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Wednesday 18 November, 2009

Talisman First VCT

Half Yearly Report

RNS Number : 7164C
Talisman First Venture Cap Tst PLC
18 November 2009
 



Talisman First Venture Capital Trust PLC


Interim Announcement for the six months ended 30 September 2009 (unaudited)     


The Directors announce the unaudited Interim Results for the six months ended 30 September 2009.


Investment Manager's Review


The general decline in worldwide financial markets continued until early March but, since then, some recovery has been evident and the markets have made steady progress. With almost 50% by value of the NAV invested in unlisted companies, which are not subject to the same variations as the quoted markets, the Company has continued to provide comparatively good performance over the reporting period and the NAV per share has increased by 10.8% since March 2009. There are some early signs of trade buyers re-emerging in a few sectors together with the improvement in the AIM market. The FTSE AIM All-share index increased by more than 50% over the reporting period as investor confidence returned to that market, which was so badly affected during the downturn.


Trading conditions for the investee companies have continued to be reasonable during the reporting period; however, the Directors have considered it prudent to reduce the valuations of a small number of holdings in response to lower earnings forecasts. In contrast, the majority of our investments are trading in line with expectations and the Board has been able to increase some valuations. In particular, a 100% uplift in Silkwater Holdings (Cyclotech), a provider of specialist equipment to the oil and gas industry, was achieved with the revised valuation reflecting the proceeds received on a disposal that was completed subsequent to the period end. The amount of new investment has been relatively modest during the period at £118,000, the vast majority in two new yielding unlisted investee companies. 


Going forward, the Board intends that an increased proportion of the portfolio is in unlisted investments, each paying a significant level of yield which will reduce and eventually eliminate the deficit on the revenue account, which in turn will open the way to the payment of dividends to Shareholders. The Company has cash resources available to take advantage of new opportunities and for additional investment in the existing portfolio of unlisted companies.


Performance


The net effect of the developments noted above and other, less significant, changes in the portfolio is that NAV per Ordinary Share at 30 September 2009 was 44.0p, up from 39.7p at 31 March 2009. 


Dividends


The Board is not proposing that the Company should pay a dividend. The Company does not currently have reserves from which to pay a dividend; reserves will be created by the continued realisation of investments above their cost and, as noted above, from the creation of a surplus on the revenue account.


Investment activity


During the period ended 30 September 2009, two new unlisted investments were completed and a total of £118,000 was invested. At the period end, the portfolio stood at 49 unlisted and AIM/PLUS investments at a total cost of £2.8 million. 


The following investments have been completed during the period:



Investment
Date
Activity
Cost £'000
Website
Unlisted
 
 
 
 
Adler & Allan Holdings
July 2009
Provider of services for the handling and disposal of liquid waste.
12
Dalglen 1150 (trading as Walker Technical Resources)
June 2009
Provider of services to the energy sector, specialising in pipeline repairs.
50
MC440 (trading as Westway Cooling)
June 2009
Provider of design, installation and maintenance services on air-conditioning and associated building services plant.
50
Other unlisted investment
 
Total unlisted investment
 
  116 
 
 
 
 
 
 
AIM/PLUS
 
 
 
 
DM
April 2009
Direct marketing group specialising in gathering consumer data for use in direct marketing campaigns.
2
Total AIM/PLUS investment
2
 
 
 
 
 
 
Total investment
 
  118
 

 

 

Talisman First Venture Capital Trust has co-invested with Aberdeen Growth VCT I, Aberdeen Growth Opportunities VCT, Aberdeen Growth Opportunities VCT 2, Aberdeen Income and Growth VCT, and Ortus VCT (formerly Guinness Flight Venture Capital Trust) in some or all of the above transactions and is expected to continue to do so with these as well as other clients of the Manager. The advantage is that, together, the funds are able to underwrite a wider range and size of transaction than would be the case on a stand alone basis.


Portfolio developments


There was an increase in activity during the period when compared with the previous year as some liquidity returned to the market together with a return to more stable trading conditions.


