Interim Management Statement (6918V)
January 17 2012 - 6:08AM
UK Regulatory
TIDMVEN2
RNS Number : 6918V
Ventus 2 VCT PLC
17 January 2012
VENTUS 2 VCT PLC
Interim Management Statement - 17 January 2012
Ventus 2 VCT plc (the "Company") presents its final interim
management statement for the financial year ending 28 February
2012, as required by the UK Listing Authority's Disclosure and
Transparency Rule 4.3.
The Company published its half-yearly financial report for the
six months ended 31 August 2011 on 27 October 2011. This interim
management statement summarises the information as at the date of
that report together with any further developments up to the date
of this statement.
Net Asset Value, Dividends and Investments - Ordinary Shares
The Net Asset Value ("NAV") of the ordinary share fund as at 31
August 2011 stood at GBP14.62 million or 59.6p per ordinary share.
There has been no significant change in the NAV of the ordinary
share fund between 31 August 2011 and the date of this
statement.
The Company has not declared an interim dividend in respect of
the ordinary share fund in order to preserve the Company's cash
resources.
As at the date of this statement, the Company holds ordinary
share investments in 17 companies with a total investment value of
GBP13.36 million.
Investments in Waste Wood Biomass Companies
In September 2011, the Board announced write downs in the value
of the ordinary share fund's holdings in investments in Sandsfield
Heat & Power Limited and Twinwoods Heat & Power Limited.
The value of these investments was written down to nil which was
recognised in the half-yearly financial report for the six months
ended 31 August 2011. The ordinary share fund's investment in PBM
Power Limited had been written down to nil in the financial
statements of the Company for the year ended 28 February 2011. The
new investment manager, Temporis Capital LLP ("Temporis"), is
continuing to work with these investee companies, as well as with
their lending banks and with external engineering consultants. At
the present time, the likely outcome of these efforts remains
uncertain, although the Board believes the likelihood of any
recovery from these three investments is small. Therefore the Board
considers it appropriate to maintain the value of these investments
at nil. The write-downs of the investments in the waste wood
biomass companies do not affect the Company's C shares.
Effective Recovery of GBP530,000 Loaned to PBM Power Limited -
Ordinary Shares
The Company disclosed in its financial statements for the year
ended 28 February 2011 that an unsecured loan of GBP530,000 was
made to PBM to fund its operating expenses. This loan was not
approved by the Ventus Investment Committee of Climate Change
Capital Limited (the investment manager at the time) and was
recognised as a realised capital loss in the financial statements
for the year ended 28 February 2011.
In connection with taking over the investment management of the
Company, Temporis agreed to waive investment management fees
amounting to GBP530,000 in relation to the Company's ordinary share
fund. Also, in order to reinforce the Company's financial position,
Temporis advanced a GBP530,000 interest-free loan to the Company's
ordinary share fund, to be repaid by the Company over the period of
time that the waived investment management fees would otherwise
have been charged.
Net Asset Value, Dividends and Investments - C Shares
The Net Asset Value ("NAV") of the C share fund as at 31 August
2011 stood at GBP10.51 million or 92.8p per C share. There has been
no significant change in the NAV of the C share fund between 31
August 2011 and the date of this statement.
The interim dividend for the financial year ending 29 February
2012 of 1.00p per C share was paid on 11 January 2012 to all C
shareholders on the register as at the close of business on 9
December 2011.
On 21 December 2011 the C Share fund invested GBP1,000,000 in AD
Wind Farmers Limited, which holds an interest in Allt Dearg Wind
Farmers LLP. The LLP is constructing a 10MW windfarm near
Lochgilphead, Scotland. The C share fund had advanced a secured
short term loan of GBP275,000 to Allt Dearg Wind Farmers LLP to
fund pre-financial close project expenditure. The loan was repaid
and the balance of the interest accrued was paid to the Company on
financial close.
As at the date of this statement, the Company's C share fund
holds investments in eight companies with a total value of GBP6.23
million.
For further details of the Company's portfolio of ordinary and C
share investments please see the half-yearly financial report for
the six month period ended 31 August 2011 which is available
through the Company's website (www.ventusvct.com).
Portfolio Review by the New Investment Manager
With effect from 12 September 2011, the Board transferred the
investment management of the Company from Climate Change Capital
Limited to Temporis. There was no notice period or charge due to
Climate Change Capital Limited under the Termination and Transfer
Agreement.
Temporis is undertaking a thorough review of each of the
Company's assets and will present a detailed report in the
Investment Manager's Report of the Annual Report & Financial
Statements for the year ending 29 February 2012.
Share Offer and Tender Offer
On 12 January 2012, the Directors of the Company announced their
intention to have the Company raise up to GBP10,000,000 by way of
an issue of new ordinary shares ("the Share Offer"). In connection
with the Share Offer, the Company will be proposing to undertake a
tender offer to purchase up to 12,000,000 ordinary shares from
existing ordinary shareholders ("the Tender Offer"). The Company,
jointly with Ventus VCT plc, will publish a prospectus relating to
the Share Offer and a circular relating to the Tender Offer. The
circular will set out resolutions to be proposed at a general
meeting of the Company to approve the Share Offer and Tender Offer,
as well as a proposal to extend the life of the Company from 2014
to 2018. The prospectus and circular are both currently under
review by the UKLA and are expected to be approved and available
for public distribution in late January or early February 2012.
Participation in the Tender Offer will be subject to an ordinary
shareholder applying the full proceeds of his or her share sale to
subscribe for new ordinary shares under the Share Offer.
Other than described above, the Board is not aware of any events
during the period from 31 August 2011 to the date of this statement
which would have had a material impact on the financial position of
the Company.
Issued on behalf of the Board
The City Partnership (UK) Limited
Company Secretary
17 January 2012
This information is provided by RNS
The company news service from the London Stock Exchange
END
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