10th Oct 2019 15:33
10 October 2019
Triple Point VCT 2011 plc
(the "Company")
RESULTS FOR THE SIX MONTHS ENDED 31 AUGUST 2019
The directors of Triple Point VCT 2011 VCT plc are pleased to announce its unaudited results for the six months to 31 August 2019.
FOR FURTHER INFORMATION ON THE COMPANY, PLEASE CONTACT:
Triple Point Investment Management LLP (Investment Manager) | Tel: 020 7201 8989 |
Ben Beaton Belinda Thomas Harry Penberthy |
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The Company's LEI is 213800AOOAQA5XQDEA89
For further information please contact Triple Point Investment Management LLP on 020 7201 8989. The Interim report will be available in full at www.triplepoint.co.uk
NOTES:
The Company is a Venture Capital Trust incorporated in July 2010. The Investment Manager is Triple Point Investment Management LLP. The Company was established to fund small and medium sized enterprises (SMEs). The Company launched a new share class, known as The Venture Fund, in March 2019 which is mandated to invest in SMEs producing products or digital services that solve challenges faced by their larger corporate customers.
Financial Summary
6 months ended 31 August 2019 |
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Unaudited |
| A Shares | B Shares | Venture Shares |
| Total |
Net assets | £'000 | 10,704 | 6,892 | 6,850 |
| 24,446 |
Net asset value per share | Pence | 107.55p | 100.95p | 99 |
| n/a |
Profit/(loss) before tax | £'000 | 132 | (13) | (70) |
| 49 |
Earnings/(loss) per share | Pence | 1.07p | (0.15p) | (1.16p) |
| n/a |
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Cumulative return to shareholders (p) |
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Net asset value per share |
| 107.55p | 100.95p | 99.11p |
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Total dividends paid |
| 11.75p | 5.00p | - |
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Net asset value plus dividends paid |
| 119.30p | 105.95p | 99.11p |
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Year ended 28 February 2019 |
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Audited |
| A Shares | B Shares | Venture Shares |
| Total |
Net assets | £'000 | 10,995 | 7,243 | - |
| 18,238 |
Net asset value per share | Pence | 110.49p | 106.10p | - |
| n/a |
Profit before tax | £'000 | 801 | 414 | - |
| 1,215 |
Earnings per share | Pence | 7.34p | 6.10p | - |
| n/a |
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Cumulative return to shareholders (p) |
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Net asset value per share |
| 110.49p | 106.10p | - |
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Total dividends paid |
| 7.75p | - | - |
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Net asset value plus dividends paid |
| 118.24p | 106.10p | - |
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6 months ended 31 August 2018 |
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Unaudited |
| A Shares | B Shares | Venture Shares |
| Total |
Net assets | £'000 | 10,524 | 6,823 | - |
| 17,347 |
Net asset value per share | Pence | 105.77p | 99.93p | - |
| n/a |
Profit/(loss) before tax | £'000 | 198 | (4) | - |
| 194 |
Earnings/(loss) per share | Pence | 1.62p | (0.07p) | - |
| n/a |
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Cumulative return to shareholders (p) |
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Net asset value per share |
| 105.77p | 99.93p | - |
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Total dividends paid |
| 6.75p | - | - |
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Net asset value plus dividends paid |
| 109.77p | 99.93p | - |
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Triple Point VCT 2011 plc ("the Company") is a Venture Capital Trust ("VCT"). The Investment Manager is Triple Point Investment Management LLP ("TPIM" and "Triple Point"). The Company was incorporated in July 2010.
·; A Shares: On 30 April 2015 the A Share Class offer closed having raised £10.3 million with a total of 9,951,133 A Shares being issued.
·; B Shares: On 29 April 2017 the B Share Class offer closed having raised £6.97 million with a total of 6,824,266 B Shares being issued.
·; Venture Fund: On 30 August 2019 the Venture Fund offer closed having raised gross proceeds of £7.1 million with a total of 6,912,338 Venture Fund Shares being issued.
Chairman's Statement
I am writing to present the unaudited Interim Financial Report for Triple Point VCT 2011 plc ("the Company") for the period ended 31 August 2019.
During the period the Company continued to monitor the ongoing operation of both the A and B Share Class investments.
We are pleased to report, both the A Share Class and the B Share Class portfolios remain fully invested and are performing in line with expectations.
Offer for Subscription
The recent Offer for Subscription of Venture Shares closed on 30 August 2019. The Board are pleased to announce the total raised, net of all costs, was £6.91 million and resulted in the issuance of 6,912,388 new Venture Shares. On behalf of the board I would like to welcome all new Shareholders and to also thank the existing Shareholders for their continued support.
Since the successful original offer, the Company, under a new top-up offer for the Venture Fund, are seeking to raise a further £10 million (with a £10 million over-allotment facility) in order to continue investing in early-stage businesses with strong, long term growth potential.
I am pleased to announce that a 1% Venture Share bonus will apply in respect of completed applications received and accepted from existing holders of Venture Shares, which will be paid for by Triple Point.
Investment Portfolio
The Company's funds at 31 August 2019 were invested in a portfolio of VCT qualifying and non-qualifying unquoted investments. It continues to meet the condition that 70% of relevant funds must be invested in qualifying investments. Legislation introduced through the Finance Act 2018 will begin to apply to the Company from 1 March 2020, implementing an increase in the qualifying investment test to 80%. The Investment Manager monitors this ratio closely and the Board are confident that the Company will meet the new requirement when it comes into effect.
The Company continued to satisfy all other tests relevant to its status as a Venture Capital Trust.
The Investment Manager's review on pages 4 to 8 gives an update on the portfolio of investments in 15 small unquoted businesses.
A Share Class
I am pleased to report the A Share Class has recorded a profit over the period of 1.07p per share and as at 31 August 2019 the NAV per share stood at 107.55p. On 27 June 2019 the A Class Shareholders were paid their fourth dividend of £398,045 equal to 4p per share, taking total dividends paid to A Shareholders to date to 11.75p per share. This distribution brings Net Asset Value plus dividends paid to 119.30p.
The initial target for the A Share Class is to provide a cash return to investors of 100p by the end of the sixth year of investment from a mixture of the initial 30% income tax rebate, tax free dividends and a capital realisation. Thereafter the target is to provide an ongoing annual dividend of 3.50p per annum with a final payment of capital.
During the period, in line with the way the investment was structured, the Company completed the sale of its holding in Green Highland allt Garbh Limited ("Garbh"). The A Share Class received net proceeds in excess of £2.25 million from the sale. This disposal contributes significantly to both the dividend and partial realisation target for the sixth year of the Share Class.
Following the sale of Garbh, the board has resolved to pay a special dividend to A Class Shareholders of £2,338,516 equal to 23.5p which will be paid on 29 November 2019 to shareholders on the register on 15 November 2019. This sum in conjunction with prior dividends results in total distributions of 35.25p per share excluding the initial income tax rebate.
B Share Class
The B Share Class has qualifying investments in two companies that have each constructed a gas fired energy centre. Both energy centres have now been successfully commissioned and are fully operational.
The B Share Class has recorded a small loss over the period of 0.15p per share due to running costs of the Share Class exceeding income. At 31 August 2019 the NAV per share stood at 100.95p. On 27 June 2019 the B Class Shareholders were paid their first dividend of £341,213 equal to 5p per share, in line with the target for this Share Class. This first distribution brings Net Asset Value plus dividends paid to 105.95p.
Venture Fund
The Venture Fund offer for subscription closed on 30 August 2019 having raised £6.91 million net of all costs. The level of investment during the period has been promising. Four qualifying investments, totalling £1.25 million have been made by the Venture Fund to date spanning sectors such as financial technology ("fintech") and telecommunications ("telecoms"). More detail on these investments can be found in the Investment Manager's Review.
As highlighted above, the new offer for subscription will continue to target significant capital growth by investing in early-stage innovative companies with an indication or firm commitment from a corporate providing market validation.
These companies will continue to be sourced from the Investment Manager's venture network and have the potential to deliver ground-breaking technology or products, at scale, and to transform markets.
For investments in the 2019/20 tax year, the Offer will remain open until no later than noon on Friday 3 April 2020 subject to cleared funds. For all investments in the 2020/21 tax year, the Offer will remain open until Monday 31 August 2020, unless fully subscribed at an earlier date.
The Venture Fund made a loss during the period of 1.16p per share due to the running costs of the Share Class exceeding income whilst new qualifying investments are sought. At 31 August 2019 the NAV per share stood at 99.11p.
