481 481 481 481 -
Black Swan Data
Limited Data analysis that supports corporate decision making 1.0 454 454 454 454 -
A technology enabled service business in medical nutritional
Oviva AG therapy (MNT) 2.5 435 439 435 544 (105)
Locum's Nest Provider of a technology solution for the management
Limited of locum doctors for the NHS 4.6 400 424 80 104 -
Provider of a platform for collecting data from pharmaceutical
MyMeds&Me Limited adverse events 4.6 440 416 440 509 (93)
Zift Channel
Solutions Inc. Business collaboration and communication solutions 0.6 321 363 321 378 (15)
Phrasee Limited AI platform that generates optimised marketing campaigns 1.7 356 356 - - -
Secured by Design
Limited Automotive technology research and consultancy provider 1.5 220 356 220 289 67
Panaseer Limited Provider of cyber security services 1.5 253 351 253 351 -
Software and services for non-interventional clinical
Cisiv Limited trials 3.1 278 267 216 112 93
Bravo Inns Limited Owner and operator of freehold pubs 2.6 306 228 306 220 8
Development of biopharmaceuticals through the application
Arecor Limited of a formulation technology platform 1.2 210 210 - - -
Koru Kids Limited Online marketplace connecting parents and nannies 1.6 200 200 200 200 -
Owner and operator of photovoltaic systems on domestic
AVESI Limited properties 3.8 123 180 123 175 5
Sandcroft Avenue
Limited
(PayAsUGym) A provider of flexible access to gyms 0.9 159 166 159 166 -
InCrowd Sports
Limited Developer of mobile apps for professional sports clubs 1.7 147 161 147 161 -
Forward Clinical A secure mobile communication and collaboration platform
Limited in healthcare 1.5 160 160 - - -
Aridhia Informatics
Limited Healthcare informatics and analysis provider 2.4 412 148 412 148 -
Refurbisher and manufacturer of MEMS and semiconductor
memsstar Limited fabrication equipment 3.0 104 144 109 202 (53)
Oxsensis Limited Developer and producer of high temperature sensors 1.3 238 141 238 141 -
A patient engagement and data capture platform for
uMotif Limited use in research 0.9 140 140 140 140 -
ePatient Network
Limited Online community connecting people affected by rare
(Raremark) diseases 1.3 115 115 - - -
Kew Green VCT
(Stansted) Operator of a Holiday Inn Express hotel at Stansted
Limited Airport 2.0 22 111 22 102 9
Abcodia Limited Validation and discovery of serum biomarkers 1.7 304 107 304 107 -
Greenenerco Limited Owns & operates a 500kW wind project 1.9 61 102 62 105 (2)
OmPrompt Holdings
Limited A provider of process automation software 1.5 133 90 133 103 (13)
Provider of an online platform delivering family centric
Healios Limited psychological care 0.8 75 75 75 75 -
Innovation Broking
Group Limited Commercial insurance broker 2.7 27 47 27 42 5
Palm Tree
Technology
Limited Software company 0.2 102 12 102 31 (19)
Other holdings 486 517 486 502 15
------------------------------------------------------------------------------------ ------- --------- ------------- --------- --------- ----------------------------------
Total unquoted investments 29,468 48,220 27,861 42,255 4,394
--------------------------------------------------------------------------------------------- --------- ------------- --------- --------- ----------------------------------
Quoted investments
---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
Augean PLC Waste management 0.4 593 256 593 130 126
Mi-Pay Group PLC Provider of mobile payment services 3.0 713 116 713 130 (14)
Tambla Limited
(previously ComOps
Limited) Workforce management software 0.1 13 7 13 10 (3)
Avanti
Communications
Group plc Supplier of satellite communications 0.1 136 2 136 3 (1)
------------------- --------------------------------------------------------------- ------- --------- ------------- --------- --------- ----------------------------------
Total quoted investments 1,455 381 1,455 273 108
--------------------------------------------------------------------------------------------- --------- ------------- --------- --------- ----------------------------------
Total fixed asset investments 30,923 48,601 29,316 42,528 4,502
--------------------------------------------------------------------------------------------- --------- ------------- --------- --------- ----------------------------------
Total change in value of investments 4,502
Movement in loan stock accrued interest 18
-----
Unrealised gains sub-total 4,520
Realised gains in current period 27
Total gains on investments as per condensed income
statement 4,547
------------------------------------------------------- -----
* As adjusted for additions and disposals between the two accounting
periods
The total comparative cost and valuations for 30 June 2018 do not agree
to the Annual Report and Financial Statements for the year ended 30 June
2018 as the above list does not include brought forward investments that
were fully disposed of in the period.
