Octopus AIM VCT 2 plc
Final Results
13 February 2020
Octopus AIM VCT 2 plc, managed by Octopus Investments Limited, today announces the final results for the year ended 30 November 2019.
These results were approved by the Board of Directors on 13 February 2020.
You may view the Annual Report in full at www.octopusinvestments.com in due course. All other statutory information will also be found there.
Financial Summary
| 30 November 2019 | 30 November 2018 | |
| Net assets (£’000s) | 80,040 | 90,630 |
| Loss after tax (£’000s) | (476) | (3,234) |
| Net asset value (“NAV”) per share (p) | 72.4 | 80.8 |
| Dividends paid in year (p) | 8.1 | 4.2 |
| Total return (%) * | (0.4) | (2.4) |
| Final dividend proposed (p)** | 2.1 | 2.1 |
* Total return is an alternative performance measure calculated as movement in NAV per share in the period plus dividends paid in the period, divided by the NAV per share at the beginning of the period.
** Subject to shareholder approval at the Annual General Meeting, the proposed final dividend will be paid on 22 May 2020 to shareholders on the register on 1 May 2020.
Chairman’s Statement
Introduction
I am pleased to present the Annual Report of AIM VCT 2 for the year ended 30 November 2019. I would like to welcome all new shareholders who have joined in the year and I do hope that I will see some of you at the AGM on 30 April 2020.
In the year under review the challenges around international trade, politics and the visibility of the nature of any Brexit settlement continued to prey on sentiment, with the result that stock markets remained vulnerable to bouts of nervousness and volatility throughout the year. Investors remained cautious about risk, and as a consequence smaller companies underperformed as an asset class. It was not all bad news however; despite almost daily negative press, the economy continued to grow in 2019 and employment levels remained high. At the micro-level many companies in the portfolio reported good figures in the September results season. The level of fundraisings on AIM was subdued, with an emphasis on support for existing companies rather than new issues. Against this background the VCT made £4.3 million of new VCT qualifying investments in the year, down from £8.1 million in the previous year.
Performance
The NAV on 30 November 2019 was 72.4p per share, a decrease on the NAV of 80.8p reported at 30 November 2018. Adding back the 8.1p of dividends paid in the year, to adjust the year end NAV to 80.5p, gives a total negative return of 0.4%. In the same year, the FTSE All Share Index rose by 11%, the FTSE SmallCap (excluding investment companies) Index rose by 5.3% and the FTSE AIM All Share Index rose by 0.7%, all on a total return basis.
Once again stock specific factors had a significant impact on performance, both positive and negative, and these are covered in more detail in the Investment Manager’s Review. In addition, the underperformance of smaller companies became more marked as the year went on and domestic political problems weakened sterling and confidence in companies exposed to the domestic economy.
In the year under review AIM raised £3.6 billion of new capital, a sharp decrease on the £6.2 billion raised in the previous year, although it still showed itself able to support its existing members, with the majority of the drop accounted for by a lack of new issues.
Dividends
In November 2019 an interim dividend of 2.1p and a special dividend of 3.9p was paid to all shareholders. The special dividend was made following from a number of partial and total sales of holdings from the portfolio in the year. The Board is recommending a final dividend in respect of the year to 30 November 2019 of 2.1p per share, making 8.1p in total paid in respect of the year. Subject to the approval of shareholders at the AGM the dividend will be paid on 22 May 2020 to shareholders on the register on 1 May 2020.
It remains the Board’s intention to maintain a minimum annual dividend payment of 3.6p per share or a 5% yield based on the year end share price, whichever is greater. This will usually be paid in two instalments during each year.
Cancellation of Share Premium Account
At the last General Meeting, shareholders voted to cancel share premium to create a pool of distributable reserves to the amount of £11,575,000.