Specific Risks
The Board believes that the specific risks facing the Company are:
·; Compliance risk of failure to maintain approval as a qualifying VCT;
·; Investment risk associated with the VCT's portfolio of unquoted investments, including the inability to invest funds raised and the inability to realise funds to facilitate return to investors;
·; Financial risk of investing on a medium to long-term basis; and
·; Risk of failure of internal controls.
The Board believes these risks are manageable and, with the Investment Manager, continues to work to minimise either the likelihood or potential impact of these risks within the scope of the Company's established investment strategy.
Outlook
The investment portfolio of the Company continues to operate well with much of the portfolio being in companies which are mature and profitable, providing attractive income returns.
One of the Company's objectives is a partial realisation of the A Share Class after 5 years with a targeted total distribution of 70p. The realisation of our investment in Garbh is a first step towards that objective. The Board and the Investment Manager are now working towards investment disposals to fund the target distribution as well as optimising the portfolio owned by the B Shareholders.
Following the successful Venture Fund raise of £6.91m (net of costs) and the current offer for subscription, the Board believes that the Company is well positioned to take advantage of any opportunities to provide growth capital and help companies achieve scale. The Board, the Investment Manager and the Triple Point Venture Network will continue to assess, balance and diversify the risks within the Venture Share Class.
The Board and Investment Manager continue to monitor and discuss the possible impact of Brexit on the underlying portfolio to identify the principal areas of risk. We are continuing to monitor the ongoing Brexit negotiations and will take mitigating action where possible as and when required.
If you have any questions about your investment, please do not hesitate to contact Triple Point on 020 7201 8990.
Jane Owen
Chairman
10 October 2019
Investment Manager's Review
Sector Analysis
During the period there has been changes to the Unquoted Investment portfolio. The Venture Fund has made investments into five companies, examples of which can be seen on page 8 of the Investment Manager's Review.
The unquoted investment portfolio can be analysed as follows:
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| Electricity Generation | SME Funding |
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Industry Sector | Software as a Service (SaaS) | Telecoms | Fintech | Hydro Electric Power | Gas Power | Hydro Electric Power | Other* | Total Unquoted Investments |
| £'000 | £'000 | £'000 | £'000 | £'000 | £'000 | £'000 | £'000 |
Investments at 31 August 2019 |
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A Shares | - | - | - | 4,754 | - | 1,652 | 1,295 | 7,701 |
B Shares | - | - | - | - | 5,513 | - | 1,386 | 6,899 |
Venture Shares | 450 | 300 | 500 | - | - | - | 490 | 1,740 |
| 450 | 300 | 500 | 4,754 | 5,513 | 1,652 | 3,171 | 16,340 |
Unquoted Investments % | 2.75% | 1.84% | 3.06% | 29.09% | 33.74% | 10.11% | 19.41% | 100.00% |
* Other SME funding includes £1,295,000 of A Ordinary Share Class investments, £1,386,000 of B Ordinary Share Class and £490,000 of Venture Fund investment in to a UK based company which provides finance to small and medium sized enterprises.
The VCT was established to fund small and medium sized enterprises. It has three share classes with separate portfolios as detailed on page 4. At the period end the overall portfolio comprised investments in 15 small, unquoted companies across several sectors spanning electricity generation, SME funding, Software as a Service (SaaS), fintech and telecoms.
Both the A and B Share Class remain fully invested. The Company and the Investment Manager continue to focus on asset optimisation and portfolio management for both Share Classes, whilst deal origination remains the focus of the Venture Fund.
The A and B Share Class portfolios consist of businesses which are fully operational and revenue generating. Generally, performance during the period across each portfolio has been in line with expectations with the A Share Class recording an uplift in NAV (including dividends) from the performance of its portfolio from 118.24p per share to 119.30p per share whilst the B Share Class recorded a small loss, reducing the NAV from 106.10p per share to 105.95p. This is due to the ongoing operational costs exceeding revenues for the period.
Review & Outlook
A Share Class
Following the successful realisation of the A Shares Investment in Green Highland Allt Garbh, the A Share Class has investments in five hydroelectric companies which between them own six hydroelectric schemes in the Scottish Highlands.
All six schemes have been commissioned and are operational. The A Share Class also has investments in two other companies which provide funding to SMEs.
We are happy to report that the performance of the hydro schemes has improved over the course of 2019. Overall, we are pleased to confirm that the A Share Class has recorded a profit of 1.62p per share for the period.
The six hydroelectric schemes are "run of river" plants and each company benefits from government backed Feed-in Tariff (FiT) payments based on output and from the sale of the electricity produced to utilities or other power companies under Power Purchase Agreements (PPAs). The companies have continued to obtain better power prices than were originally forecast, earning an average of 6.3 pence per kWh compared to the 5 pence per kWh which was projected at the time of investment. The companies have recently renewed their PPA contracts and continue to achieve higher prices than the current available export tariff.
Although rainfall variability is to be expected over the 40-year period of generation which our hydroelectric companies are expected to experience, overall, we continue to be pleased with the efficiency of the hydroelectric schemes owned by them. The hydroelectric companies remain highly focussed on improving efficiencies and maximising output and are working alongside hydro experts to further enhance performance.
Industry Update
The hydroelectric companies, together with other industry members and the British Hydropower Association, are continuing to lobby the Scottish Government to recognise the concern on business rates in the hydro sector. For the financial year 2019/20, the hydroelectric companies received a 60% relief and it is expected that this relief will continue to be applied each year until such time as the Scottish Government address the issues of the business rates in the hydro sector.
An update from the Scottish Government is expected to be announced sometime during November 2019.
In July 2018, the government announced the end of the FiT scheme for renewable energy from 31 March 2019. All businesses that already have FiT registrations will continue to receive payments for the remainder of their agreement. Therefore, as the companies entered in to 20-year agreements prior to this announcement, the seven hydroelectric companies are unaffected by this change.
B Share Class
The B Share Class remains fully invested with two Qualifying Investments in companies operating gas fired energy centres and one Non-Qualifying Investment. Both energy centres were commissioned during May 2018 and consist of containerised gas combustion engines that generate electricity for onward sale, especially at times when there is high demand for power. The UK is aiming to close its coal-fired power plants by 2025, and it is therefore expected that there will be a shortage in the supply of energy in the UK. Although renewable energy makes an increasing contribution, the irregular nature of its production means that other baseload sources will also be required to make up the deficit.
The companies have taken advantage of a gap in the market by constructing and operating gas fired energy centres to produce and sell electricity to customers. The energy centres utilise simple technology, provided by Rolls Royce, which can respond rapidly to grid fluctuations to deliver a reliable and secure energy supply.
Gas is purchased from the National Transmission System and combusted in the engines to generate electricity. The electricity is then exported to the grid and sold under a power purchase agreement. The companies receive revenues from the sale of electricity and additional income from embedded benefits.
Embedded benefits cover a range of payments available to small electricity generators connected to local distribution networks, rather than National Grid's transmission network. Benefits can be earned for generating between the hours of 4-7pm, when demand is typically at its peak, and for local distribution.
Generators can earn additional revenues by operating outside the peak hours to take advantage of electricity market price volatility.
Both qualifying companies are fully operational and performing well. During the six-month period to 31 August 2019, Green Peak Generation Ltd generated 7,989 MWh of electricity, and Distributed Generators Ltd generated 4,587 MWh of electricity. Based on an average of 3.8 MWh annual use per household, the energy centres generated enough electricity for 4,204 and 2,414 homes
respectively during the period.
In August 2019, the engine silencers at the Lillyhall energy centre, owned by Green Peak Generation Ltd, were replaced due to their poor acoustic performance. This replacement was performed at no extra cost to the investee company.
Industry Update
The Capacity Market consists of fixed payments to power generators to ensure they are available during periods of high demand. Eligible power generators must bid in an auction process to win a contract, they will then receive these payments in exchange for ensuring the generator is available during the peak demand periods.
On 15 November 2018, the European Court of Justice unexpectedly announced that it did not believe that sufficient work had been undertaken when the European Commission ('EC') approved the UK's Capacity Market scheme, leading to a halt to all payments under the scheme.
The UK's Department for Business, Energy and Industrial Strategy ('BEIS') have indicated they are working closely with the EC to secure approval and have suggested they anticipate securing this approval by the end of 2019 (including making the currently frozen Capacity Market payments). As the expected impact of this announcement is only a delay in payments which will be received by the projects, it is not anticipated that this will have a material impact on investor returns, but there is currently uncertainty over the timing of when these revenues will be received.
