Albion Crown Regulatory News (CRWN)

10 Oct 2007 12:07

Crown Place VCT PLC10 October 2007 10 October 2007 CROWN PLACE VCT PLC Preliminary announcement of final results for the sixteen months ended 30 June2007. Crown Place VCT PLC ("the Company"), managed by Close Ventures Limited, todayannounces the preliminary results for the sixteen months ended 30 June 2007. Theannouncement has been approved by the Board of Directors on 9 October 2007. Financial Highlights Shareholder value since launch Proforma (i) Proforma (i) Murray VCT Murray VCT 2 Crown Place PLC PLC VCT PLC*Previous holders of shares in: Dividends per share paid to 30 June 2007 (pence per share) (ii) 33.71 34.72 29.23Net asset value (pence per share) as at 30 June 31.91 38.15 44.842007 (i) 65.62 72.87 74.07 (i) The proforma shareholder value is based on the dividends paid to 30 June 2007 per share, with a pro-rata net asset value per share based upon the proportion of shares received by Murray VCT PLC (now renamed CP1 VCT PLC) and Murray VCT 2 PLC (now renamed CP2 VCT PLC) shareholders at the time of the merger with Crown Place VCT PLC on 13 January 2006. (ii) Prior to 6 April 1999, venture capital trusts were able to add 20% to dividends, and figures for the period until 6 April 1999 are included at the gross equivalent rate actually paid to shareholders. * Formerly Murray VCT 3 PLC In addition to the dividends paid above, the Directors have declared a firstdividend for the period ending 30 June 2008 out of 1.25 pence per Crown PlaceVCT PLC share (0.8 pence to be paid out of revenue profits and 0.45 pence out ofrealised capital gains), subject to approval from HM Revenue & Customs. Therecord date and payment date for this dividend will be announced on the LondonStock Exchange RNS Service. Reference to the 'Group' in this announcement is reference to Crown Place VCTPLC and its subsidiaries CP1 VCT PLC and CP2 VCT PLC. For further information, please contact: Patrick Reeve/ Emil Gigov Roddi Vaughan-ThomasClose Ventures Limited Peregrine Communications GroupTel: 020 7422 7830 Tel: 020 7223 1552 www.closeventures.co.uk Chairman's statement Overview I am pleased to present the results for the 16 month period to 30 June 2007.During this period the Group made significant progress in transforming theinvestment portfolio into a broadly based portfolio which combines a strongincome stream with protection of capital, as well as offering the prospect forcapital growth. The Company paid dividends totalling 3.3 pence per share in theperiod, which are tax free to investors. The dividends were paid out of incomeand realised capital profits and are in line with the Group's strategy to payregular and predictable dividends to shareholders. At the same time the netasset value per share increased from 43.0 pence at the start of the period to44.8 pence as at 30 June 2007. Total shareholder value created in the 16 monthperiod was 5.1 pence per share, or 11.9%. Results In the 16 months to 30 June 2007, the Group made a revenue profit after tax of£1.4 million and a total profit after tax of £3.8 million. Total annualisedexpenses as a percentage of net assets, excluding non-recurring items andmanagement performance fees, were 3.1% compared with 4.8% for the year to 28February 2006. Cost savings from the merger in January 2006 are in line withthe forecasts made at that time. The net asset value per share increased to 44.8 pence compared to 43.0 pence atthe beginning of the period and 44.3 pence at 31 December 2006, the latestinterim report date. The Company has now utilised in full the tax losses carried forward fromprevious years and therefore it is expected that the tax charge will increase infuture years. Portfolio review During the period the Group made considerable progress in realising the olderinvestments and reinvesting the proceeds in investments that are more suited tothe overall portfolio investment policy. Full or partial realisations were madefrom seven unquoted investments, the proceeds of which were at or above bookvalue. The total consideration received was £4.8 million. Following the periodend the Group realised a further £3.4 million from the sale of RMS Europe GroupLimited and The Bold Pub Company Limited and the repayment of outstanding loanstock by Palgrave Brown (Holdings) Limited. These proceeds are reflected in thevaluations. The value of the investment portfolio increased during the period. In theunquoted portfolio, RMS Europe Group Limited, House of Dorchester Limited, PSCAInternational Limited and Tower Bridge Health