Opening Total Gain/(loss) on
Realisations in carrying Disposal realised opening
the period to 31 Cost value proceeds gain/(loss) value
December 2018 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
---------------- -------- --------- --------- ------------ --------------
Disposals:
---------------- -------- --------- --------- ------------ --------------
Infinite
Ventures
(Goathill)
Limited 256 377 358 102 (19)
CSS Group
Limited 28 6 9 (19) 3
Loan stock
repayments,
restructurings
and other:
---------------- -------- --------- --------- ------------ --------------
DySIS Medical
Limited 206 238 238 32 -
Alto Prodotto
Wind Limited 9 13 13 4 -
memsstar Limited 5 5 5 - -
Greenenerco
Limited 1 2 2 1 -
Escrow
adjustments - - 43 43 43
Total fixed
asset
investment
realisations 505 641 668 163 27
---------------- -------- --------- --------- ------------ --------------
Condensed income statement
Unaudited Unaudited Audited
six months ended six months ended year ended
31 December 2018 31 December 2017 30 June 2018
Revenue Capital Total Revenue Capital Total Revenue Capital Total
Note GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
--------------------------------------------------- ---- ------- ------- ------- ------- ------- ------- ------- ------- -------
Gains on investments 3 - 4,547 4,547 - 2,295 2,295 - 7,366 7,366
Investment income 4 637 - 637 516 - 516 1,105 - 1,105
Investment management fees 5 (125) (376) (501) (105) (316) (421) (220) (660) (880)
Other expenses (164) - (164) (151) - (151) (325) - (325)
------- ------- ------- ------- ------- ------- ------- ------- -------
Profit on ordinary activities before tax 348 4,171 4,519 260 1,979 2,239 560 6,706 7,266
Tax on ordinary activities - - - - - - - - -
------- ------- ------- ------- ------- ------- ------- ------- -------
Profit and total comprehensive income attributable
to shareholders 348 4,171 4,519 260 1,979 2,239 560 6,706 7,266
------- ------- ------- ------- ------- ------- ------- ------- -------
Basic and diluted earnings per Ordinary share
(pence)* 7 0.21 2.53 2.74 0.17 1.32 1.49 0.36 4.28 4.64
------- ------- ------- ------- ------- ------- ------- ------- -------
* excluding treasury shares
Comparative figures have been extracted from the unaudited Half-yearly
Financial Report for the six months ended 31 December 2017 and the
audited statutory accounts for the year ended 30 June 2018.
The accompanying notes form an integral part of this Half-yearly
Financial Report.
The total column of this Condensed income statement represents the
profit and loss account of the Company. The supplementary revenue and
capital columns are prepared under guidance published by The Association
of Investment Companies.
Condensed balance sheet
Unaudited Unaudited Audited
31 December 2018 31 December 2017 30 June 2018
Note GBP'000 GBP'000 GBP'000
---------------------- ---- ---------------- ---------------- ------------
Fixed asset
investments 48,601 40,917 42,911
Current assets
Investment in
subsidiary
undertakings - 6,400 -
Trade and other
receivables less than
one year 249 342 266
Cash and cash
equivalents 9,596 9,048 12,604
---------------- ---------------- ------------
9,845 15,790 12,870
Total assets 58,446 56,707 55,781
Payables: amounts
falling due within one
year
Trade and other
payables less than
one year (327) (6,704) (367)
Total assets less
current liabilities 58,119 50,003 55,414
---------------- ---------------- ------------
Equity attributable to
equity holders
Called up share
capital 8 1,837 17,521 1,829
Share premium 1,230 20,746 974
Capital redemption
reserve - 1,415 -
Unrealised capital
reserve 17,357 7,943 12,973
Realised capital
reserve (982) (466) (769)
Other distributable
reserve 38,677 2,844 40,407
---------------- ---------------- ------------
Total equity
shareholders' funds 58,119 50,003 55,414
---------------- ---------------- ------------
Basic and diluted net
asset value per share
(pence)* 35.26 31.47 33.50
---------------- ---------------- ------------
* excluding treasury shares
Comparative figures have been extracted from the unaudited Half-yearly
Financial Report for the six months ended 31 December 2017 and the
audited statutory accounts for the year ended 30 June 2018.