In addition, Ofgem completed its review of embedded benefits available to small generators and announced certain planned changes. Albeit a relatively small element of the revenue generated by the companies, embedded benefits form another income stream which the energy centres receive. Assuming these changes are implemented, this will have the effect of reducing the income the energy centres are able to earn as well as introducing a small cost for each MWh of electricity that is generated. This is expected to have a minor negative impact on investor returns.
Venture Fund
The Venture Fund was launched in September 2018 and closed on 30 August 2019 having raised £6.91 million net of all costs. To date the Venture Fund has made four qualifying investments ranging from £150,000 to £500,000. These investments total £1.25 million.
The Venture Fund also acquired a non-qualifying investment in an LLP which provides financing to SMEs. The intention of this acquisition was to enable the Venture Fund to generate a modest income for the fund to help enable the Share Class to service costs. The total deployed by the Venture fund to date, including both qualifying and non-qualifying investments, is £1.74 million. The balance of the share class's assets are held in cash and cash deposits.
The Venture Fund will continue to focus on business-to-business investment opportunities using a challenge-led approach. Businesses targeted by the Venture Fund will have the potential to generate long term capital growth for investors. Over time, realised capital gains are expected to contribute to the payment of dividends by the VCT along with growing the Net Asset Value.
The Venture Fund looks to maximise shareholder returns by investing in innovative early-stage businesses typically at the point when they have achieved market validation, for instance by securing a contract with one or more established corporate customers. The Venture Fund aims to mitigate some of the risks typically associated with venture capital investing by proactively working with businesses with the potential for high growth that are actively solving problems for established corporates, increasing their chances of success.
Working with industry experts, the Investment Manager has established a network of innovation specialists and venture capitalists which will work proactively with high-growth companies that are actively solving problems for large corporates. Together with the Triple Point Venture Network, the Investment Manager, on behalf of the Venture Fund, will identify innovative small businesses and make investment recommendations into small businesses.
The Strategy in Practice
During the period the Venture Fund made four qualifying investments. Two examples of investments using a challenge-led approach are below:
Counting Up
Challenge
Companies across the UK struggle with the impact of day-to-day business administration, particularly accounting, compliance and tax. It is estimated that up to 250,000 businesses close annually due to financial and personnel resources being devoted to back office administration instead of focussing on the business itself.
Solution
Counting Up has worked with these corporates to develop a fully integrated business bank account and accounting system, in one easy-to-use digital app. The account automatically produces management and annual accounts for businesses, and all debit card spend is recorded and tagged for accurate tracking. Counting Up's product can also raise invoices, automate bookkeeping and deal with corporate tax returns, providing a more streamlined service than other accounting software providers. This enables companies to efficiently manage their administration requirements in one place, allowing them to focus on growing their business.
Augnet
Challenge
Companies who use text messaging services as part of their day-to-day business activity, lose approximately £3 billion each year due to their inability to verify receipt and the cost of their text messages. This impacts their bottom line and efficiency.
Solution
Augnet worked alongside corporates to utilise an existing app housed on mobile phones in order to validate the delivery of text messages to recipients. This system allows companies to not only increase day-to-day efficiency by providing reporting data, but also to reduce the costs historically associated with sending text messages.
Non-Qualifying Investments
SME Funding
The Company has non-qualifying investments in two finance companies. These companies provide funds to a dedicated non-bank SME lending business which aims to address the financing needs of the UK SME market by providing business critical loans and asset finance to over 100,000 UK Corporate and SME customers.
Brexit
The current uncertainty within both financial markets and parliament looks likely to continue beyond October 2019, certainly in the short-term and perhaps even the longer-term. The Investment Manager and the Board continue to keep the possible impact of Brexit on the Company under review. The Company's strategy of investing in small UK based businesses means that it is unlikely to be directly exposed to the terms of an exit from the EU.
We believe that by investing carefully, monitoring our portfolio rigorously and providing support to the businesses in which we have invested, we can minimise the effects of the current political and economic uncertainty.
If you have any questions, please do not hesitate to call us on 020 7201 8990.
Ben Beaton
Partner
For Triple Point Investment Management LLP
10 October 2019
Investment Portfolio
| Unaudited |
| Audited | ||||||
| 31 August 2019 |
| 28 February 2019 | ||||||
| Cost | Valuation |
| Cost | Valuation | ||||
| £'000 | % | £'000 | % |
| £'000 | % | £'000 | % |
Unquoted qualifying holdings | 10,423 | 45.92 | 11,518 | 48.28 |
| 11,423 | 70.49 | 12,518 | 72.00 |
Non-Qualifying holdings | 4,756 | 20.95 | 4,822 | 20.21 |
| 4,736 | 29.23 | 4,823 | 27.74 |
Financial assets at fair value through profit or loss | 15,179 | 66.87 | 16,340 | 68.49 |
| 16,159 | 99.72 | 17,341 | 99.74 |
Cash and cash equivalents | 7,519 | 33.13 | 7,519 | 31.51 |
| 46 | 0.28 | 46 | 0.26 |
| 22,698 | 100.00 | 23,859 | 100.00 |
| 16,205 | 100.00 | 17,387 | 100.00 |
Qualifying Holdings |
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Unquoted |
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Venture Investments |
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Adepto Ltd | 300 | 1.32 | 300 | 1.26 |
| - | - | - | - |
Augnet Ltd | 300 | 1.32 | 300 | 1.26 |
| - | - | - | - |
MWS Technology Ltd | 150 | 0.66 | 150 | 0.63 |
| - | - | - | - |
Counting Ltd | 500 | 2.20 | 500 | 2.10 |
| - | - | - | - |
Hydro Electric Power |
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Green Highland Allt Choire A Bhalachain (225) Ltd | 30 | 0.13 | 35 | 0.15 |
| 30 | 0.19 | 35 | 0.20 |
Green Highland Allt Garbh Ltd | - | - | - | - |
| 2,250 | 13.88 | 2,250 | 12.94 |
Green Highland Allt Ladaidh (1148) Ltd | 1,470 | 6.48 | 2,063 | 8.65 |
| 1,470 | 9.07 | 2,063 | 11.87 |
Green Highland Allt Luaidhe (228) Ltd | 855 | 3.77 | 958 | 4.02 |
| 855 | 5.28 | 958 | 5.51 |
Green Highland Allt Phocachain (1015) Ltd | 858 | 3.78 | 1,088 | 4.56 |
| 858 | 5.29 | 1,088 | 6.26 |
Green Highland Shenval Ltd | 860 | 3.79 | 611 | 2.56 |
| 860 | 5.31 | 611 | 3.51 |
Gas Power |
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Distributed Generators Ltd | 3,200 | 14.10 | 3,472 | 14.55 |
| 3,200 | 19.75 | 3,472 | 19.97 |
Green Peak Generation Ltd | 1,900 | 8.37 | 2,041 | 8.55 |
| 1,900 | 11.72 | 2,041 | 11.74 |
| 10,423 | 45.92 | 11,518 | 48.28 |
| 11,423 | 70.49 | 12,518 | 72.00 |
Non-Qualifying Holdings |
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Unquoted |
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Hydro Electric Power |
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Green Highland Allt Choire A Bhalachain (225) Ltd | 3 | 0.01 | 3 | 0.01 |
| 3 | 0.02 | 3 | 0.02 |
Green Highland Allt Ladaidh (1148) Ltd | 30 | 0.13 | 30 | 0.13 |
| 30 | 0.19 | 30 | 0.17 |
Green Highland Allt Luaidhe (228) Ltd | 61 | 0.27 | 61 | 0.26 |
| 61 | 0.38 | 61 | 0.35 |
Green Highland Allt Phocachain (1015) Ltd | 2 | 0.01 | 2 | 0.01 |
| 2 | 0.01 | 3 | 0.02 |
SME Funding: |
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Hydro Electric Power |
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Broadpoint 2 Ltd | 550 | 2.42 | 550 | 2.31 |
| 550 | 3.39 | 550 | 3.16 |
Broadpoint 3 Ltd | 1,005 | 4.43 | 1,005 | 4.21 |
| 1,005 | 6.20 | 1,005 | 5.78 |
Other |
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Funding Path Ltd | 925 | 4.08 | 925 | 3.88 |
| 925 | 5.71 | 925 | 5.32 |
Modern Power Generation Ltd | 2,180 | 9.60 | 2,246 | 9.41 |
| 2,160 | 13.33 | 2,246 | 12.92 |
| 4,756 | 20.95 | 4,822 | 20.21 |
| 4,736 | 29.23 | 4,823 | 27.74 |
Directors' Responsibility Statement
The Directors have elected to prepare the Interim Financial Report for the Company in accordance with International Financial Reporting Standards ("IFRS").