The opportunity was taken to reduce the size of the holding in Associated Network Solutions, whose value had risen to represent too high a proportion of the overall portfolio. From the unlisted portfolio, Funeral Services Partnership was sold in a secondary buy-out, achieving a return (including yield payments) of more than 1.5 times the cost of the investment. A stake was retained in the company, which required more capital to fund its acquisition strategy.


A small number of investments were realised to improve the liquidity of the Company and, as a result, the Company's cash position has improved from a net overdrawn balance of £22,000 at 31 March 2009 to a surplus of £413,000 as at 30 September 2009. Further realisations may occur in the coming months and the Directors have sanctioned the Manager's decision to retain the proceeds for future investment in private companies which will provide a yield that will improve the Company's ability to meet its recurring costs and improve its reserves position.


The FTSE AIM All-share index increased over the period by 56% in a reversal of the falls experienced last year. In comparison, the value of the Company's AIM/PLUS portfolio increased by 18.4% over the period. However, this statistic is not representative of the underlying performance of the AIM/PLUS portfolio as a whole. The Company has not invested in the more volatile sectors of AIM and consequently did not suffer from the large falls seen in the AIM indices in 2008. The underlying performance of the businesses in the AIM/PLUS portfolio, with few exceptions, remains sound and this is expected to continue. As more liquidity returns to the AIM market, it is expected that share prices will recover further, although the timing of this is uncertain.



Realisations 


The table below gives details of realisations during the period:

 

 
 
 
Year acquired
 
 
Complete/ partial exit
Cost of shares disposed of
£'000
 
Sales proceeds
£'000
 
Realised gain/(loss)
£'000
Unlisted
 
 
 
 
 
Funeral Services Partnership
2007
Complete
99
115
16
Total unlisted disposals
99
115
16
 
 
 
 
 
 
AIM/PLUS
 
 
 
 
 
Associated Network Solutions
2000
Partial
86
215
129
Avanti Communications Group
2007
Partial
19
25
6
Concateno
2006
Complete
114
121
7
Lo-Q
2000
Partial
94
58
(36)
Relax Group
2006
Complete
51
9
(42)
Others
 
 
47
11
(36)
Total AIM/PLUS disposals
411
439
28
 
 
 
 
 
 
Total portfolio disposals
510
554
44



Subsequent to the period end, the investment in Silkwater Holdings (Cyclotech) was sold, generating proceeds of £138,000, compared to an invested cost of £50,000, and a redemption premium of £13,000. The holding also generated income of £9,000 over the period of investment.


Principal risks and uncertainties


The Board has reviewed the principal risks and uncertainties facing the Company in the second half of its financial year; these are unchanged from those it faced at the start of the year, being the risks involved in investment in small and unquoted companies. In order to reduce the exposure to investment risk, the Company has invested in a broadly-based portfolio of holdings in unlisted and AIM/PLUS quoted companies in the United Kingdom. The Company remains compliant with the regulations governing venture capital trusts and the Manager closely monitors the position of the Company to ensure that it complies with the various tests at all times.


Manager


On 9 June 2009, the senior members of the Private Equity Division at Aberdeen Asset Managers (Aberdeen) formed Maven Capital Partners UK LLP (Maven) and completed a management buy-out. This team was previously wholly responsible for the management of all Aberdeen VCTs and continues in that role with substantially the same staff, who operate from a network of offices across the UK. There will be no change in the level of investment management, administrative and company secretarial services which are provided and the Company has, therefore, novated the investment management agreement to Maven.


VAT recovery


Discussions continue with Aberdeen regarding the recovery of VAT paid on management fees up to 30 September 2008. Aberdeen is in negotiation with HMRC and the Board and Maven, as Manager, will seek early settlement of the amounts due.


VCT qualifying status


The VCT qualifying status of your Company is reviewed regularly by your Board and monitored on a continuous basis by the Manager to ensure that all of the criteria required to maintain VCT status are being achieved. 


Outlook


In general, the performance of the quoted markets has reversed to some extent the losses incurred during 2008; however, we believe conditions will remain fragile for some time until improvements in economic indicators are well established. Opportunities to invest in companies seeking to achieve an IPO on the AIM market continue to be limited and little change is expected in the short term. Over the next twelve months, the Manager intends to take profit opportunities as liquidity permits from the AIM/PLUS portfolio.