The accompanying notes form an integral part of this Half-yearly
Financial Report.
These Financial Statements were approved by the Board of Directors, and
authorised for issue on 19 February 2019 and were signed on its behalf
by
Richard Huntingford
Chairman
Company number 03495287
Condensed statement of changes in equity
Unrealised Realised
Capital redemption capital capital
Ordinary Share reserve reserve reserve* Other distributable reserve* Total
share capital GBP'000 premium GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
-----------------------------------------------------
As at 1 July 2018 1,829 974 - 12,973 (769) 40,407 55,414
Profit/(loss) and total comprehensive income - - - 4,520 (349) 348 4,519
Transfer of previously unrealised gains on disposals
of investments - - - (136) 136 - -
Dividends paid - - - - - (1,649) (1,649)
Purchase of shares for treasury (including costs) - - - - - (429) (429)
Issue of equity 8 258 - - - - 266
Cost of issue of equity - (2) - - - - (2)
---------------------- ----------------- ------------------ ---------- --------- ---------------------------- --------
As at 31 December 2018 1,837 1,230 - 17,357 (982 38,677 58,119
----------------------------------------------------- ---------------------- ----------------- ------------------ ---------- --------- ---------------------------- --------
As at 1 July 2017 16,211 18,032 1,415 6,311 (813) 4,425 45,581
Profit/(loss) and total comprehensive income - - - 2,034 (55) 260 2,239
ransfer of previously unrealised gains on disposals
of investments - - - (402) 402 - -
Dividends paid - - - - - (1,467) (1,467)
Purchase of shares for treasury (including costs) - - - - - (374) (374)
Issue of equity 1,310 2,794 - - - - 4,104
Cost of issue of equity - (80) - - - - (80)
---------------------- ----------------- ------------------ ---------- --------- ---------------------------- --------
As at 31 December 2017 17,521 20,746 1,415 7,943 (466) 2,844 50,003
---------------------- ----------------- ------------------ ---------- --------- ---------------------------- --------
As at 1 July 2017 16,211 18,032 1,415 6,311 (813) 4,425 45,581
Profit and total comprehensive income - - - 5,814 892 560 7,266
Transfer of previously unrealised losses on disposal
of investments - - - 420 (420) - -
Transfer of previously unrealised revaluations on
liquidation of subsidiaries - - - 428 (428) - -
Dividends paid - - - - - (3,085) (3,085)
Purchase of shares for treasury (including costs) - - - - - (715) (715)
Issue of equity 1,778 4,724 - - - - 6,502
Cost of issue of equity - (135) - - - - (135)
Reduction of share capital and cancellation of
reserves (16,160) (21,647) (1,415) - - 39,222 -
As at 30 June 2018 1,829 974 - 12,973 (769) 40,407 55,414
----------------------------------------------------- ---------------------- ----------------- ------------------ ---------- --------- ---------------------------- --------
* Included within these reserves is an amount of GBP19,712,000 (31
December 2017: GBP2,378,000; 30 June 2018: GBP20,029,000) which is
considered distributable. In time, a further GBP17,983,000 will become
distributable.