Dividend Reinvestment Scheme
In common with a number of other VCTs, the Company has established a Dividend Reinvestment Scheme (DRIS) following approval at the AGM in 2014. Some shareholders have already taken advantage of this opportunity. For investors who do not need income, but value the additional tax relief on their reinvested dividends, this is an attractive scheme and I hope that more shareholders will find it useful. In the course of the year 2,086,088 new shares have been issued under this scheme, returning £1.5 million to the Company. The final dividend referred to above will be eligible for the DRIS.
Share Buybacks
During the year to 30 November 2019 the Company continued to buy back shares in the market from selling shareholders and purchased 3,838,793 ordinary shares for a total consideration of £2,781,484. We have maintained a discount of approximately 4.5% to NAV (equating to a 5.0% discount to the selling shareholder after costs), which the Board monitors and intends to retain as a policy which fairly balances the interests of both remaining and selling shareholders. Buybacks remain an essential practice for VCTs, as providing a means of selling is an important part of the initial investment decision and has enabled the Company to grow. As such I hope you will all support the appropriate resolution at the AGM.
Share Issues
An offer to raise up to £8 million with an overallotment facility of up to a further £4 million alongside the Octopus AIM VCT plc was launched on 29 November 2019.
Risks and Uncertainties
In accordance with the Listing Rules and the Companies Act 2006 under which the Company operates, the Board has to comment on potential risks and uncertainties, which could have a material impact on the Company’s performance.
Liquidity
There has been much discussion about the issue of liquidity within investment funds over the past year. Shareholders may be interested to know that at the year end 27% of the Company’s portfolio was held in cash or collective investment funds providing short-term liquidity, 69% in individual quoted shares and less than 3% of the company’s assets were held in unquoted single company investments. It should be noted that a proportion of the quoted securities, which accounts for 69% of the Company’s portfolio, may have limited liquidity owing to the size of the investee company and proportion held by the Company.
VCT Status
PricewaterhouseCoopers LLP provides the Board and Investment Manager with advice concerning continuing compliance with HMRC regulations for VCTs. The Board has been advised that the Company is in compliance with the conditions laid down by HMRC for maintaining approval as a VCT. From 1st December 2019 a key requirement is to maintain at least an 80% qualifying investment level, up from the previous level of 70%. As at 30 November 2019, 91% of the Copmany’s portfolio were in qualifying investments.
Annual General Meeting (“AGM”)
The AGM will take place on 30 April 2020 at 11:00 a.m. I hope to meet as many shareholders as possible at this event, which provides an opportunity for you to meet the Board, Investment Managers and to get an update on the Company’s activities and future plans. At the AGM a resolution will be proposed to extend the life of the Company until 2025 in order to preserve its VCT status for the benefit of both existing shareholders and new investors who are participating in the latest offer. We will do our best to address as many shareholder questions as possible in this meeting.
Outlook
There was a significant improvement in sentiment after the General Election in December 2019 and as a result December was a very positive month for many of the shares in the portfolio resulting in good progress for the NAV. The subsequent recovery in sterling has favoured some of those shares that had formerly been held back by their exposure to the domestic economy which is now expected to be boosted by the government’s spending plans. However, there is still a degree of uncertainty about the exact nature of the UK’s eventual relationship with the EU and international trade concerns remain. The recent outbreak of Coronavirus in mainland China is currently dominating the headlines although it is too early at this stage to assess the scale of any impact on the wider global economy.
The portfolio now contains 76 holdings across a range of sectors and many of them have already demonstrated their management’s ability to grow their businesses successfully in difficult economic conditions. The balance of the portfolio towards profitable companies remains, and the manager expects to find good opportunities to invest the cash as a recovery in confidence feeds through to an increased demand from companies for more growth capital.