Realisations from the unlisted portfolio may also arise but these are much less predictable. The Board has a medium term objective of increasing the proportion of unlisted assets within the portfolio with an emphasis on a paid yield; the achievement of this will depend, in the short term, on the timing of realisations from both elements of the portfolio. 


Private company assets are available at more attractive entry multiples than in the recent past and the Manager continues to utilise its national network to acquire suitable assets with attractive yields. This approach will leave the Company less exposed to fluctuations in quoted markets and, over time, should improve the revenue available for distribution to Shareholders.


Talisman First Venture Capital Trust PLC
Summary of Portfolio Performance
Six months ended 30 September 2009
 
Opening valuation 31 March 2008
Purchases
Sales proceeds
Realised gain/(loss) over opening valuation
Unrealised gain/(loss) over opening valuation
Closing valuation
30 Sept 2008
Total gain/(loss) over opening valuation
 
£'000
£'000
£'000
£'000
£'000
£'000
£'000
Unlisted
1,082
116
(115)
(6)
51
1,128
45
PLUS
428
(215)
21
25
259
46
AIM
571
2
(224)
48
90
487
138
Total portfolio*
2,081
118
(554)
63
166
1,874
229

 

Talisman First Venture Capital Trust PLC
Investment Portfolio Summary
As at 30 September 2009
 
 
 
 
% of
% of equity 
 
Valuation
Cost
% of net
equity
held by other
Investment
£'000
£'000
assets
held
clients1
Unlisted
 
 
 
 
 
Fotolec Technologies 
170
250
  7.3 
   4.2
  -  
Silkwater Holdings (trading as Cyclotech) 
138
50
  5.9 
   0.7 
  19.3 
Steminic (trading as MS Industrial Services)
89
89
   3.8 
   1.3 
  36.6 
Homelux Nenplas 
80
37
   3.4 
   0.8 
  44.2 
Oliver Kay Holdings 
79
70
   3.4 
   0.4 
  19.6 
Martel Instruments Holdings 
76
76
     3.3 
   1.2 
  37.5 
Camwatch 
75
75
   3.2 
   1.2 
   35.6 
Enpure Holdings 
68
50
   2.9 
   0.2 
   4.6 
Adler & Allan Holdings 
62
62
   2.7 
   0.2 
   6.9 
Training For Travel Group 
57
50
  2.5 
   0.6 
  29.4 
Nessco Group Holdings 
50
50
   2.1 
   0.7 
  37.2 
Lawrence Recycling & Waste Management
50
50
   2.1 
   0.6 
  49.4 
Dalglen 1150 (trading as Walker Technical Resources)
50
50
   2.1 
   1.1 
  62.0 
MC 440 (trading as Westway Cooling)
50
50
   2.1 
   0.4 
  21.6 
Countcar
13
2
   0.6 
      0.6 
  26.0 
Other unlisted investments
21
394
   0.9 
 
 
Total unlisted
1,128
1,405
   48.3 
 
 
 
 
 
 
 
 
AIM/PLUS
 
 
 
 
 
Associated Network Solutions2
246
98
   10.5 
   1.6 
  -  
Melorio 
68
48
   2.9 
   0.2 
  2.7 
Lo-Q 
64
87
   2.7 
   0.5 
  -  
Litcomp 
45
50
   1.9 
   -  
  4.9 
DM 
33
41
   1.4 
   0.2 
  1.2 
Hasgrove 
32
49
   1.4 
   0.2 
  1.6 
Betbrokers 
30
66
   1.3 
   0.2 
  1.7 
Mount Engineering 
29
35
   1.3 
   0.2 
  2.3 
Universe Group
26
40
   1.1 
   0.5 
  2.1 
Essentially Group
24
49
   1.0 
   0.2 
  2.5 
Hambledon Mining
21
32
   0.9 
   0.1 
  0.2 
Managed Support Services
16
105
   0.7 
   0.1 
  0.7 
Brulines Group
14
16
   0.6 
   0.1 
  0.3 
Formation Group 
12
49
   0.5 
   0.1 
  1.1 
Avanti Communications Group 
11
6
   0.5 
   -  
  0.2 
Work Group
11
101
   0.5 
   0.5 
  2.8 
Datong
11
47
   0.5 
   0.3 
  1.7 
Other AIM/PLUS investments
53
497
   2.3 
 