Condensed statement of cash flows
Unaudited Audited
six months ended Unaudited year ended
31 December six months ended 30 June
2018 31 December 2017 2018
GBP'000 GBP'000 GBP'000
Cash flow from operating
activities
Loan stock income
received 619 448 950
Deposit interest received 19 3 15
Dividend income received 15 13 36
Investment management
fees paid (486) (400) (836)
Other cash payments (181) (167) (316)
----------------- ----------------- -----------
Net cash flow from
operating activities (14) (103) (151)
----------------- ----------------- -----------
Cash flow from investing
activities
Purchase of fixed asset
investments (1,590) (2,997) (4,252)
Disposal of fixed asset
investments 430 748 5,188
Receipt of subsidiary
cash upon liquidation - - 11
Net cash flow from
investing activities (1,160) (2,249) 947
----------------- ----------------- -----------
Cash flow from financing
activities
Issue of share capital - 3,792 5,869
Cost of issue of equity - (2) (3)
Equity dividends paid (1,369) (1,233) (2,595)
Purchase of own shares
for treasury (including
costs) (465) (406) (712)
Net cash flow from
financing activities (1,834) 2,151 2,559
(Decrease)/increase in
cash and cash
equivalents (3,008) (201) 3,355
Cash and cash equivalents
at the start of the
period 12,604 9,249 9,249
----------------- ----------------- -----------
Cash and cash equivalents
at the end of the
period 9,596 9,048 12,604
----------------- ----------------- -----------
Cash and cash
equivalents comprise:
Cash at bank and in hand 9,596 9,048 12,604
Cash equivalents - - -
----------------- ----------------- -----------
Total cash and cash
equivalents 9,596 9,048 12,604
----------------- ----------------- -----------
Notes to the unaudited condensed Financial Statements
1. Basis of preparation
The condensed Financial Statements have been prepared in accordance with
the historical cost convention, modified to include the revaluation of
investments, in accordance with applicable United Kingdom law and
accounting standards, including Financial Reporting Standard 102 ("FRS
102"), Financial Reporting Standard 104 -- Interim Financial Reporting
("FRS 104"), and with the Statement of Recommended Practice "Financial
Statements of Investment Trust Companies and Venture Capital Trusts"
("SORP") issued by The Association of Investment Companies ("AIC").
The preparation of the Financial Statements requires management to make
judgements and estimates that affect the application of policies and
reported amounts of assets, liabilities, income and expenses. The most
critical estimates and judgements relate to the determination of
carrying value of investments at fair value through profit and loss
("FVTPL"). The Company values investments by following the International
Private Equity and Venture Capital Valuation ("IPEV") Guidelines and
further detail on the valuation techniques used are outlined in note 2
below.
The Half-yearly Financial Report has not been audited, nor has it been
reviewed by the auditor pursuant to the FRC's guidance on Review of
interim financial information.
Company information can be found on page 2 of the full Half-yearly
Financial Report.
1. Accounting policies
Fixed asset investments
The Company's business is investing in financial assets with a view to
profiting from their total return in the form of income and capital
growth. This portfolio of financial assets is managed and its
performance evaluated on a fair value basis, in accordance with a
documented investment policy, and information about the portfolio is
provided internally on that basis to the Board.
In accordance with the requirements of FRS 102, those undertakings in
which the Company holds more than 20 per cent. of the equity as part of
an investment portfolio are not accounted for using the equity method.
In these circumstances the investment is measured at FVTPL.
Upon initial recognition (using trade date accounting) investments,
including loan stock, are classified by the Company as FVTPL and are
included at their initial fair value, which is cost (excluding expenses
incidental to the acquisition which are written off to the income
statement).
Subsequently, the investments are valued at 'fair value', which is
measured as follows:
-- Investments listed on recognised exchanges are valued at their bid prices
at the end of the accounting period or otherwise at fair value based on
published price quotations;
-- Unquoted investments, where there is not an active market, are valued
using an appropriate valuation technique in accordance with the IPEV
Guidelines. Indicators of fair value are derived using established
methodologies including earnings and revenue multiples, the level of
third party offers received, prices of recent investment rounds, net
assets and industry valuation benchmarks. Where the Company has an
investment in an early stage enterprise, the price of a recent investment
round is often the most appropriate approach to determining fair value.
In situations where a period of time has elapsed since the date of the
most recent transaction, consideration is given to the circumstances of
the portfolio company since that date in determining fair value. This
includes consideration of whether there is any evidence of deterioration
or strong definable evidence of an increase in value. In the absence of
these indicators, the investment in question is valued at the amount
reported at the previous reporting date. Examples of events or changes
that could indicate a diminution include:
-- the performance and/or prospects of the underlying business are
significantly below the expectations on which the investment was
based;
-- a significant adverse change either in the portfolio company's
business or in the technological, market, economic, legal or
regulatory environment in which the business operates; or
-- market conditions have deteriorated, which may be indicated by a
fall in the share prices of quoted businesses operating in the
same or related sectors.
Investments are recognised as financial assets on legal completion of
the investment contract and are de-recognised on legal completion of the
sale of an investment.
Dividend income is not recognised as part of the fair value movement of
an investment, but is recognised separately as investment income through
the other distributable reserve when a share becomes ex-dividend.
Receivables, payables and cash are carried at amortised cost, in
accordance with FRS 102. There are no financial liabilities other than
payables.