In preparing the Interim Financial Report for the 6 month period to 31 August 2019, the Directors confirm that to the best of their knowledge this condensed set of financial statements has been prepared in accordance with International Accounting Standard 34 "Interim Financial Reporting" as adopted by the European Union and that the Chairman's statement on pages 2 and 3 includes a fair review of the information required by DTR 4.2.7 and DTR 4.2.8 of the Disclosure and Transparency rules of the United Kingdom's Financial Conduct Authority namely:
a) the Interim Financial Report includes a fair review of important events during the period and their effect on the Financial Statements and a description of specific risks and uncertainties for the remainder of the accounting period;
b) the Interim Financial Report gives a true and fair view in accordance with IFRS of the assets, liabilities, financial position and of the results of the Company for the period and complies with IFRS and the Companies Act 2006;
c) the Interim Financial Report includes a fair review of related party transactions and changes therein. There were no related party transactions for the accounting period; and
d) the Directors believe that the Company has sufficient financial resources to manage its business risks in the current uncertain economic outlook.
The Directors have reasonable expectations that the Company has adequate resources to continue in operational existence for at least the next 12 months. Thus, they continue to adopt the going concern basis of accounting in preparing the financial statements.
This Interim Financial Report has not been audited or reviewed by the auditors.
Jane Owen
Chairman
10 October 2019
Unaudited Statement of Comprehensive Income
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| Year ended |
| 6 months ended | ||||||
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| 31 August 2019 |
| 28 February 2019 |
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| Note | Revenue | Capital | Total |
| Revenue | Capital | Total |
| Revenue | Capital | Total |
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| £'000 | £'000 | £'000 |
| £'000 | £'000 | £'000 |
| £'000 | £'000 | £'000 |
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|
|
Investment income | 4 | 346 | - | 346 |
| 711 | - | 711 |
| 364 | - | 364 |
Gain arising on the revaluation of investments at the period end |
| - | - | - |
| - | 862 | 862 |
| - | - | - |
Investment return |
| 346 | - | 346 |
| 711 | 862 | 1,573 |
| 364 | - | 364 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment management fees | 5 | 136 | 46 | 182 |
| 135 | 45 | 180 |
| 68 | 23 | 91 |
Financial and regulatory costs |
| 15 | - | 15 |
| 26 | - | 26 |
| 14 | - | 14 |
General administration |
| 32 | - | 32 |
| 49 | - | 49 |
| 22 | - | 22 |
Legal and professional fees |
| 23 | 21 | 44 |
| 43 | 12 | 55 |
| 20 | - | 20 |
Directors' remuneration | 6 | 23 | - | 23 |
| 48 | - | 48 |
| 23 | - | 23 |
Interest expense |
| 1 | - | 1 |
| - | - | - |
| - | - | - |
Operating expenses |
| 230 | 67 | 297 |
| 301 | 57 | 358 |
| 147 | 23 | 170 |
Profit/(loss) before taxation |
| 116 | (67) | 49 |
| 410 | 805 | 1,215 |
| 217 | (23) | 194 |
Taxation | 7 | (21) | 8 | (13) |
| (78) | 11 | (67) |
| (41) | 5 | (36) |
Profit/(loss) after taxation |
| 95 | (59) | 36 |
| 332 | 816 | 1,148 |
| 176 | (18) | 158 |
Profit and total comprehensive income/(loss) for the period |
| 95 | (59) | 36 |
| 332 | 816 | 1,148 |
| 176 | (18) | 158 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic & diluted earnings per share (pence) |
|
|
|
|
|
|
|
|
|
| ||
|
|
|
|
|
|
|
|
|
|
|
|
|
A Share | 8 | 1.30p | (0.23p) | 1.07p |
| 3.39p | 3.95p | 7.34p |
| 1.77p | (0.15p) | 1.62p |
|
|
|
|
|
|
|
|
|
|
|
|
|
B Share | 8 | (0.09p) | (0.06p) | (0.15p) |
| (0.09p) | 6.19p | 6.10p |
| (0.02p) | (0.05p) | (0.07p) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Venture Share | 8 | (0.56p) | (0.60p) | (1.16p) |
| - | - | - |
| - | - | - |
|
|
|
|
|
|
|
|
|
|
|
|
|
The total column of this statement is the Statement of Comprehensive Income of the Company prepared in accordance with International Financial Reporting Standards (IFRS). The supplementary revenue return and capital columns have been prepared in accordance with the Association of Investment Companies Statement of Recommended Practice (AIC SORP). All revenue and capital items in the above statement derive from continuing operations. This Statement of Comprehensive Income includes all recognised gains and losses. The accompanying notes are an integral part of this statement.
Unaudited Balance Sheet
Company No: 07324448
|
| Unaudited |
| Audited |
| Unaudited |
|
| 31 August 2019 |
| 28 February 2019 |
| 31 August 2018 |
| Note | £'000 |
| £'000 |
| £'000 |
|
|
|
|
|
|
|
Non-current assets |
|
|
|
|
|
|
Financial assets at fair value through profit or loss |
| 16,340 |
| 17,341 |
| 16,554 |
|
|
|
|
|
|
|
Current assets |
|
|
|
|
|
|
Receivables |
| 821 |
| 1,052 |
| 771 |
Cash and cash equivalents | 9 | 7,519 |
| 46 |
| 319 |
|
| 8,340 |
| 1,098 |
| 1,090 |
Total assets |
| 24,680 |
| 18,439 |
| 17,644 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities |
|
|
|
|
|
|
Payables and accrued expenses |
| 154 |
| 135 |
| 157 |
Current taxation payable |
| 80 |
| 66 |
| 140 |
|
| 234 |
| 201 |
| 297 |
Net assets |
| 24,446 |
| 18,238 |
| 17,347 |
|
|
|
|
|
|
|
Equity attributable to equity holders |
|
|
|
|
|
|
Share capital | 10 | 237 |
| 168 |
| 168 |
Share Premium |
| 13,598 |
| 6,756 |
| 16,683 |
Special distributable reserve |
| 9,529 |
| 9,927 |
| - |
Capital reserve |
| 1,076 |
| 1,135 |
| 301 |
Revenue reserve |
| 6 |
| 252 |
| 195 |
Total equity |
| 24,446 |
| 18,238 |
| 17,347 |
|
|
|
|
|
|
|
Shareholders' funds |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net asset value per A Share | 11 | 107.55p |
| 110.49p |
| 105.77p |
|
|
|
|
|
|
|
Net asset value per B Share | 11 | 100.95p |
| 106.10p |
| 99.93p |
|
|
|
|
|
|
|
Net asset value per Venture Share | 11 | 99.11p |
| - |
| - |
The statements were approved by the Directors and authorised for issue on 10 October 2019 and are signed on their behalf by:
Jane Owen
Chairman
10 October 2019
The accompanying notes are an integral part of this statement.
Unaudited Statement of Changes in Shareholders' Equity
| Issued Capital | Share Premium | Special Distributable Reserve | Capital Reserve | Revenue Reserve | Total |
| £'000 | £'000 | £'000 | £'000 | £'000 | £'000 |
|
|
|
|
|
|
|
6 months ended 31 August 2019 (unaudited) |
|
|
|
|
|
|
Opening balance | 168 | 6,756 | 9,927 | 1,135 | 252 | 18,238 |
Issue of share capital | 69 | 7,033 | - | - | - | 7,102 |
Cost of issue of shares | - | (191) | - | - | - | (191) |
Dividends paid | - | - | (398) | - | (341) | (739) |
Transactions with owners | 69 | 6,842 | (398) | - | (341) | 6,172 |
(Loss)/profit before taxation | - | - | - | (67) | 116 | 49 |
Taxation | - | - | - | 8 | (21) | (13) |
(Loss)/profit after taxation | - | - | - | (59) | 95 | 36 |
Other comprehensive income | - | - | - | - | - | - |
Total comprehensive (loss)/profit for the period | - | - | - | (59) | 95 | 36 |
Balance at 31 August 2019 | 237 | 13,598 | 9,529 | 1,076 | 6 | 24,446 |
The Capital Reserve consists of: |
|
|
|
|
|
|
Investment holding gains |
|
|
| 1,182 |
|
|
Other realised losses |
|
| (106) |
|
| |
|
|
|
| 1,076 |
|
|
Year ended 28 February 2019 (audited) |
|
|
|
|
|
|
Opening balance | 168 | 16,683 | - | 319 | 293 | 17,463 |
Cancellation of Share Premium | - | (9,927) | 9,927 | - | - | - |
Dividend Paid | - | - | - | - | (373) | (373) |
Transactions with owners | - | (9,927) | 9,927 | - | (373) | (373) |
Profit after taxation | - | - | - | 816 | 332 | 1,148 |
Total comprehensive profit for the period | - | - | - | 816 | 332 | 1,148 |
Balance at 28 February 2019 | 168 | 6,756 | 9,927 | 1,135 | 252 | 18,238 |
The Capital Reserve consists of: |
|
|
|
|
|
|
Investment holding gains |
|
|
| 1,182 |
|
|
Other realised losses |
|
| (47) |
|
| |
|
|
|
| 1,135 |
|
|
6 months ended 31 August 2018 (unaudited) |
|
|
|
|
|
|
Opening balance | 168 | 16,683 | - | 319 | 293 | 17,463 |
Dividends paid | - | - | - | - | (274) | (274) |
Transactions with owners | - | - | - | - | (274) | (274) |
(Loss)/profit after taxation | - | - | - | (18) | 176 | 158 |
Total comprehensive (loss)/profit for the period | - | - | - | (18) | 176 | 158 |
Balance at 31 August 2018 | 168 | 16,683 | - | 301 | 195 | 17,347 |
The Capital Reserve consists of: |
|
|
|
|
|
|
Investment holding gains |
|
|
| 320 |
|
|
Other realised losses |
|
| (19) |
|
| |
|
|
|
| 301 |
|
|
The capital reserve represents the proportion of Investment Management fees charged against capital and realised/unrealised gains or losses on the disposal/revaluation of investments. The unrealised capital reserve is not distributable. The special distributable reserve was created on court cancellation of the share premium account. The revenue reserve, realised capital reserve and special distributable reserve are distributable by way of dividend.
