Half Yearly Report -34-
October 29 2010 - 5:40AM
UK Regulatory
| Allotted, | 11,173,337 | 2,793 | | | 11,173,337 | 2,793 |
| called up | | | - | - | | |
| and fully | | | | | | |
| paid | | | | | | |
| At 1 March | | | | | | |
| 2009 | | | | | | |
+--------------+----------------+-------------------+----------------+------------------+----------------+------------------+
| Allotted, | 1,113,912 | 278 | 6,924,686 | 1,731 | 8,038,598 | 2,009 |
| called up | | | | | | |
| and fully | | | | | | |
| paid during | | | | | | |
| the year | | | | | | |
+--------------+----------------+-------------------+----------------+------------------+----------------+------------------+
| At 28 | 12,287,249 | 3,071 | 6,924,686 | 1,731 | 19,211,935 | 4,802 |
| February | | | | | | |
| 2010 | | | | | | |
+--------------+----------------+-------------------+----------------+------------------+----------------+------------------+
On 8 February 2010 the Company launched a second "C" share offer.
During the period the following allotments of "C" shares of 25p took place at a
price of 100p per share:
+----------------+----------------------+--------------------------+
| Date of | | Number of |
| allotment | | shares |
+----------------+----------------------+--------------------------+
| 24 March 2010 | | 1,726,556 |
+----------------+----------------------+--------------------------+
| 1 April 2010 | | 1,725,652 |
+----------------+----------------------+--------------------------+
| 5 April 2010 | | 554,288 |
+----------------+----------------------+--------------------------+
| 2 June 2010 | | 397,925 |
+----------------+----------------------+--------------------------+
| Total | | 4,404,421 |
+----------------+----------------------+--------------------------+
The offer for "C" shares closed on 31 May 2010 and the final allotment was made
on 2 June 2010. After issue costs, GBP4,162,000 was raised from these share
issues. Under an agreement between the Company and the Investment Manager, the
Company agreed to pay the Investment Manager an offer fee of 5.5% of the gross
proceeds (but net of up front commissions paid to authorised introducers by the
Company). During the period, the Company paid GBP123,000 to the Investment
Manager pursuant to this arrangement. Issue costs, (other than up front
commissions paid to authorised introducers) were borne by the Investment
Manager.
On 6 May 2010, the Company issued 12,250,311 new ordinary shares in respect of
the scheme of reconstruction with Ventus 3 VCT plc. Further details are
presented in note 17.
15. Basic and diluted net asset value per share
The net asset value per ordinary share of 87.6p at 31 August 2010 (31 August
2009: 92.9p; 28 February 2010: 84.3p) is based on net assets attributable to the
ordinary shareholders of GBP21,493,000 (31 August 2009: GBP10,374,000; 28
February 2010: GBP10,356,000) and the number of shares in issue as at 31 August
2010 of 24,537,560 (31 August 2009: 11,173,337; 28 February 2010: 12,287,249).
The net asset value per "C" share of 92.7p at 31 August 2010 (31 August 2009:
93.6p; 28 February 2010: 92.1p) is based on net assets attributable to the "C"
shareholders of GBP10,498,000 (31 August 2009: GBP6,483,000; 28 February 2010:
GBP6,381,000) and the number of shares in issue as at 31 August 2010 of
11,329,107 (31 August 2009: 6,924,686; 28 February 2010: 6,924,686).
16.Dividends
An interim dividend of 1.50p per ordinary share has been declared by the Company
for the half-year ended 31 August 2010 which will be paid on 12 January 2011 to
all ordinary shareholders on the register as at close of business on 10 December
2010. The Company did not pay a final dividend for the year ended 28 February
2010.
17.Acquisition of the assets and liabilities of Ventus 3 VCT plc
On 6 May 2010, the Company completed a scheme of reconstruction with Ventus 3
VCT plc (the "Scheme" or "Merger"). The terms of the Scheme were set out in a
circular issued by the Company on 8 February 2010. The Scheme was effected by
Ventus 3 VCT plc transferring its assets and liabilities to the Company, in
consideration for which the Company issued 12,250,311 new ordinary shares to the
shareholders of Ventus 3 VCT plc. Under the Scheme, Ventus 3 VCT plc was placed
into members' voluntary liquidation. The number of new shares issued by the
Company to the shareholders of Ventus 3 VCT plc was determined on the basis of
the relevant net assets of Ventus 3 VCT plc and the Company's ordinary share
fund on the date prior to the Merger, adjusted in accordance with the terms of
the Scheme. The new ordinary shares rank pari passu in all respects and form a
single class with the existing ordinary shares.
As a result of the Merger the Company has a shareholding of 60% of the shares
issued by each of Redeven Energy Limited and Spurlens Rig Wind Limited (details
on which are presented in the Investment Manager's Report), therefore these
investee companies have been consolidated into the Group's financial statements.
18. Post balance sheet events
Since the balance sheet date the Company has invested GBP72,000 for additional
equity in Wind Power Renewables Limited, increasing its shareholding to 48% of
the ordinary shares.
In October 2010, Kettering East Energy Limited repaid, in full, a loan of
GBP250,000 which had been provided by the Company.
19.Contingencies, guarantees and financial commitments
The contingencies, guarantees and financial commitments of the Company were
disclosed in the annual report and financial statements for the year ended 28
February 2010. There have been no changes to the contingencies, guarantees and
financial commitments of the Company as set out in that report.
20. Related parties
The Company retains Climate Change Capital Limited as its Investment Manager.
Details of the fees paid to the Investment Manager during the six months ended
31 August 2010 are set out in note 3.
Further to acquiring the assets of Ventus 3 VCT plc on 6 May 2010, the Company
holds control over Redeven Energy Limited and Spurlens Rig Wind Limited. The
Company did not have control over any investee companies in the prior periods.
These investee companies are considered to be related parties. In addition, the
investee companies in which the Group has a shareholding of 20% or more are
considered to be related parties. The significant changes to the balances and
transactions with these companies are presented in the Investment Manager's
report. The aggregate balances at the balance sheet date and transactions with
these companies during the six months ended 31 August 2010 are summarised below;
all of which were held by the ordinary share fund only.
+---------------------------------------+-------------+----------+
| Group | | |
+---------------------------------------+-------------+----------+
| | Ordinary | |
| | Shares | |
+---------------------------------------+-------------+----------+
| | As at 31 | |
| | August 2010 | |
+---------------------------------------+-------------+----------+
| | (unaudited) | |
+---------------------------------------+-------------+----------+
| | GBP000 | |
+---------------------------------------+-------------+----------+
| Balances | | |
+---------------------------------------+-------------+----------+
| Investments - shares | 8,138 | |
+---------------------------------------+-------------+----------+
| Investments - mezzanine loan stock | 4,785 | |
+---------------------------------------+-------------+----------+
| Accrued interest income | 497 | |
+---------------------------------------+-------------+----------+
| Other receivables | 255 | |
+---------------------------------------+-------------+----------+
| | | |
+---------------------------------------+-------------+----------+
| | Six months | |
| | ended 31 | |
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