Keith Mullins
Chairman
13 February 2020
Investment Manager’s Review
Introduction
In our interim review we highlighted the effects that international trade tensions and continuing Brexit uncertainty were having on UK share prices, with smaller companies in particular having underperformed as investors sought the comfort of larger more liquid stocks and exposure to foreign currency earnings. The effect was even more pronounced in the second half of the year resulting in some very volatile months for the stock market and declines in both the smaller companies and AIM indices in the year to 30 November 2019. Sentiment began to recover in November but only improved decisively in December post the General Election result. Despite a strong recovery in the NAV in the month of November, it is disappointing to have to report a small negative total return for the year of 0.4%, although we are pleased to report the maintenance of the 5% yield objective and the additional payment of a 3.9p special dividend in the year. The latest unaudited NAV on 10 February is 76.1p, 5% up from the November year end.
In the year to 30 November 2019 AIM, in common with the wider stockmarket, saw a sharp decline in the number of new entrants seeking a listing although it has continued to raise new capital for its existing members and the Company has deployed existing cash steadily throughout the period. The decisive General Election result in December has changed the mood of the market and there are early signs that the supply of new issues should start to pick up in 2020.
The Alternative Investment Market
AIM trailed larger company indices in 2019, producing a NAV total return of 0.7% in the twelve months to November, well behind the FTSE All share return of 11% and behind the Smaller Companies Index (excluding Investment Trusts) figure of 5.3%. These figures are in part a consequence of the timing of the VCT’s year end which fell just before the General Election and at the end of a prolonged period of Brexit uncertainty. With sterling and sentiment weak, investors had sought the perceived safety of large companies which tend to have a much greater proportion of their businesses based overseas. Conversely, AIM has the highest proportion of very small companies in it, something which held it back in the period.
In the interim report we highlighted the fall in the number of new companies floating on AIM. This was also the case in the second half of the financial year with AIM raising a total of only £0.4 billion for new listings, down from a figure of £1.7 billion in the previous year. In the year to 30 November 2019, AIM raised a further £3.2 billion of new capital for existing companies which compares to a figure of £4.5 billion the previous year. The shortage of new issues in 2019 was frustrating and has been attributed to a number of factors including the popularity of private equity and other alternative financing as a result of a sustained period of low interest rates as well as volatile markets exacerbated by the uncertainty around Brexit. It is encouraging that AIM has continued to raise capital for its existing constituents despite all of these perceived concerns and we hope that the greater certainty promised by a majority government helps to restore the flow of new entrants to the market. VCTs play a significant part in the funding process and we identify below the companies we have invested in during the year.
Performance
Adding back the 8.1p of dividends paid in the year, the NAV total return decreased by 0.4%. This compares with a positive total return for the FTSE AIM All Share Index of 0.7%, the FTSE SmallCap (excluding investment companies) of 5.3% and the FTSE All Share Index of 11%. It was a year characterised by individual months of significant market volatility, with a tendency for shares to react particularly strongly to any bad trading news. The market remained wary of smaller companies that have yet to make a profit (of which there are several in the VCT) and favoured those exposed to foreign currencies.
Performance as ever was dominated by stock specific factors, with the market still prepared to reward companies that met or exceeded expectations with higher share prices and this resulted in some good contributions to performance from some of the more established and profitable companies in the portfolio, as well as from some of the younger companies whose businesses made significant progress in the year. Where a company is established and has grown in size we will continue to hold the shares if we still believe it has the capacity to grow further on a medium term time horizon. This helps to balance the portfolio as newly raised cash is invested in earlier stage companies which could take some time to achieve profitability.
Among the larger and more established holdings, GB Group had an excellent year, successfully integrating the substantial acquisition of IDology which was followed by upgrades to forecasts and strong interim results. It was also a beneficiary of weak sterling. Ergomed was another very good performer in the year. It has increased the profitability of its business and now has a range of services it can offer large pharmaceutical companies including the monitoring of drugs for regulatory purposes and the conducting of drugs trials for very rare diseases. We expect it to continue to achieve good profitable organic growth in the coming year. RWS also performed very well, helped by upgrades to forecasts and we took the opportunity to realise some profits. Learning Technologies also produced robust trading statements and was rewarded with a recovery in its share price from depressed levels at the beginning of the period. Judges Scientific was another very good performer benefitting from upgrades to forecasts as a result of good demand for its specialist equipment and currency tail-winds. A less significant performer was Breedon Group which had been suffering from fears about its exposure to the UK economy. Its share price started to recover from recent lows in the period but this has accelerated since.