Investment income
Quoted and unquoted equity income
Dividends receivable on quoted equity shares are recognised on the
ex-dividend date. Income receivable on unquoted equity is recognised
when the Company's right to receive payment and expected settlement is
established.
Unquoted loan stock income
Fixed returns on non-equity shares and debt securities are recognised
when the Company's right to receive payment and expect settlement is
established. Where interest is rolled up and/or payable at redemption
then it is recognised as income unless there is reasonable doubt as to
its receipt.
Bank interest income
Interest income is recognised on an accruals basis using the rate of
interest agreed with the bank.
Investment management fees, performance incentive fees and other
expenses
All expenses have been accounted for on an accruals basis. Expenses are
charged through the revenue column of the Condensed income statement,
except for management fees and performance incentive fees which are
allocated in part to the capital column of the Income statement, to the
extent that these relate to the maintenance or enhancement in the value
of the investments and in line with the Board's expectation that over
the long term 75 per cent. of the Company's investment returns will be
in the form of capital gains.
Taxation
Taxation is applied on a current basis in accordance with FRS 102.
Current tax is tax payable (refundable) in respect of the taxable profit
(tax loss) for the current period or past reporting periods using the
tax rates and laws that have been enacted or substantively enacted at
the financial reporting date. Taxation associated with capital expenses
is applied in accordance with the SORP.
Deferred tax is provided in full on all timing differences at the
reporting date. Timing differences are differences between taxable
profits and total comprehensive income as stated in the Financial
Statements that arise from the inclusion of income and expenses in tax
assessments in periods different from those in which they are recognised
in the Financial Statements. As a VCT the Company has an exemption from
tax on capital gains. The Company intends to continue meeting the
conditions required to obtain approval as a VCT in the foreseeable
future. The Company therefore, should have no material deferred tax
timing differences arising in respect of the revaluation or disposal of
investments and the Company has not provided for any deferred tax.
Reserves
Share premium reserve
This reserve accounts for the difference between the price paid for
shares and the nominal value of the shares, less issue costs and
transfers to the other distributable reserve.
Capital redemption reserve
This reserve accounts for amounts by which the issued share capital is
diminished through the repurchase and cancellation of the Company's own
shares.
Unrealised capital reserve
Increases and decreases in the valuation of investments held at the year
end against cost, are included in this reserve.
Realised capital reserve
The following are disclosed in this reserve:
-- gains and losses compared to cost on the realisation of investments;
-- expenses, together with the related taxation effect, charged in
accordance with the above policies; and
-- dividends paid to equity holders where paid out by capital.
Other distributable reserve
The special reserve, treasury share reserve and the revenue reserve were
combined in 2012 to form a single reserve named other distributable
reserve.
This reserve accounts for movements from the revenue column of the
Income statement, the payment of dividends, the buy-back of shares and
other non-capital realised movements.
Dividends
Dividends by the Company are accounted for in the period in which the
dividend is paid or approved at the Annual General Meeting.
Segmental reporting
The Directors are of the opinion that the Company is engaged in a single
operating segment of business, being investment in smaller companies
principally based in the UK.
3. Gains on investments
Unaudited Unaudited Audited
six months ended six months ended year ended
31 December 2018 31 December 2017 30 June 2018
GBP'000 GBP'000 GBP'000
------------------------- ----------------- ----------------- -------------
Unrealised gains on fixed
asset investments 4,520 2,034 5,814
Realised gains on fixed
asset investments 27 261 1,552
----------------- ----------------- -------------
4,547 2,295 7,366
----------------- ----------------- -------------
4. Investment income
Unaudited Unaudited Audited
six months ended six months ended year ended
31 December 2018 31 December 2017 30 June 2018
GBP'000 GBP'000 GBP'000
------------------------- ----------------- ----------------- -------------
Income recognised on
investments
Loan stock interest and
other fixed returns 602 503 1,056
UK dividend income 15 10 32
Bank deposit interest 20 3 17
----------------- ----------------- -------------
637 516 1,105
----------------- ----------------- -------------
5. Investment management fees
Unaudited Unaudited Audited
six months ended six months ended year ended
31 December 2018 31 December 2017 30 June 2018
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
management
fee 125 376 501 105 316 421 220 660 880
-------- -------- -------- -------- -------- -------- -------- -------- --------
Further details of the management agreement under which the investment
management fee is paid are given on page 13 of the Strategic report in
the Annual Report and Financial Statements for the year ended 30 June
2018.