At 31 August 2019 the total reserves available for distribution are £9,429,000. This consists of the distributable revenue reserve and special distributable reserve net of the realised capital loss.
Unaudited Statement of Cash Flows
| Unaudited |
| Audited |
| Unaudited |
| 6 months ended | Year ended |
| 6 months ended | |
31 August 2019 |
| 28 February 2019 |
| 31 August 2018 | |
| £'000 |
| £'000 |
| £'000 |
|
|
|
|
|
|
Cash flows from operating activities |
|
|
|
|
|
Profit before taxation | 49 |
| 1,215 |
| 194 |
(Gain) arising on the revaluation of investments at the period end | - |
| (862) |
| - |
Cashflow generated by operations | 49 |
| 353 |
| 194 |
Decrease/(increase) in receivables | 231 |
| (273) |
| 8 |
Increase in payables | 19 |
| 15 |
| 38 |
Cash flows from operating activities | 299 |
| 95 |
| 240 |
Increase/(decrease) in taxation | 1 |
| (104) |
| - |
Net cash flows from operating activities | 300 |
| (9) |
| 240 |
Cash flows from investing activities |
|
|
|
|
|
Purchase of financial assets at fair value through profit or loss | (1,250) |
| - |
| - |
Sales of financial assets at fair value through profit or loss | 2,251 |
| 75 |
| - |
Net cash flows from investing activities | 1,001 |
| 75 |
| - |
Cash flows from financing activities |
|
|
|
|
|
Issue of shares | 6,911 |
| - |
| - |
Dividends paid | (739) |
| (373) |
| (274) |
Net cash flows from financing activities | 6,172 |
| (373) |
| (274) |
Net increase/(decrease) in cash and cash equivalents | 7,473 |
| (307) |
| (34) |
Reconciliation of net cash flow to movements in cash and cash equivalents |
|
|
|
|
|
Cash and cash equivalents at start of period | 46 |
| 353 |
| 353 |
Net increase/(decrease) in cash and cash equivalents | 7,473 |
| (307) |
| (34) |
Cash and cash equivalents at end of period | 7,519 |
| 46 |
| 319 |
The accompanying notes are an integral part of this statement.
Non-Statutory Analysis - The A Share Fund
Statement of Comprehensive Income |
| Unaudited |
| Audited |
| Unaudited | ||||||
| 6 months ended 31 August 2019 |
| Year ended 28 February 2019 |
| 6 months ended 31 August 2018 | |||||||
|
| Revenue | Capital | Total |
| Revenue | Capital | Total |
| Revenue | Capital | Total |
|
| £'000 | £'000 | £'000 |
| £'000 | £'000 | £'000 |
| £'000 | £'000 | £'000 |
Investment income |
| 286 | - | 286 |
| 629 | - | 629 |
| 322 | - | 322 |
Unrealised gain on investments |
| - | - | - |
| - | 433 | 433 |
| - | - | - |
Investment return |
| 286 | - | 286 |
| 629 | 433 | 1,062 |
| 322 | - | 322 |
Investment management fees |
| (83) | (28) | (111) |
| (110) | (37) | (147) |
| (56) | (19) | (75) |
Other expenses |
| (43) | - | (43) |
| (102) | (12) | (114) |
| (49) | - | (49) |
Profit/(loss) before taxation |
| 160 | (28) | 132 |
| 417 | 384 | 801 |
| 217 | (19) | 198 |
Taxation |
| (30) | 5 | (25) |
| (79) | 9 | (70) |
| (41) | 4 | (37) |
Profit/(loss) after taxation |
| 130 | (23) | 107 |
| 338 | 393 | 731 |
| 176 | (15) | 161 |
Profit and total comprehensive income/(loss) for the period |
| 130 | (23) | 107 |
| 338 | 393 | 731 |
| 176 | (15) | 161 |
Basic and diluted earnings/(loss) per share |
| 1.30p | (0.23p) | 1.07p |
| 3.39p | 3.95p | 7.34p |
| 1.77p | (0.15p) | 1.62p |
|
|
| Unaudited |
|
| Audited |
|
| Unaudited | |||
Balance Sheet |
| 31 August 2019 |
| 28 February 2019 |
| 31 August 2018 | ||||||
|
|
|
| £'000 |
|
|
| £'000 |
|
|
| £'000 |
Non-current assets |
|
|
|
|
|
|
|
|
|
|
|
|
Financial assets at fair value through profit or loss |
|
|
| 7,701 |
|
|
| 10,102 |
|
|
| 9,744 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Current assets |
|
|
|
|
|
|
|
|
|
|
|
|
Receivables |
|
|
| 711 |
|
|
| 995 |
|
|
| 752 |
Cash and cash equivalents |
|
|
| 2,407 |
|
|
| 3 |
|
|
| 267 |
|
|
|
| 3,118 |
|
|
| 998 |
|
|
| 1,019 |
Current liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
Payables |
|
|
| (21) |
|
|
| (36) |
|
|
| (96) |
Corporation Tax |
|
|
| (94) |
|
|
| (69) |
|
|
| (143) |
Net assets |
|
|
| 10,704 |
|
|
| 10,995 |
|
|
| 10,524 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity attributable to equity holders |
| 10,704 |
|
|
| 10,995 |
|
|
| 10,524 | ||
Net asset value per share |
|
|
| 107.55p |
|
|
| 110.49p |
|
|
| 105.77p |
|
|
|
|
|
|
|
|
|
|
|
|
|
Statement of Changes in Shareholders' Equity |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Unaudited |
|
| Audited |
|
| Unaudited | |||
|
| 31 August 2019 |
|
| 28 February 2019 |
| 31 August 2018 | |||||
|
|
|
| £'000 |
|
|
| £'000 |
|
|
| £'000 |
Opening shareholders' funds |
|
|
| 10,995 |
|
|
| 10,637 |
|
|
| 10,637 |
Profit for the period |
|
|
| 107 |
|
|
| 731 |
|
|
| 161 |
Dividend paid |
|
|
| (398) |
|
|
| (373) |
|
|
| (274) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Closing shareholders' funds |
|
|
| 10,704 |
|
|
| 10,995 |
|
|
| 10,524 |
Investment Portfolio | Unaudited |
| Audited | |||||||
| 31 August 2019 |
| 28 February 2019 | |||||||
| Cost | Valuation |
| Cost | Valuation | |||||
| £'000 | % | £'000 | % |
| £'000 | % | £'000 | % |
|
Unquoted qualifying holdings | 4,073 | 43.27 | 4,755 | 47.04 |
| 6,323 | 67.25 | 7,005 | 69.32 |
|
Non-Qualifying holdings | 2,932 | 31.15 | 2,946 | 29.15 |
| 3,076 | 32.72 | 3,097 | 30.65 |
|
Financial assets at fair value through profit or loss | 7,005 | 74.43 | 7,701 | 76.19 |
| 9,399 | 99.97 | 10,102 | 99.97 |
|
Cash and cash equivalents | 2,407 | 25.57 | 2,407 | 23.81 |
| 3 | 0.03 | 3 | 0.03 |
|
| 9,412 | 100.00 | 10,108 | 100.00 |
| 9,402 | 100.00 | 10,105 | 100.00 |
|
Qualifying Holdings |
|
|
|
|
|
|
|
|
|
|
Unquoted |
|
|
|
|
|
|
|
|
|
|
Hydro Electric Power |
|
|
|
|
|
|
|
|
|
|
Green Highland Allt Choire A Bhalachain (225) Ltd | 30 | 0.32 | 35 | 0.35 |
| 30 | 0.32 | 35 | 0.35 |
|
Green Highland Allt Garbh Ltd | - | - | - | - |