Among the more recent investments, Ixico made excellent progress, announcing some meaningful contracts on large drugs trials which involve the monitoring of the brain using scans. The company is now profitable. Diaceutics also got off to a good start and has announced better than expected figures post the period end. Sosandar has also produced higher than expected sales growth with new product lines being launched at the beginning of 2020.
Individual companies suffered from specific headwinds which resulted in poor share price performance. We wrote about Gear4Music and Quixant in the half-yearly report. Gear4Music has since announced more encouraging interim results which showed a recovery in its margins. Quixant is still being held back by the loss of market share of its largest customer. It has some exciting new products aimed at the broadcasting sector which have yet to establish themselves. Craneware also saw its shares fall from a high after the sales growth rate disappointed as a result of a slower than expected uptake from its new Trisus platform. The company retains its strong positioning in the US hospital market and stands out as a cash generative software company with growing annual recurring revenues.
One of the disappointments of the year was Staffline which we wrote about in the interim accounts. Having initially been unable to publish its accounts for the year to December 2018 the consequence was a significant effect on trading in 2019, a fundraising to bolster the balance sheet and further downgrades to forecasts. We have subsequently disposed of the holding post year end.
Two other negative contributors were MyCelx Technologies (MyCelx) and LoopUp Group. MyCelx had a series of downgrades to forecasts as a result of lower than expected revenues from its Saudi Arabian based operations. Other markets have been slower than hoped to open up although the potential opportunity for its water cleaning technology remains significant. LoopUp disappointed after the acquisition of Meetingzone failed to deliver the expected benefits.
Elsewhere, early stage companies yet to reach profitability once again held back performance of the Company’s NAV. Some of these had setbacks or found themselves in need of cash to achieve the next milestone; DP Poland, Osirium Technologies, Escape Hunt and Maestrano all fall into that category. Investing for a VCT involves backing companies when they are small and still at an early stage of development and share price progress depends on them being noticed by a wider circle of investors as they produce results and develop their businesses over time. This quite often takes longer than expected and they remain potentially vulnerable until they achieve profitability.
Although the earlier stage companies in the portfolio represent a relatively small proportion by value we expect them to contribute to future performance when they start to demonstrate growth in their businesses. In the year under review there were some examples of companies that demonstrated that they had started to achieve that in the period and whose shares outperformed including Ixico, SDI Group, Sosandar, Diaceutics, and Renalytix. The latter was spun out of the holding in EKF since when it has made better than expected progress with its commercialisation strategy for its kidneyintelx test in the US.
Portfolio Activity
Having made two new qualifying investments at a total cost of £0.9 million in the first half of the year, we added four further new qualifying holdings at a cost of £2.8 million in the second half, as well as two further qualifying investments of £0.2 million into Popsa Holdings Ltd and £0.4 million into Osirium Technologies, both of which were follow on investments in existing holdings. This made a total investment of £4.3 million in qualifying investments for the year, which was considerably lower than last year’s £8 million, reflecting a quieter AIM market for fundraisings.
The other four were new investments into existing AIM companies that were seeking growth capital. They were all companies whose progress we had been monitoring for some time. Sosandar is a fast-growing on-line clothing brand aimed at women who have graduated from throwaway fashion and are seeking a higher quality product. Intelligent Ultrasound has developed intelligent software installed on simulators to train medical practitioners in the use of ultrasound machines and to increase their safety and effectiveness. Cloudcall is another software company providing communication functionality to companies for their customer relationship management systems and C4X Discovery has a technology platform which can help pharmaceutical companies design better molecules for drugs and hence save time and cost. All of these investments have significant growth prospects although none of them have yet reached profitability.