Clubs Limited performed stronglyand this has been reflected in the valuations. Against this, we have reducedthe valuation of Unique Communications Group Limited, J&S Marine Limited and theCrown Hotel Harrogate Limited. The prospects for many of the companies in theunquoted portfolio are promising, although this is yet to be translated inincreased financial performance and hence valuations. Xceleron Limited, whichis well positioned to deliver strong growth and profitability in the comingyear, is an example of a company in this category. The AIM portfolio also performed well during the period and the Group realisedsubstantial gains from the sale of its holdings in Tanfield Group plc, DobbiesGarden Centres plc, Careforce Group plc, Cello Group plc, Synexus ClinicalResearch plc and Talarius plc. The total proceeds from such realisations duringthe period were £6.9 million against cost of £2.6 million. Following the periodend, the Group realised a further £0.8 million by selling its remaining holdingsin Dobbies Garden Centres plc and Zetar plc, and further reducing its investmentin Cello Group plc. The split of the existing unquoted portfolio value by broad investment categoryis depicted below: http://www.rns-pdf.londonstockexchange.com/rns/4672f_-2007-10-10.pdf The proportion of asset-based investments, representing those companies withfreehold or long leasehold property assets, increased from 22% at the beginningof the period, to 50% as at 30 June 2007. At the same time, the proportion ofdevelopment capital investments decreased from 73% to 39%. Since the appointment of Close Ventures Limited as managers of the fund in April2005, investment in asset-backed companies has increased as a proportion of theportfolio, providing greater security to the Group. Over the period since CloseVentures' appointment, the annualised return to shareholders (excluding mergercosts and shareholder action costs ) has been 7.2%. New investments The Group made 16 new investments in the period for a total cost of £5.3million. These include the £1 million investment in Kew Green VCT (Stansted)Limited, the owner and operator of the Express by Holiday Inn hotel at StanstedAirport, the £1 million investment in Kensington Health Clubs Limited, a newfreehold health and fitness club development in Olympia, London and the £0.6million investment in Chichester (Holdings) Limited to fund the ManagementBuyout of this profitable drinks distribution business. A list of theinvestments in the unquoted portfolio is given in the financial statements. In addition to the above, £2.2 million was invested in existing portfoliocompanies including The Crown Hotel Harrogate Limited, Tower Bridge Health ClubsLimited, Grosvenor Health Limited, The Dunedin Pub Company VCT Limited andNovello Pub Limited. The Group is one of a small number of venture capital trusts that are able toinvest in hotels and care home companies. These two sectors, which provide agood fit with the portfolio investment strategy, are not permitted investmentsfor venture capital trusts raised after 1997, thus differentiating the Groupfrom other VCTs. Dividends The Group paid three dividends during the period totalling 3.3 pence per share(2.5 pence annualised), which is significantly higher than the annual dividendof 1.0 pence per share suggested at the time of the merger. The first dividendof 1.25 pence per share was paid on 22 September 2006; a second dividend of 1.25pence per share was paid on 19 January 2007; and a third dividend of 0.8 penceper share was paid on 15 June 2007. These dividends are free of tax toshareholders. The Group's policy is to pay regular and predictable dividends toinvestors out of revenue income and realised capital gains. Subject to theperformance of the investment portfolio, the Board will aim to maintain anannualised dividend distribution of 2.5 pence per share, representing a tax freeyield of 5.6% based on net asset value as at 30 June 2007. Share buy backs As set out in the interim report to 31 December 2006, it is the Company's policyto continue to buy back shares in the market, subject to the overall constraintthat such purchases are in the Company's interest, including the maintenance ofsufficient resources for investment in existing and new investee companies. TheCompany bought back 4,684,265 shares in the period under review, at pricesranging from 35 pence per share to 40 pence per share. As at the period end,the Group held 7,260,410 Ordinary Shares in Treasury, representing 9.5% of theissued share capital (excluding Treasury