| 2,250 | 23.93 | 2,250 | 22.27 |
|
Green Highland Allt Ladaidh (1148) Ltd | 1,470 | 15.62 | 2,063 | 20.41 |
| 1,470 | 15.63 | 2,063 | 20.42 |
|
Green Highland Allt Luaidhe (228) Ltd | 855 | 9.08 | 958 | 9.48 |
| 855 | 9.09 | 958 | 9.48 |
|
Green Highland Allt Phocachain (1015) Ltd | 858 | 9.12 | 1,088 | 10.76 |
| 858 | 9.13 | 1,088 | 10.77 |
|
Green Highland Shenval Ltd | 860 | 9.14 | 611 | 6.04 |
| 860 | 9.15 | 611 | 6.05 |
|
| 4,073 | 43.27 | 4,755 | 47.04 |
| 6,323 | 67.25 | 7,005 | 69.32 |
|
|
|
|
|
|
|
|
|
|
|
|
| Unaudited |
| Audited | |||||||
| 31 August 2019 |
| 28 February 2019 | |||||||
| Cost | Valuation |
| Cost | Valuation | |||||
Non-Qualifying Holdings | £'000 | % | £'000 | % |
| £'000 | % | £'000 | % |
|
Unquoted |
|
|
|
|
|
|
|
|
|
|
Hydro Electric Power |
|
|
|
|
|
|
|
|
|
|
Green Highland Allt Choire A Bhalachain (225) Ltd | 3 | 0.03 | 3 | 0.03 |
| 3 | 0.03 | 3 | 0.03 |
|
Green Highland Allt Ladaidh (1148) Ltd | 30 | 0.32 | 30 | 0.30 |
| 30 | 0.32 | 30 | 0.30 |
|
Green Highland Allt Luaidhe (228) Ltd | 61 | 0.65 | 61 | 0.60 |
| 61 | 0.65 | 61 | 0.60 |
|
Green Highland Allt Phocachain (1015) Ltd | 2 | 0.02 | 2 | 0.02 |
| 2 | 0.02 | 3 | 0.03 |
|
SME Funding: |
|
|
|
|
|
|
|
|
|
|
Hydro Electric Power |
|
|
|
|
|
|
|
|
|
|
Broadpoint 2 Ltd | 550 | 5.84 | 550 | 5.44 |
| 550 | 5.85 | 550 | 5.44 |
|
Broadpoint 3 Ltd | 1,005 | 10.68 | 1,005 | 9.94 |
| 1,005 | 10.69 | 1,005 | 9.95 |
|
Other |
|
|
|
|
|
|
|
|
|
|
Funding Path Ltd | 925 | 9.83 | 925 | 9.15 |
| 925 | 9.84 | 925 | 9.15 |
|
Modern Power Generation Ltd | 356 | 3.78 | 370 | 3.66 |
| 500 | 5.32 | 520 | 5.15 |
|
| 2,932 | 31.15 | 2,946 | 29.15 |
| 3,076 | 32.72 | 3,097 | 30.65 |
|
Non-Statutory Analysis - The B Share Fund
Statement of |
| Unaudited |
| Audited |
| Unaudited | ||||||
Comprehensive Income |
| 6 months ended 31 August 2019 |
| Year ended 28 February 2019 |
| 6 months ended 31 August 2018 | ||||||
|
| Revenue | Capital | Total |
| Revenue | Capital | Total |
| Revenue | Capital | Total |
|
| £'000 | £'000 | £'000 |
| £'000 | £'000 | £'000 |
| £'000 | £'000 | £'000 |
Investment income |
| 36 | - | 36 |
| 82 | - | 82 |
| 42 | - | 42 |
Unrealised gain on investments |
| - | - | - |
| - | 429 | 429 |
| - | - | - |
Investment return |
| 36 | - | 36 |
| 82 | 429 | 511 |
| 42 | - | 42 |
Investment management fees |
| (15) | (5) | (20) |
| (25) | (8) | (33) |
| (12) | (4) | (16) |
Other expenses |
| (29) | - | (29) |
| (64) | - | (64) |
| (30) | - | (30) |
(Loss)/profit before taxation |
| (8) | (5) | (13) |
| (7) | 421 | 414 |
| - | (4) | (4) |
Taxation |
| 2 | 1 | 3 |
| 1 | 2 | 3 |
| - | 1 | 1 |
(Loss)/profit after taxation |
| (6) | (4) | (10) |
| (6) | 423 | 417 |
| - | (3) | (3) |
Loss and total comprehensive (loss)/income for the period |
| (6) | (4) | (10) |
| (6) | 423 | 417 |
| - | (3) | (3) |
Basic and diluted (loss)/earnings per share |
| (0.09p) | (0.06p) | (0.15p) |
| (0.09p) | 6.19p | 6.10p |
| (0.02p) | (0.05p) | (0.07p) |
|
|
| Unaudited |
| Audited |
|
| Unaudited | ||||
Balance Sheet |
| 31 August 2019 |
| 28 February 2019 |
| 31 August 2018 | ||||||
|
|
|
| £'000 |
|
|
| £'000 |
|
|
| £'000 |
Non-current assets |
|
|
|
|
|
|
|
|
|
|
|
|
Financial assets at fair value through profit or loss |
|
|
| 6,899 |
|
|
| 7,239 |
|
|
| 6,810 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Current assets |
|
|
|
|
|
|
|
|
|
|
|
|
Receivables |
|
|
| 96 |
|
|
| 57 |
|
|
| 19 |
Corporation Tax |
|
|
| 5 |
|
|
| 3 |
|
|
| 3 |
Cash and cash equivalents |
|
| 14 |
|
|
| 43 |
|
|
| 52 | |
|
|
|
| 115 |
|
|
| 103 |
|
|
| 74 |
Current liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
Payables |
|
|
| (122) |
|
|
| (99) |
|
|
| (61) |
Net assets |
|
|
| 6,892 |
|
|
| 7,243 |
|
|
| 6,823 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity attributable to equity holders | 6,892 |
|
|
| 7,243 |
|
|
| 6,823 | |||
Net asset value per share |
|
|
| 100.95p |
|
|
| 106.10p |
|
|
| 99.93p |
Statement of Changes in Shareholders' Equity |
|
|
|
|
|
|
|
|
|
|
| |
|
|
| Unaudited |
| Audited |
|
| Unaudited | ||||
|
| 31 August 2019 |
|
| 28 February 2019 |
| 31 August 2018 | |||||
|
|
|
| £'000 |
|
|
| £'000 |
|
|
| £'000 |
Opening shareholders' funds |
|
| 7,243 |
|
|
| 6,826 |
|
|
| 6,826 | |
(Loss)/profit for the period |
|
| (10) |
|
|
| 417 |
|
|
| (3) | |
Dividend paid |
|
|
| (341) |
|
|
| - |
|
|
| - |
|
|
|
|
|
|
|
|
|
|
|
|
|
Closing shareholders' funds |
|
| 6,892 |
|
|
| 7,243 |
|
|
| 6,823 |
Investment Portfolio | Unaudited |
| Audited | ||||||
| 31 August 2019 |
| 28 February 2019 | ||||||
| Cost | Valuation |
| Cost | Valuation | ||||
| £'000 | % | £'000 | % |
| £'000 | % | £'000 | % |
Unquoted qualifying holdings | 5,100 | 79.09 | 5,513 | 79.75 |
| 5,100 | 74.97 | 5,513 | 75.71 |
Non-Qualifying holdings | 1,334 | 20.69 | 1,386 | 20.05 |
| 1,660 | 24.40 | 1,726 | 23.70 |
Financial assets at fair value through profit or loss | 6,434 | 99.78 | 6,899 | 99.80 |
| 6,760 | 99.37 | 7,239 | 99.41 |
Cash and cash equivalents | 14 | 0.22 | 14 | 0.20 |
| 43 | 0.63 | 43 | 0.59 |
| 6,448 | 100.00 | 6,913 | 100.00 |
| 6,803 | 100.00 | 7,282 | 100.00 |
Qualifying Holdings |
|
|
|
|
|
|
|
|
|
Unquoted |
|
|
|
|
|
|
|
|
|
Gas Power |
|
|
|
|
|
|
|
|
|
Distributed Generators Ltd | 3,200 | 49.63 | 3,472 | 50.22 |
| 3,200 | 47.04 | 3,472 | 47.68 |
Green Peak Generation Ltd | 1,900 | 29.47 | 2,041 | 29.52 |
| 1,900 | 27.93 | 2,041 | 28.03 |
| 5,100 | 79.09 | 5,513 | 79.75 |
| 5,100 | 74.97 | 5,513 | 75.71 |
|
|
|
|
|
|
|
|
|
|
| Unaudited |
| Audited | ||||||
| 31 August 2019 |
| 28 February 2019 | ||||||
| Cost | Valuation |
| Cost | Valuation | ||||
Non-Qualifying Holdings | £'000 | % | £'000 | % |
| £'000 | % | £'000 | % |
Unquoted |
|
|
|
|
|
|
|
|
|
SME Funding |
|
|
|
|
|
|
|
|
|
Other |
|
|
|
|
|
|
|
|
|