Non-qualifying investments are used to manage liquidity while awaiting new qualifying investment opportunities. Although we have continued to hold existing non-qualifying AIM holdings where we see the opportunity for further progress we did reduce the size of many of these holdings in the year under review. We have also invested the funds raised at the end of the previous year into a mixture of the Octopus managed portfolios with a small proportion going into the FP Octopus Multi-Cap Income Fund. This strategy is designed to obtain a better return on funds awaiting investment than the very low rates available on cash. In the period under review £0.6 million was invested into the FP Octopus Multi-Cap Income Fund. A net divestment of £1.3 million was made in each of the Octopus Portfolio Manager (“OPM”) funds; OPM 3 and OPM 4.
During the year we sold part of the holdings in RWS, Clinigen, Quixant, Gamma, Restore, Next Fifteen, Advanced Medical Solutions, LoopUp, Ixico, Creo Medical and VR Education as well as disposing of the entire Abcam and Iomart holdings, all at a profit. Synnovia, a long-term qualifying holding, was sold as the result of a takeover bid. In all disposals made a £1.9 million profit over original cost and generated £5.3 million of cash proceeds. A proportion of the proceeds were paid out in a 3.9p special dividend in November. Post the period end we accepted a cash offer for the balance of our holding in Brady Group and took profits in Ixico and Learning Technologies.
VCT Regulations
There have been no further changes to the VCT regulations since publication of the previous set of audited accounts. As a reminder, the current requirements are that any funds raised after 6th April 2019 should be 30% invested in qualifying holdings within 12 months of the end of the accounting period in which the shares were issued, and for financial years ending after 6 April 2019 the portfolio will also have to maintain a minimum of 80% invested at cost in qualifying holdings. We are determined to maintain a threshold of quality and to invest where we see the potential for returns from growth. However, the emphasis of the new regulations is definitely to encourage investment into earlier stage companies and to that extent, it seems likely over a number of years, that the portfolio will see a rise in the number of smaller companies receiving our initial investment. We would expect to invest further in those companies as they demonstrate their ability to grow.
At present there has been little change to the profile of the portfolio, as we continue to hold the larger market capitalisation companies, in which we invested several years ago as qualifying companies, or which we bought in the market prior to the rule changes where we see the potential for them to continue to grow.
In order to qualify, companies must:
• have fewer than 250 full time equivalent employees; and
• have less than £15 million of gross assets at the time of investment and no more than £16 million immediately post investment; and
• be less than seven years old from the date of its first commercial sale (or 10 years if a knowledge intensive company) if raising State Aided (i.e. VCT) funds for the first time; and
• have raised no more than £5 million of State Aided funds in the previous 12 months and less than the lifetime limit of £12 million (or since 6th April 2018 £10 million in 12 months £20 million lifetime limit if a knowledge intensive company); and
• produce a business plan to show that the funds are being raised for growth and development.
The latest changes are to encourage VCTs to keep their investment rate up after raising money. However, allowing knowledge intensive companies to raise up to £10 million of the £20 million lifetime limit in a twelve month period rather than the existing £5 million has given the VCT more flexibility. In addition, the rules around the amount of time allowed for re-investment of cash from sales of qualifying holdings have shifted from six to twelve months from April 2019 which has further created some head room.
Outlook
The new financial year started well for the Company, with share prices reacting favourably to the General Election result in December, and the extent of the Government’s majority surprising most commentators. Although the UK left the EU last month, the relationship with the EU remains similar as the country is now in a transition period until 31 December 2020. As such, the uncertainty remains with regards to the UK’s future relationship with the EU. The threat of an ineffective hung Parliament has been removed and this feels like a considerable step forward from the uncertainty which dominated events prior to that. In contrast to the year to November 2019 it has been the domestically focused companies that have led the recent market performance, particularly helped by positive noises from the new administration about increasing expenditure on infrastructure and the regions. There should be the potential for UK equities to return to favour and narrow the valuation discount that they currently trade on and in time we hope that this will trickle down to smaller companies and increase the flow of new companies coming to market.