shares). These shares may be re-issuedat a future date. Outlook The investment portfolio performed well during the 16 month period to 30 June2007 and the performance since that date has been in line with the Board'sexpectations. Compared with the beginning of the period, the portfolio has abroader base, with a larger proportion of asset backed investments. While yourBoard is cautious on the outlook of the broader UK economy, the majority of theinvestee companies have little or no bank debt and therefore are not directlyexposed to the recent volatility of the credit markets. In addition, the Grouphas substantial cash balances enabling it to take advantage of investmentopportunities as they arise. As a result, your Board believes that the Group iswell positioned for the future. Patrick CrosthwaiteChairman 9 October 2007 Consolidated Income Statement Audited Audited Sixteen months to 30 June 2007 Year to 28 February 2006 Revenue Capital Total Revenue Capital Total £'000 £'000 £'000 £'000 £'000 £'000 Investment income and 2,519 - 2,519 1,073 - 1,073 deposit interest Investment management fees (291) (872) (1,163) (160) (481) (641) Other expenses (509) 23 (486) (351) (955) (1,306) Non-recurring operating (4) - (4) (749) - (749)expenses Operating profit/(loss) 1,715 (849) 866 (187) (1,436) (1,623) Gains on investments - 2,932 2,932 - 2,504 2,504 Profit/(loss) before 1,715 2,083 3,798 (187) 1,068 881taxation Taxation (294) 273 (21) 42 - 42 Profit/(loss) for the 1,421 2,356 3,777 (145) 1,068 923period Basic and diluted return 1.79 2.97 4.76 (0.32) 2.35 2.03per Ordinary share (pence)(excluding Treasury shares) The total column of this statement represents the Group's income statement,prepared in accordance with International Financial Reporting Standards ('IFRS'). The supplementary revenue and capital reserve columns are prepared underguidance published by the Association of Investment Companies. The consolidated income statement for the sixteen months to 30 June 2007includes the results of the subsidiaries CP1 VCT PLC and CP2 VCT PLC. The (loss)/profit for the year ended 28 February 2006 includes results from thesubsidiaries CP1 VCT PLC and CP2 VCT PLC from the date of acquisition on 13January 2006. All revenue and capital items in the above statement derive from continuingoperations. Consolidated Balance Sheet Audited Audited 30 June 2007 28 February 2006 £'000 £'000 Non-current assetsInvestments 26,237 30,969 Current assetsTrade and other receivables 322 1,496Cash and cash equivalents 8,367 4,846 8,689 6,342 Total assets 34,926 37,311 Current liabilitiesTrade and other payables (552) (694) Total assets less current 34,374 36,617liabilities Non-current liabilitiesProvision for bank guarantees - (1,662) Total liabilities (552) (2,356) Net assets 34,374 34,955 Equity attributable toequityholdersOrdinary share capital 8,392 8,610Share premium 14,422 14,422Capital redemption reserve 468 250Own shares held (2,849) (1,908)Retained earnings 13,941 13,581 Total shareholders' funds 34,374 34,955 Net asset value per Ordinaryshare (pence) (excludingTreasury shares) 44.8 43.0 The consolidated balance sheets as at 30 June 2007 and at 28 February 2006include the balance sheets of the subsidiaries CP1 VCT PLC and CP2 VCT PLC. These financial statements were agreed by the Board of Directors, and authorisedfor issue on 9 October 2007. Company Balance Sheet Audited Audited 30 June 2007 28 February 2006 £'000 £'000 Fixed assetsFixed asset investments 26,237 30,969Investment in subsidiary 17,978 17,506undertakings 44,215 48,475Current assetsDebtors 313 806Cash at bank 3,900 1,327 4,213 2,133 Total assets 48,428 50,608 Creditors: amounts falling due (14,054) (15,066)within one year Total assets less current 34,374 35,542liabilities Provision for bank guarantees - (587) Total liabilities (14,054) (15,653) Net assets 34,374 34,955 Capital and reservesCalled up share capital 8,392 8,610Share premium 14,422 14,422Capital redemption reserve 468 250Own shares held (2,849) (1,908)Retained earnings 13,941 13,581 Total shareholders' funds 34,374 34,955 Net asset value per Ordinaryshare (pence) (excludingTreasury shares) 44.8 43.0 This Company balance sheet has been prepared in accordance with UK GAAP. These financial statements were approved by the Board of Directors, andauthorised for issue on 9 October 2007. Consolidated statement of changes in equity Ordinary Capital Own share Share Revaluation redemption shares Retained capital premium reserve reserve held earnings Total £'000 £'000 £'000 £'000 £'000 £'000 £'000 As at 28 February 2006 8,610 14,422 - 250 (1,908) 13,581 34,955 Purchase of own shares for (218) - - 218 - (816) (816)cancellation (including costs) Cost of ordinary shares - - - - (941) - (941)purchased for Treasury (including dealing costs) Net profit for the period - - - - - 3,777 3,777 Dividends paid in period - - - - - (2,601) (2,601) As at 30 June 2007 8,392 14,422 - 468 (2,849) 13,941 34,374 As at 28 February 2005 3,995 - (15,287) 250 - 28,389 17,347 Adjustment in respect of IAS - - - - - (44) (44)39 Reclassification of - - 15,287 - - (15,287) -revaluation reserve As at 1 March 2005 (restated 3,995 - - 250 - 13,058 17,303and adjusted) Net profit for the year - - - - - 923 923 Cost of ordinary shares - - - - (1,908) - (1,908)purchased for Treasury Shares issued in year 4,615 14,422 - - - - 19,037 Dividends paid in year - - - - - (400) (400) As at 28 February 2006 8,610 14,422 - 250 (1,908) 13,581 34,955 Consolidated cash flow statement Audited Audited Sixteen months Year to to 30 June 2007 28 February 2006 £'000 £'000 Cash flows from operating activities Investment income received 2,549 1,087Deposit interest received 347 30Secretarial fees paid (85) (91)Investment management fees paid (1,242) (694)Other cash payments (634) (1,324) Cash generated/(expended) from operations 935 (992) Tax recovered 1,431 90 Net cash flows from/(used in) operating 2,366 (902)activites Cash flows from investing activities Purchases ofinvestments (7,773) (2,169)Disposals ofinvestments 14,949 6,349Payment re loan guarantee (1,662) - Net cash flows from investing activities 5,514 4,180 Cash flows from financing activities Equity dividends paid (2,601) (400)Cash acquired from subsidiaries at date - 3,791of acquisition Repurchase of Ordinary shares (817) (140)Purchase of Ordinary shares for (941) (1,897)Treasury Net cash flows (used in)/from financing activities (4,359) 1,354 Increase in cash and cash equivalents 3,521 4,632 Cash and cash equivalents at start of 4,846 214period Cash and cash equivalents at end of 8,367 4,846period The consolidated cash flow statement for the sixteen months to 30 June 2007includes the transactions of the subsidiaries CP1 VCT PLC and CP2 VCT PLC. The consolidated cash flow statements for the year ended 28 February 2006include the transactions of the subsidiaries CP1 VCT PLC and CP2 VCT PLC fromthe date of the acquisition on 13 January 2006. Notes to the announcement 1. Details about the Manager Crown Place VCT PLC is managed by Close Ventures Limited. Close Ventures Limitedis a subsidiary of Close Brothers Group plc and is authorised and regulated bythe Financial Services Authority. 2. Statutory accounts The financial information set out in the announcement does not constitute theCompany's statutory accounts for the periods ended 30 June 2007 or 28 February2006, as defined in Section 240 of the Companies Act 1985, but is derived fromthose accounts. Statutory accounts for the year ended 28 February 2006 have beendelivered to the Registrar of Companies and those for 30 June 2007 will bedelivered following the Company's Annual General Meeting. The Auditors havereported on those accounts; their reports were unqualified and did not containstatements under section 237(2) or (3) of the Companies Act 1985. Whilst the financial information included in this preliminary announcement hasbeen computed in accordance with International Financial Reporting Standards(IFRSs), this announcement does not itself contain sufficient information tocomply with IFRSs. The Company expects to publish full financial statementsthat comply with IFRSs within the next two weeks. 3. Accounting policies The accounts have been prepared on the basis of the accounting policies set outin the previous year's financial statements for the year ended 28 February 2006. 4. Basic and diluted return per share Return per share has been calculated on 79,277,922 Ordinary shares being theweighted average number of shares in issue in the period (excluding Treasuryshares). There are no convertible instruments, derivatives or contingent share agreementsin issue for the Company hence there are no dilution effects to the return pershare. The basic return per share is therefore the same as the diluted returnper share. 5. Net asset value The net asset value per share is based on net assets of £34,374,000 and on76,660,024 Ordinary shares being the number of Ordinary shares in issue(excluding Treasury shares) at the period end. This information is provided by RNS The company news service from the London Stock Exchange