Modern Power Generation Ltd | 1,334 | 20.69 | 1,386 | 20.05 |
| 1,660 | 24.40 | 1,726 | 23.70 |
| 1,334 | 20.69 | 1,386 | 20.05 |
| 1,660 | 24.40 | 1,726 | 23.70 |
Non-Statutory Analysis - The Venture Share Fund
Statement of Comprehensive Income |
| Unaudited |
| Audited |
| Unaudited | ||||||
| 6 months ended 31 August 2019 |
| Year ended 28 February 2019 |
| 6 months ended 31 August 2018 | |||||||
|
| Revenue | Capital | Total |
| Revenue | Capital | Total |
| Revenue | Capital | Total |
|
| £'000 | £'000 | £'000 |
| £'000 | £'000 | £'000 |
| £'000 | £'000 | £'000 |
Investment income |
| 24 | - | 24 |
| - | - | - |
| - | - | - |
Investment return |
| 24 | - | 24 |
| - | - | - |
| - | - | - |
Investment management fees |
| (44) | (13) | (57) |
| - | - | - |
| - | - | - |
Other expenses |
| (16) | (21) | (37) |
| - | - | - |
| - | - | - |
(Loss)/profit before taxation |
| (36) | (34) | (70) |
| - | - | - |
| - | - | - |
Taxation |
| 7 | 2 | 9 |
| - | - | - |
| - | - | - |
(Loss)/profit after taxation |
| (29) | (32) | (61) |
| - | - | - |
| - | - | - |
Profit and total comprehensive (loss)/income for the period |
| (29) | (32) | (61) |
| - | - | - |
| - | - | - |
Basic and diluted (loss)/earnings per share |
| (0.56p) | (0.60p) | (1.16p) |
| - | - | - |
| - | - | - |
|
|
| Unaudited |
|
| Audited |
|
| Unaudited | |||
Balance Sheet |
| 31 August 2019 |
| 28 February 2019 |
| 31 August 2018 | ||||||
|
|
|
| £'000 |
|
|
| £'000 |
|
|
| £'000 |
Non-current assets |
|
|
|
|
|
|
|
|
|
|
|
|
Financial assets at fair value through profit or loss |
|
|
| 1,740 |
|
|
| - |
|
|
| - |
|
|
|
|
|
|
|
|
|
|
|
|
|
Current assets |
|
|
|
|
|
|
|
|
|
|
|
|
Receivables |
|
|
| 14 |
|
|
| - |
|
|
| - |
Corporation tax |
|
|
| 9 |
|
|
| - |
|
|
| - |
Cash and cash equivalents |
|
|
| 5,098 |
|
|
| - |
|
|
| - |
|
|
|
| 5,121 |
|
|
| - |
|
|
| - |
Current liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
Payables |
|
|
| (11) |
|
|
| - |
|
|
| - |
Net assets |
|
|
| 6,850 |
|
|
| - |
|
|
| - |
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity attributable to equity holders |
|
| 6,850 |
|
|
| - |
|
|
| - | |
Net asset value per share |
|
|
| 99.11p |
|
|
| - |
|
|
| - |
Statement of Changes in Shareholders' Equity |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Unaudited |
|
| Audited |
|
| Unaudited | |||
|
| 31 August 2019 |
| 28 February 2019 |
| 31 August 2018 | ||||||
|
|
|
| £'000 |
|
|
| £'000 |
|
|
| £'000 |
Issue of new shares |
|
|
| 6,911 |
|
|
| - |
|
|
| - |
(Loss)/profit for the period |
|
|
| (61) |
|
|
| - |
|
|
| - |
|
|
|
|
|
|
|
|
|
|
|
|
|
Closing shareholders' funds |
|
|
| 6,850 |
|
|
| - |
|
|
| - |
Investment Portfolio | Unaudited |
| Audited | ||||||
| 31 August 2019 |
| 28 February 2019 | ||||||
| Cost | Valuation |
| Cost | Valuation | ||||
| £'000 | % | £'000 | % |
| £'000 | % | £'000 | % |
Unquoted qualifying holdings | 1,250 | 18.28 | 1,250 | 18.28 |
| - | - | - | - |
Non-Qualifying holdings | 490 | 7.17 | 490 | 7.17 |
| - | - | - | - |
Financial assets at fair value through profit or loss | 1,740 | 25.45 | 1,740 | 25.45 |
| - | - | - | - |
Cash and cash equivalents | 5,098 | 74.55 | 5,098 | 74.55 |
| - | - | - | - |
| 6,838 | 100.00 | 6,838 | 100.00 |
| - | - | - | - |
Qualifying Holdings |
|
|
|
|
|
|
|
|
|
Unquoted |
|
|
|
|
|
|
|
|
|
Venture Investments |
|
|
|
|
|
|
|
|
|
Adepto Ltd | 300 | 4.39 | 300 | 4.39 |
| - | - | - | - |
Augnet Ltd | 300 | 4.39 | 300 | 4.39 |
| - | - | - | - |
MWS Technology Ltd | 150 | 2.19 | 150 | 2.19 |
| - | - | - | - |
Counting Up Ltd | 500 | 7.31 | 500 | 7.31 |
| - | - | - | - |
|
|
|
|
|
|
|
|
|
|
| 1,250 | 18.28 | 1,250 | 18.28 |
| - | - | - | - |
|
|
|
|
|
|
|
|
|
|
| Unaudited |
| Audited | ||||||
| 31 August 2019 |
| 28 February 2019 | ||||||
| Cost | Valuation |
| Cost | Valuation | ||||
| £'000 | % | £'000 | % |
| £'000 | % | £'000 | % |
Non-Qualifying Holdings |
|
|
|
|
|
|
|
|
|
Unquoted |
|
|
|
|
|
|
|
|
|
Other |
|
|
|
|
|
|
|
|
|
Modern Power Generation Ltd | 490 | 7.17 | 490 | 7.17 |
| - | - | - | - |
|
|
|
|
|
|
|
|
|
|
| 490 | 7.17 | 490 | 7.17 |
| - | - | - | - |
Notes to the Unaudited Interim Financial Report
1. Corporate information
The Unaudited Interim Financial Report of the Company for the 6 months ended 31 August 2019 was authorised for issue in accordance with a resolution of the Directors on 10 October 2019.
The Company applied for listing on the London Stock Exchange on 24 December 2010.
Triple Point VCT 2011 plc is incorporated and domiciled in Great Britain and registered in England and Wales. The address of the Company's registered office, which is also its principal place of business, is 1 King William Street, London, EC4N 7AF.
The Company is required to nominate a functional currency, being the currency in which the Company predominately operates. The functional and reporting currency is pounds sterling (£), reflecting the primary economic environment in which the Company operates.
The principal activity of the Company is investment. The Company's investment strategy is to offer combined exposure to cash or cash based funds and venture capital investments focused on companies with contractual revenues from financially secure counterparties.
2. Basis of preparation and accounting policies
Basis of preparation
The Unaudited Interim Financial Report of the Company for the 6 months ended 31 August 2019 has been prepared in accordance with IAS 34: Interim Financial Reporting. The same accounting policies and methods of computation are followed in the Interim Financial Report as were followed in the most recent Financial Statements. It does not include all of the information required for full Financial Statements and should be read in conjunction with the Financial Statements for the year ended 28 February 2019.