During the period, services of a total value of GBP526,000 (six months
ended 31 December 2017: GBP446,000; year ended 30 June 2018: GBP930,000)
were purchased by the Company from Albion Capital Group LLP; comprising
GBP501,000 management fee and GBP25,000 administration fee. At the
financial period end, the amount due to Albion Capital Group LLP
disclosed as payables was GBP269,000 (administration fee accrual
GBP12,500, management fee accrual GBP256,500) (31 December 2017:
GBP233,000; 30 June 2018: GBP254,500).
Albion Capital Group LLP is, from time to time, eligible to receive
arrangement fees and monitoring' fees from portfolio companies. During
the period to 31 December 2018, fees of GBP72,000 attributable to the
investments of the Company were received pursuant to these arrangements
(31 December 2017: GBP86,000; 30 June 2018: GBP155,000).
Albion Capital Group LLP, its partners and staff hold 771,432 Ordinary
shares in the Company.
6. Dividends
Unaudited Unaudited Audited
six months ended six months ended year ended
31 December 2018 31 December 2017 30 June 2018
GBP'000 GBP'000 GBP'000
-------------------------------------------------------- ----------------- ----------------- -------------
First dividend of 1 penny per share paid on 30 November
2017 - 1,467 1,467
Second dividend of 1 penny per share paid on 29 March
2018 - - 1,632
First dividend of 1 penny per share paid on 30 November
2018 1,649 - -
Unclaimed dividends - - (14)
----------------- ----------------- -------------
1,649 1,467 3,085
----------------- ----------------- -------------
In addition, the Board has declared a second dividend of 1 penny per
share for the year ending 30 June 2019. This will be paid on 29 March
2019 to shareholders on the register on 1 March 2019. This is expected
to amount to approximately GBP1,648,000.
7. Basic and diluted return per share
Unaudited Unaudited Audited
six months ended six months ended year ended
31 December 2018 31 December 2017 30 June 2018
Revenue Capital Total Revenue Capital Total Revenue Capital Total
------------------------------------------------------ ------- ------- ----- ------- ------- ----- ------- ------- -----
Return attributable to equity shares (GBP'000) 348 4,171 4,519 260 1,979 2,239 560 6,706 7,266
------- ------- ----- ------- ------- ----- ------- ------- -----
Weighted average shares in issue (excluding treasury
shares) 165,106,141 149,849,592 156,706,633
----------------------- ----------------------- -----------------------
Return attributable per Ordinary share (pence) (basic
and diluted) 0.21 2.53 2.74 0.17 1.32 1.49 0.36 4.28 4.64
------- ------- ----- ------- ------- ----- ------- ------- -----
The return per share has been calculated excluding treasury shares of
18,840,410 (31 December 2017: 16,311,410; 30 June 2018: 17,471,410).
There are no convertible instruments, derivatives or contingent share
agreements in issue, and therefore no dilution affecting the return per
share. The basic return per share is therefore the same as the diluted
return per share.
8. Ordinary share capital
Unaudited Unaudited Audited
31 December 2018 31 December 2017 30 June 2018
--------------------------------------------------- ----------------- ----------------- -------------
Allotted, called up and fully paid Ordinary shares
of 1 penny each (31 December 2017: 10 pence each;
30 June 2018: 1 penny each)
Number of shares 183,657,792 175,211,641 182,866,158
Nominal value of allotted shares (GBP'000) 1,837 17,521 1,829
Voting rights (number of shares net of treasury
shares) 164,817,382 158,900,231 165,394,748
During the period to 31 December 2018 the Company purchased 1,369,000
Ordinary shares (nominal value GBP14,000) for treasury at a cost of
GBP429,000. The total number of Ordinary shares held in treasury as at
31 December 2018 was 18,840,410 (31 December 2017: 16,311,410; 30 June
2018: 17,471,410) representing 10.3 per cent. of the Ordinary shares in
issue as at 31 December 2018.