The portfolio now contains 76 holdings with investments across a range of sectors including both domestic and international exposure. The balance of the portfolio towards profitable companies remains. The recent outbreak of Coronavirus in China is of course a concern, and although it is too early to quantify any impact on individual companies we are watching the situation closely. The VCT is currently in the middle of a fundraise which will provide cash for new investments.
The AIM Team
Octopus Investments Limited
13 February 2020
Directors' Responsibility Statement
The Directors are responsible for preparing the Annual Report and the Accounts in accordance with applicable law and regulations.
Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have elected to prepare the financial statements in accordance with the Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland (“FRS 102”). Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.
In preparing these financial statements the Directors are required to:
• select suitable accounting policies and then apply them consistently;
• make judgments and accounting estimates that are reasonable and prudent;
• state whether applicable UK accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements;
• prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business; and
• prepare a strategic report, a Directors’ report and Directors’ remuneration report which comply with the requirements of the Companies Act 2006.
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company’s transactions, to disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The Directors are responsible for ensuring that the Annual Report and Accounts, taken as a whole, are fair, balanced, and understandable and provides the information necessary for shareholders to assess the Company’s performance, business model and strategy.
The Directors are responsible for ensuring the Annual Report and Accounts are made available on a website. Financial statements are published on the Company’s website in accordance with legislation in the United Kingdom governing the preparation and dissemination of financial statements, which may vary from legislation in other jurisdictions. The maintenance and integrity of the Company’s website is the responsibility of the Directors. The Directors’ responsibility also extends to the ongoing integrity of the financial statements contained therein.
Directors’ responsibilities pursuant to DTR4
The Directors confirm to the best of their knowledge:
• the financial statements, prepared in accordance with the Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland (“FRS 102”), give a true and fair view of the assets, liabilities, financial position and profit and loss of the Company; and
• the Annual Report includes a fair review of the development and performance of the business and the financial position of the Company, together with a description or the principal risks and uncertainties that it faces.
On Behalf of the Board
Keith Mullins
Chairman
13 February 2020
NON-STATUTORY ACCOUNTS
The financial information set out below does not constitute the Company's statutory accounts for the years ended 30 November 2019 or 30 November 2018 but is derived from those accounts. Statutory accounts for the year ended 30 November 2018 have been delivered to the Registrar of Companies and statutory accounts for the year ended 30 November 2019 will be delivered to the Registrar of Companies in due course. The Auditor has reported on those accounts; their reports were (i) unqualified, (ii) did not include a reference to any matters to which the Auditor drew attention by way of emphasis without qualifying their report and (iii) did not contain a statement under Section 498 (2) or (3) of the Companies Act 2006. The text of the Auditor's reports can be found in the Company's full Annual Report and Accounts at www.octopusinvestments.com
Income Statement
| Year to 30 November 2019 | Year to 30 November 2018 | ||||||
| Revenue | Capital | Total | Revenue | Capital | Total | ||
| £'000 | £’000 | £’000 | £'000 | £’000 | £’000 | ||
| Gain on disposal of fixed asset investments | - | 315 | 315 | - | 1,266 | 1,266 | |
| Gain on disposal of current asset investments | - | 61 | 61 | - | - | - | |
| Loss on valuation of fixed asset investments | - | (900) | (900) | - | (3,185) | (3,185) | |
| Gain/(loss) on valuation of current asset investments | - | 1,390 | 1,390 | - | (155) | (155) | |
| Investment Income | 539 | - | 539 | 510 | 245 | 755 | |
| Investment management fees | (353) | (1,058) | (1,411) | (364) | (1,093) | (1,457) | |
| Other expenses | (470) | - | (470) | (458) | - | (458) | |
| Loss on ordinary activities before tax | (284) | (192) | (476) | (312) | (2,922) | (3,234) | |
| Tax | - | - | - | - | - | - | |
| Return on ordinary activities after tax | (284) | (192) | (476) | (312) | (2,922) | (3,234) | |
| Earnings per share – basic and diluted | (0.3)p | (0.1)p | (0.4)p | (0.3)p | (2.9)p | (3.2)p | |
There is no other comprehensive income for the period.