Estimates
The preparation of the Unaudited Interim Financial Report requires management to make judgements, estimates and assumptions that reflect the application of accounting policies and the reported amounts of assets and liabilities, income and expenditure. However, actual results may differ from these estimates.
3. Segmental reporting
The Directors are of the opinion that the Company only has a single operating segment of business, being investment activity.
All revenues and assets are generated and held in the UK.
4. Investment income
| Unaudited |
| Audited | ||||||||
| 6 months ended 31 August 2019 |
| Year ended 28 February 2019 | ||||||||
| A Shares | B Shares | Venture Shares |
| Total |
| A Shares | B Shares | Venture Shares |
| Total |
| £'000 | £'000 | £'000 |
| £'000 |
| £'000 | £'000 | £'000 |
| £'000 |
Interest receivable on bank balances | 1 | - | 15 |
| 16 |
| 1 | - | - |
| 1 |
Loan interest | 285 | 36 | 9 |
| 330 |
| 628 | 82 | - |
| 710 |
|
|
|
|
|
|
|
|
|
|
|
|
| 286 | 36 | 24 |
| 346 |
| 629 | 82 | - |
| 711 |
5. Investment management fees
TPIM provides investment management and administration services to the Company under an Investment Management Agreement effective 23 September 2010 and a deed of variation to that agreement effective 23 December 2015.
A Shares: The agreement provides for an investment management fee of 2.00% per annum of net assets payable quarterly in arrear for A Shares. For A Shares the appointment shall continue for a period of at least 6 years from the admission of those shares.
B Shares: The agreement provides for an investment management fee of 1.90% per annum of net assets payable quarterly in arrear for B Shares. For B Shares the appointment shall continue for a period of at least 6 years from the admission of those shares.
Venture Shares: The agreement provides for an investment management fee of 2.00% per annum of net assets payable quarterly in arrear for Venture Shares. For Venture Shares the appointment shall continue for a period of at least 6 years from the admission of those shares.
Following a deed of variation to the Investment Management agreement, dated 14 September 2018. An administration fee equal to 0.25% of the Company's NAV replaces the previously charged £37,500 per annum.
TPIM agreed not to charge their management fees for the A share class for the financial year ending 28 February 2018 in order to build up distributable reserves, thereby improving the ability of the share class to make dividend payments. The amount waived during the previous year was £206,400. Subject to performance of the A Share Class, these fees may be recovered by TPIM. During the current year TPIM recommenced the charging of their management fees to the A Share Class recommence.
TPIM agreed not to charge their management fees from 1 January 2017 on the amounts invested in gas power projects, which represents circa 75% of the B Share Class NAV, until these investments started to generate income. The total fee waived to date for the B Share Class is £264,520. Subject to performance of the B Share Class, these fees may be recovered by TPIM.
6. Directors' remuneration
| Unaudited |
| Audited | ||||||||
| 6 months ended 31 August 2019 |
| Year ended 28 February 2019 | ||||||||
| A Shares | B Shares | Venture Shares |
| Total |
| A Shares | B Shares | Venture Shares |
| Total |
| £'000 | £'000 | £'000 |
| £'000 |
| £'000 | £'000 | £'000 |
| £'000 |
Jane Owen | 4 | 3 | 2 |
| 9 |
| 11 | 7 | - |
| 18 |
Chad Murrin | 4 | 1 | 2 |
| 7 |
| 9 | 6 | - |
| 15 |
Tim Clarke | 3 | 3 | 1 |
| 7 |
| 9 | 6 | - |
| 15 |
| 11 | 7 | 5 |
| 23 |
| 29 | 19 | - |
| 48 |
The only remuneration received by the Directors was their Directors' fees. The Company has no employees other than the Non-Executive Directors. The average number of Non-Executive Directors in the period was three.
7. Taxation
| Unaudited |
| Audited | ||||||||
| 6 months ended 31 August 2019 |
| Year ended 28 February 2019 | ||||||||
| A Shares | B Shares | Venture Shares |
| Total |
| A Shares | B Shares | Venture Shares |
| Total |
| £'000 | £'000 | £'000 |
| £'000 |
| £'000 | £'000 | £'000 |
| £'000 |
Profit/(loss) on ordinary activities before tax | 132 | (13) | (70) |
| 49 |
| 801 | 414 | - |
| 1,215 |
Corporation tax @ 19% | 25 | (3) | (13) |
| 9 |
| 156 | 79 | - |
| 235 |
Effect of: |
|
|
|
|
|
|
|
|
|
|
|
Capital (gains)/losses not taxable | - | - | - |
| - |
| (82) | (82) | - |
| (164) |
Disallowed expenditure | - | - | 4 |
| 4 |
| - | - | - |
| - |
Unrelieved tax losses arising in the year | - | - | - |
| - |
| (4) | - | - |
| (4) |
Tax charge/(credit) for the period | 25 | (3) | (9) |
| 13 |
| 70 | (3) | - |
| 67 |
Capital gains and losses are exempt from corporation tax due to the Company's status as a Venture Capital Trust.
8. Earnings per share
The earnings per A Share is 1.07p and is based on a profit from ordinary activities after tax of c.£107,000 and on the weighted average number of A Shares in issue during the period of 9,951,133.
The loss per B Share is 0.15p and is based on a loss from ordinary activities after tax of c.£10,000 and on the weighted average number of B Shares in issue during the period of 6,824,266.
The loss per Venture Share is 1.16p and is based on a loss from ordinary activities after tax of c.£61,000 and on the weighted average number of B Shares in issue during the period of 5,200,952.
9. Cash and cash equivalents
Cash and cash equivalents comprise deposits with The Royal Bank of Scotland plc and Cater Allen Private Bank.
10. Share capital
| Unaudited | Audited | Unaudited |
| 31 August 2019 | 28 February 2019 | 31 August 2018 |
|
|
|
|
A Ordinary Shares of £0.01 each |
|
|
|
Issued & Fully Paid |
|
|
|
Number of shares | 9,951,133 | 9,951,133 | 9,951,133 |
Par Value £'000 | 100 | 100 | 100 |
|
|
|
|
B Ordinary Shares of £0.01 each |
|
|
|
Issued & Fully Paid |
|
|
|
Number of shares | 6,824,266 | 6,824,266 | 6,824,266 |
Par Value £'000 | 68 | 68 | 68 |
|
|
|
|
Venture Shares of £0.01 each |
|
|
|
Issued & Fully Paid |
|
|
|
Number of shares | 6,912,338 | - | - |
Par Value £'000 | 69 | - | - |
|
|
|
|
Company Total Shares of £0.01 each |
|
|
|
Issued & Fully Paid |
|
|
|
Number of shares | 23,687,737 | 16,775,399 | 16,775,399 |
Par Value £'000 | 237 | 168 | 168 |
11. Net asset value per share
The net asset value per share for the A Shares is 107.55p and is calculated based on net assets of £10,704,000 divided by the 9,951,133 A Shares in issue.
The net asset value per share for the B Shares is 100.95p and is calculated on net assets of £6,892,000 divided by the 6,824,266 B Shares in issue.
The net asset value per share for the Venture Shares is 99.11p and is calculated on net assets of £6,850,000 divided by the 6,912,338 Venture Shares in issue.
12. Commitments and contingencies
As highlighted in note 5, the Investment Manager has waived £470,920 of management fees to date. Subject to the performance of the underlying investments, the Investment Manager may decide to charge these previously waived fees to the Company. The likelihood of these outstanding fees being recovered is not considered probable and therefore no provision has been made.
13. Relationship with Investment Manager
During the period, TPIM received £207,744 (which has been expensed by the Company) for providing management and administrative services to the Company.
At the Balance Sheet date, the total fees which have been waived by the Investment Manager stood at £470,920.
14. Related party transactions
There were no related party transactions during the period.
15. Post balance sheet events
On 11 September 2019, the Company had its latest Venture Fund prospectus approved by the Financial Conduct Authority.
16. Dividend
A Share Class:
On 27 June 2019 a dividend of £398,045 equal to 4.00p per share was paid to the A Class Shareholders. This takes total dividends paid to A Shareholders to 11.75p.
The board has resolved to pay a special dividend to A Class Shareholders of £2,338,516 equal to 23.5p which will be paid on 29 November 2019 to shareholders on the register on 15 November 2019.
B Share Class:
On 27 June 2019 a dividend of £341,213 equal to 5.00p per share was paid to the B Class Shareholders. This was the first dividend paid to B Class Shareholders.
Related Shares:
TPOA.LTPOB.L