Capital gains and losses are exempt from corporation tax due to
the Company's status as a Venture Capital Trust.
9. Earnings/(loss) per Share
Earnings per Ordinary Share is based on the profit after tax of
GBP686,000 (2013: GBP477,000) and on the weighted average number of
shares in issue during the period of 40,028,573 (2013: 31,290,165).
The loss per B Ordinary Share is GBPnil due to the conversion to
Ordinary Shares (2013: loss GBP3,000) and on a weighted average
number of shares during the year of nil (2013: 244,230). Earnings
per A Ordinary Share are based on the profit after tax of
GBP130,000 (2013: GBP90,000) and on the weighted average number of
shares in issue during the period of 5,131,353 (2013: 1,841,664).
The loss per C Ordinary Share is based on the loss after tax of
GBP17,000 (2013: GBPnil) and on the weighted average number of
shares in issue during the period of 740,933 (2013: nil).
The weighted average number of shares in issue during the period
for the Ordinary Shares, the A Ordinary Shares and the C Ordinary
Shares were:
Ordinary Shares A Shares C Shares
No. No. No.
Shares Of Weighted Shares Of Weighted Shares Of Weighted
Issued Days Average Issued Days Average Issued Days Average
01-Apr-13 45,882,640 365 45,882,640 5,131,353 365 5,131,353 - - -
01-Apr-13 4,040,693 365 4,040,693 - - - - - -
05-Apr-13 (5,802,831) 361 (5,739,238) - - - - - -
05-Apr-13 5,687,894 361 5,625,561 - - - - - -
05-Apr-13 4,062,087 361 4,017,571 - - - - - -
01-May-13 335 - - - - - - -
01-May-13 178,804 335 164,108 - - - - - -
15-May-13 (2,753,340) 321 (2,421,431) - - - - - -
15-May-13 2,684,890 321 2,361,232 - - - - - -
17-Oct-13 (20,141,487) 166 (9,160,238) - - - - - -
29-Nov-13 (14,054,009) 123 (4,736,009) - - - - - -
06-Feb-14 - - - - - - 4,572,408 54 676,466
17-Feb-14 (39,962) 43 (4,708) - - - - - -
06-Mar-14 (22,570) 26 (1,608) - - - - - -
17-Mar-14 - - - - - - 1,261,258 15 51,833
28-Mar-14 - - - - - - 1,152,856 4 12,634
31-Mar-14 19,722,809 365 40,028,573 5,131,353 365 5,131,353 6,986,522 365 740,933
There are no potentially dilutive capital instruments in issue
and, therefore, no diluted return per share figures are included in
these Financial Statements.
Since 31 March 2014 further C Ordinary Shares have been issued
(see note 14), which will have a dilutive effect going forward on
the earnings per share of the relevant share class.
10. Financial Assets at Fair Value through Profit or Loss
Investments
Fair Value Hierarchy:
Level 1: quoted prices on active markets for identical assets or
liabilities. The fair value of financial instruments traded on
active markets is based on quoted market prices at the balance
sheet date. A market is regarded as active where the market in
which transactions for the asset or liability takes place with
sufficient frequency and volume to provide pricing information on
an ongoing basis. The quoted market price used for financial assets
held by the Company is the current bid price. These instruments are
included in level 1.
Level 2: the fair value of financial instruments that are not
traded on active markets is determined by using valuation
techniques. These valuation techniques maximise the use of
observable inputs including market data where it is available
either directly or indirectly and rely as little as possible on
entity specific estimates. If all significant inputs required to
fair value an instrument are observable, the instrument is included
in level 2.
Level 3: the fair value of financial instruments that are not
traded on an active market (for example, investments in unquoted
companies) is determined by using valuation techniques such as
discounted cash flows. If one or more of the significant inputs is
based on unobservable inputs including market data, the instrument
is included in level 3.
There have been no transfers between these classifications in
the period. Any change in fair value is recognised through the
Statement of Comprehensive Income.
Further details of these investments are provided in the
Investment Manager's Review and Investment Portfolio.
All investments are designated as fair value through the profit
or loss at the time of acquisition and all capital gains or losses
arising on investments are so designated. Given the nature of the
Company's venture capital investments, the changes in fair values
of such investments recognised in these Financial Statements are
not considered to be readily convertible to cash in full at the
balance sheet date and accordingly any gains or losses on these
items are treated as unrealised.
The Company's Investment Manager performs valuations of
financial items for financial reporting purposes, including Level 3
fair values. Valuation techniques are selected based on the
characteristics of each instrument, with the overall objective of
maximising the use of market-based information
Level 3 valuations include assumptions based on non-observable
data with the majority of investments being valued on discounted
cash flows or price of recent transactions.
Consideration has been given whether the effect of changing one
or more inputs to reasonably possible alternative assumptions would
result in a significant change to the fair value measurement. Each
unquoted portfolio company has been reviewed in order to identify
the sensitivity of the valuation methodology to using alternative
assumptions. Where discount rates have been applied alternative
discount rates have been considered. Two alternative scenarios for
each investment have been modelled, a more prudent assumption
(downside case) and a more optimistic assumption (upside case).
Applying the downside alternative, the aggregate value of the
unquoted investment would be GBP0.4 million or 2.3 per cent lower.
Using the upside alternative the aggregate value of the unquoted
investments would be GBP1 million or 5.5 per cent higher.
Movements in investments held at fair value through the profit
or loss during the year to 31 March 2014 were as follows:
Year ended 31 March 2014 Total
Level 1 Level 2 Level 3
Quoted Derivative Unquoted Total
Investments Transaction Investments Investments
GBP'000 GBP'000 GBP'000 GBP'000
Opening cost - - 33,285 33,285
Opening investment holding
losses - - (132) (132)
Opening fair value - - 33,153 33,153
Purchases at cost - - 2,508 2,508
Disposal proceeds - - (16,746) (16,746)
Realised gains - - 111 111
Investment holding gains - - 311 311
Closing fair value at 31
March 2014 - - 19,337 19,337
Closing cost - - 18,971 18,971
Closing investment holding
gains - - 366 366
Ordinary Shares
Level 1 Level 2 Level 3
Quoted Derivative Unquoted Total
Investments Transaction Investments Investments
GBP'000 GBP'000 GBP'000 GBP'000
Opening cost - - 29,285 29,285
Opening investment holding
losses - - (217) (217)
Opening fair value - - 29,068 29,068
Purchases at cost - - 2,508 2,508
Disposal proceeds - - (16,442) (16,442)
Realised gains - - 111 111
Investment holding gains - - 224 224
Closing fair value at 31
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