Under the terms of the Dividend Reinvestment Scheme Circular dated 26
February 2009, the following new Ordinary shares of nominal value 1
penny per share were allotted during the period:
Number
of
Allotment shares Aggregate nominal value of shares Issue price Net invested Opening market price on allotment date
date allotted (GBP'000) (pence per share) (GBP'000) (pence per share)
---------- -------- --------------------------------- ------------------ ------------ --------------------------------------
30
November
2018 791,634 8 33.56 264 33.40
9. Contingencies and guarantees
As at 31 December 2018 the Company had no financial commitments in
respect of investments (31 December 2017: GBPnil; 30 June 2018: GBPnil).
There are no external contingencies or guarantees of the Company as at
31 December 2018 (31 December 2017: GBPnil; 30 June 2018: GBPnil).
10. Post balance sheet events
Since 31 December 2018, the Company has completed the following material
transaction:
-- Investment of GBP510,000 in Avora Limited, which develops software to
improve decision making through augmented analytics and machine learning.
11. Related party transactions
Other than transactions with the Manager as disclosed in note 5, there
are no other related party transactions requiring disclosure.
12. Going concern
The Board's assessment of liquidity risk remains unchanged since the
last Annual Report and Financial Statements for the year ended 30 June
2018 and is detailed on page 67 of those accounts. The Company has
adequate cash and liquid resources. The portfolio of investments is
diversified in terms of sector, and the major cash outflows of the
Company (namely investments, dividends and share buy-backs) are within
the Company's control. Accordingly, after making diligent enquiries, the
Directors have a reasonable expectation that the Company has adequate
resources to continue in operational existence for the foreseeable
future. For this reason, the Directors have adopted the going concern
basis in preparing this Half-yearly Financial Report and this is in
accordance with the Guidance on Risk Management, Internal Control and
Related Financial and Business Reporting issued by the Financial
Reporting Council.
13. Risks and uncertainties
The Board considers that the Company faces the following principal risks
and uncertainties:
1. Investment, performance and valuation risk
The risk of investment in poor quality assets, which could reduce the
capital and income returns to shareholders, and could negatively impact
on the Company's current and future valuations. By nature, smaller
unquoted businesses, such as those that qualify for venture capital
trust purposes, are more fragile than larger, long established
businesses. The Company's investment valuation methodology is reliant
on the accuracy and completeness of information that is issued by
portfolio companies. In particular, the Directors may not be aware of or
take into account certain events or circumstances which occur after the
information issued by such companies is reported.
To reduce this risk, the Board places reliance upon the skills and
expertise of the Manager and its track record over many years of making
successful investments in this segment of the market. In addition, the
Manager operates a formal and structured investment appraisal and review
process, which includes an Investment Committee, comprising investment
professionals from the Manager and at least one external investment
professional. The Manager also invites and takes account of comments
from non-executive Directors of the Company on matters discussed at the
Investment Committee meetings. Investments are actively and regularly
monitored by the Manager (investment managers normally sit on portfolio
company boards), including the level of diversification in the portfolio,
and the Board receives detailed reports on each investment as part of
the Manager's report at quarterly Board meetings.
The unquoted investments held by the Company are designated at fair
value through profit or loss and valued in accordance with the
International Private Equity and Venture Capital Valuation Guidelines.
These guidelines set out recommendations, intended to represent current
best practice on the valuation of venture capital investments. The
valuation takes into account all known material facts up to the date of
approval of the Financial Statements by the Board.
2. VCT approval risk
The Company must comply with section 274 of the Income Tax Act 2007
which enables its investors to take advantage of tax relief on their
investment and on future returns. Breach of any of the rules enabling
the Company to hold VCT status could result in the loss of that status.
To reduce this risk, the Board has appointed the Manager, which has a
team with significant experience in venture capital trust management,
used to operating within the requirements of the venture capital trust
legislation. In addition, to provide further formal reassurance, the
Board has appointed Philip Hare & Associates LLP as its taxation adviser,
who report quarterly to the Board to independently confirm compliance
with the venture capital trust legislation, to highlight areas of risk
and to inform on changes in legislation. Each investment in a new
portfolio company is also pre-cleared with H.M. Revenue & Customs or our
professional advisers.
3. Regulatory and compliance risk
The Company is listed on The London Stock Exchange and is required to
comply with the rules of the UK Listing Authority, as well as with the
Companies Act, Accounting Standards and other legislation. Failure to
comply with these regulations could result in a delisting of the
Company's shares, or other penalties under the Companies Act or from
financial reporting oversight bodies.