- the ‘Total’ column of this statement represents the statutory income statement of the Company; the supplementary revenue return and capital return columns have been prepared in accordance with the AIC Statement of Recommended Practice
- all revenue and capital items in the above statement derive from continuing operations
- the Company has only one class of business and derives its income from investments made in shares and securities and from bank and money market funds, as well as OEIC funds.
Balance Sheet
| As at 30 November 2019 | As at 30 November 2018 | |||
| £’000 | £’000 | £’000 | £’000 | |
| Fixed asset investments | 58,246 | 59,871 | ||
| Current assets: | ||||
| Investments | 16,458 | 16,891 | ||
| Money Market Funds | 3,474 | 3,449 | ||
| Debtors | 134 | 65 | ||
| Cash at bank | 1,881 | 11,546 | ||
| 21,947 | 31,951 | |||
| Creditors: amounts falling due within one year | (153) | (1,192) | ||
| Net current assets | 21,794 | 30,759 | ||
| Net assets | 80,040 | 90,630 | ||
| Called up equity share capital | 11 | 11 | ||
| Share premium | 47,044 | 57,045 | ||
| Capital redemption reserve | 1 | 1 | ||
| Special distributable reserve | 19,423 | 19,536 | ||
| Capital reserve realised | (8,641) | (9,898) | ||
| Capital reserve unrealised | 23,146 | 24,595 | ||
| Revenue reserve | (944) | (660) | ||
| Total equity shareholders’ funds | 80,040 | 90,630 | ||
| Net asset value per share | 72.4p | 80.8p | ||
The statements were approved by the Directors and authorised for issue on 13 February 2020 and are signed on their behalf by:
Keith Mullins
Chairman
Company No: 05528235
Statement of changes in Equity
| Share capital £’000 | Share premium £’000 | Special distributable reserves* £’000 | Capital reserve – realised* £’000 | Capital reserve – unrealised £’000 | Capital redemption reserve £’000 | Revenue reserve* £’000 | Total £’000 | ||
| As at 1 December 2018 | 11 | 57,045 | 19,536 | (9,898) | 24,595 | 1 | (660) | 90,630 | |
| Comprehensive income for the year: | |||||||||
| Management fee allocated as capital expenditure | – | – | – | (1,058) | – | – | – | (1,058) | |
| Current year gains on disposal | – | – | – | 376 | – | – | – | 376 | |
| Current period gains on fair value of investments | – | – | – | – | 490 | – | – | 490 | |
| Loss after tax | – | – | – | – | – | – | (284) | (284) | |
| Total comprehensive income for the year | – | – | – | (682) | 490 | – | (284) | (476) | |
| Contributions by and distributions to owners: | |||||||||
| Repurchase and cancellation of own shares | – | – | (2,782) | – | – | – | – | (2,782) | |
| Issue of shares | – | 1,576 | – | – | – | – | – | 1,576 | |
| Share issue costs | – | (2) | – | – | – | – | – | (2) | |
| Dividends | – | – | (8,906) | – | – | – | – | (8,906) | |
| Total contributions by and distributions to owners | – | 1,574 | (11,688) | – | – | – | – | (10,114) | |
| Other movements: | |||||||||
| Cancellation of share premium | – | (11,575) | 11,575 | – | – | – | – | – | |
| Prior years’ holding gains now realised | – | – | – | 1,939 | (1,939) | – | – | – | |
| Total other movements | – | (11,575) | 11,575 | 1,939 | (1,939) | – | – | – | |
| Balance as at 30 November 2019 | 11 | 47,044 | 19,423 | (8,641) | 23,146 | 1 | (944) | 80,040 | |