Board members and the Manager have experience of operating at senior
levels within or advising quoted companies. In addition, the Board and
the Manager receive regular updates on new regulation from its auditor,
lawyers and other professional bodies. The Company is subject to
compliance checks through the Manager's compliance officer. The Manager
reports monthly to its Board on any issues arising from compliance or
regulation. These controls are also reviewed as part of the quarterly
Board meetings, and also as part of the review work undertaken by the
Manager's compliance officer. The report on controls is also evaluated
by the internal auditor.
4. Operational and internal control risk
The Company relies on a number of third parties, in particular the
Manager, for the provision of investment management and administrative
functions. Failures in key systems and controls within the Manager's
business could put assets of the Company at risk or result in reduced or
inaccurate information being passed to the Board or to shareholders.
The Company and its operations are subject to a series of rigorous
internal controls and review procedures exercised throughout the year.
The Audit and Risk Committee reviews the Internal Audit Reports prepared
by the Manager's internal auditor, PKF Littlejohn LLP and has access to
the internal audit partner of PKF Littlejohn LLP to provide an
opportunity to ask specific detailed questions in order to satisfy
itself that the Manager has strong systems and controls in place
including those in relation to business continuity.
In addition, the Board regularly reviews the performance of the Manager,
to ensure they continue to have the necessary expertise and resources to
deliver the Company's investment objective and policies. The Manager
regularly reviews the performance of its key service providers and
reports its results to the Board. The Manager and other service
providers have also demonstrated to the Board that there is no undue
reliance placed upon any one individual.
5. Economic and political risk
Changes in economic conditions, including, for example, interest rates,
rates of inflation, industry conditions, competition, political and
diplomatic events and other factors could substantially and adversely
affect the Company's prospects in a number of ways.
The Company invests in a diversified portfolio of companies across a
number of industry sectors and in addition often invests a mixture of
instruments in portfolio companies. At any given time, the Company has
sufficient cash resources to meet its operating requirements, including
share buy-backs and follow on investments.
6. Market value of Ordinary shares
The market value of Ordinary shares can fluctuate. The market value of
an Ordinary share, as well as being affected by its net asset value and
prospective net asset value, also takes into account its dividend yield
and prevailing interest rates. As such, the market value of an Ordinary
share may vary considerably from its underlying net asset value. The
market prices of shares in quoted investment companies can, therefore,
be at a discount or premium to the net asset value at different times,
depending on supply and demand, market conditions, general investor
sentiment and other factors. Accordingly the market price of the
Ordinary shares may not fully reflect their underlying net asset value.
The Company operates a share buy-back policy, which is designed to limit
the discount at which the Ordinary shares trade to around 5 per cent. to
net asset value, by providing a purchaser through the Company in absence
of market purchasers. From time to time buy-backs cannot be applied, for
example when the Company is subject to a close period, or if it were to
exhaust any buy-back authorities. New Ordinary shares are issued at
sufficient premium to net asset value to cover the costs of issue and to
avoid net asset value dilution to existing investors.
14. Other information
The information set out in the Half-yearly Financial Report does not
constitute the Company's statutory accounts within the terms of section
434 of the Companies Act 2006 for the periods ended 31 December 2018 and
31 December 2017 and is unaudited. The financial information for the
year ended 30 June 2018 does not constitute statutory accounts within
the terms of section 434 of the Companies Act 2006 and is derived from
the statutory accounts for the financial year, which have been delivered
to the Registrar of Companies. The Auditor's report on those accounts
was unqualified and did not contain statements under s498 (2) or (3) of
the Companies Act 2006.
15. Publication
This Half-yearly Financial Report is being sent to shareholders and
copies will be made available to the public at the registered office of
the Company, Companies House, the National Storage Mechanism and also
electronically at
https://www.globenewswire.com/Tracker?data=warcwKBMGLl3GtBDwGyEtp_BtFfhQTkbsO3hX0X09Ojao1yede5iSRT_9KuY4jDDoTqhwiJn8fXIWI5WC9yUWtHlG1nBUsmWTFFNWc62b7be2CAhyK4xaIRdxfXv3UDE
www.albion.capital/funds/CRWN.
Attachment
-- Investment portfolio by sector as at 31 December 2018
https://ml-eu.globenewswire.com/Resource/Download/4ec08101-568d-4112-972a-4da1ed4c649c
(END) Dow Jones Newswires
February 19, 2019 08:47 ET (13:47 GMT)
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