| Share capital £’000 | Share premium £’000 | Special distributable reserves* £’000 | Capital reserve – realised* £’000 | Capital reserve – unrealised £’000 | Capital redemption reserve £’000 | Revenue reserve* £’000 | Total £’000 | |
| As at 1 December 2017 | 10 | 44,186 | 25,444 | (11,071) | 28,690 | – | (348) | 86,911 |
| Comprehensive income for the year: | ||||||||
| Management fee allocated as capital expenditure | – | – | – | (1,093) | – | – | – | (1,093) |
| Current year gains on disposal | – | – | – | 1,266 | – | – | – | 1,266 |
| Current period gains on fair value of investments | – | – | – | – | (3,340) | – | – | (3,340) |
| Capital investment income | – | – | – | 245 | – | – | – | – |
| Loss after tax | – | – | – | – | – | – | (312) | (312) |
| Total comprehensive income for the year | – | – | – | 418 | (3,340) | – | (312) | (3,234) |
| Contributions by and distributions to owners: | ||||||||
| Repurchase and cancellation of own shares | (1) | – | (1,579) | – | – | 1 | – | (1,579) |
| Issue of shares | 2 | 13,662 | – | – | – | – | – | 13,664 |
| Share issue costs | – | (803) | – | – | – | – | – | (803) |
| Dividends | – | – | (4,329) | – | – | – | – | (4,329) |
| Total contributions by and distributions to owners | 12,859 | (5,908) | – | – | 1 | – | 6,953 | |
| Other Movements: | ||||||||
| Prior years’ holding gains now realised | – | – | – | 755 | (755) | – | – | – |
| Total other movements | – | – | – | – | – | – | – | – |
| Balance as at 30 November 2018 | 11 | 57,045 | 19,536 | (9,898) | 24,595 | 1 | (660) | 90,630 |
*Included within these reserves is an amount of £9,838,000 (2018: £8,978,000) which is considered distributable to shareholders.
Cash Flow Statement
| Year to 30 November 2019 | Year to 30 November 2018 | |
| £'000 | £'000 | |
| Cash flows from operating activities | ||
| Loss on ordinary activitites before tax | (476) | (3,234) |
| Adjustments for: | ||
| (Increase)/decrease in debtors | (69) | 33 |
| (Decrease)/increase in creditors | (386) | 35 |
| Gains on disposal of fixed assets | (315) | (1,266) |
| Gains on disposal of current asset investments | (61) | - |
| Loss on valuation of fixed asset investments | 900 | 3,185 |
| (Gains)/loss on valuation of current asset investments | (1,390) | 155 |
| EKF In-specie dividend Renaltyx | - | (245) |
| Cash from operations | (1,797) | (1,337) |
| Income taxes paid | - | - |
| Net cash generated from operating activities | (1,797) | (1,337) |
| Cash flows from investing activities | ||
| Purchase of fixed asset investments | (4,959) | (7,413) |
| Sale of fixed asset investments | 5,346 | 6,155 |
| Purchase of current asset investments | (3,116) | (300) |
| Sale of current asset investments | 5,000 | - |
| Total cash flows from investing activities | 2,271 | (1,558) |
| Cash flows from financing activities | ||
| Purchase of own shares | (2,782) | (1,579) |
| Issue of shares net of issue costs | 90 | 12,183 |
| Dividends paid | (7,422) | (3,651) |
| Total cash flows from financing activities | (10,114) | 6,953 |
| (Decrease)/Increase in cash and cash equivalents | (9,640) | 4,058 |
| Opening cash and cash equivalents | 14,995 | 10,937 |
| Closing cash and cash equivalents | 5,355 | 14,995 |
| Cash and cash equivalents comprise | ||
| Cash at bank | 1,881 | 11,546 |
| Money Market Funds | 3,474 | 3,449 |
| 5,355 | 14,995 |