 
Total AIM/PLUS
746
1,416
   32.0 
 
 
 
 
 
 
 
 
Total investments
1,874
2,821
    80.3 
 
 
 
 
 
 
 
 
1Other clients of Maven Capital Partners UK LLP.
2Quoted on PLUS.
 

  

Talisman First Venture Capital Trust PLC

Income Statement 


Six months ended 30 September 2009 (unaudited)


Revenue

Capital

Total


£'000

£'000

£'000





Gains/(losses) on investments




    realised

-

44 

44 

    unrealised

-

185 

185 

Investment income and deposit income

64 

-

64 

Investment management fees

(10)

(38)

(48)

Other expenses

(18)

(1)

(19)

Net return/(loss) on ordinary activities before taxation

36

190

226

Tax on ordinary activities

(6)

-

Return/(loss) attributable to Equity Shareholders

30 

196 

226 





Return per Ordinary Share (pence) 

0.6

3.7 

4.3 








Talisman First Venture Capital Trust PLC

Income Statement 


Six months ended 30 September 2008 (unaudited)


Revenue

Capital

Total


£'000

£'000

£'000





Gains/(losses) on investments




    realised

-

47 

47 

    unrealised

-

(275)

(275)

Investment income and deposit income

59 

-

59 

Investment management fees

(11)

(46)

(57)

Other expenses

(17)

(6)

(23)

Net return/(loss) on ordinary activities before taxation

31 

(280)

(249)

Tax on ordinary activities

(3)

-

Return/(loss) attributable to Equity Shareholders

28 

(277)

(249)





Return per Ordinary Share (pence)

0.5

(5.2)

(4.7)







Talisman First Venture Capital Trust PLC

Income Statement 



Year ended 31 March 2009 (audited)


Revenue

Capital

Total


£'000

£'000

£'000





Gains/(losses) on investments




    realised

-

(323)

(323)

    unrealised

-

(67)

(67)

Investment income and deposit income

105 

-

105 

Investment management fees

(21)

(84)

(105)

Other expenses

(44)

(6)

(50)

Net return/(loss) on ordinary activities before taxation

40

(480)

(440)

Tax on ordinary activities

(1)

-

Return/(loss) attributable to Equity Shareholders

39 

(479)

(440)





Return per Ordinary Share (pence)

0.7 

(9.0)

(8.3)





A Statement of Total Recognised Gains and Losses has not been prepared, as all gains and losses are recognised in the Income Statement.


All items in the above statement are derived from continuing operations. The Company has only one class of business and derives its income from investments made in shares, securities and bank deposits.


The total column of this statement is the Profit and Loss Account of the Company.


The accompanying Notes are an integral part of the Financial Statements.




Talisman First Venture Capital Trust PLC

Reconciliation of movements in Shareholders' funds






Six months ended

30 September 2009

Six months ended

30 September 2008



Year ended

31 March 2009


(unaudited)

(unaudited)

(audited)


£'000

£'000

£'000





Opening Shareholders' funds

2,107 

2,547

2,547 

Return/(loss) attributable to Equity Shareholders

226 

(249)

(440)

Closing Shareholders' funds

2,333

2,298

2,107





The accompanying Notes are an integral part of the Financial Statements.


 


Talisman First Venture Capital Trust PLC

Balance Sheet 






30 September

30 September

 31 March  


2009

2008

 2009


(unaudited)

(unaudited)

(audited)


£'000

£'000

 £'000 

Fixed assets 




Investments at fair value through profit or loss

1,874

2,263

2,081





Current assets 




Debtors 

62 

57 

68 

Cash and overnight deposits 

413 

14 


475 

58

82 





Creditors 




Amounts falling due within one year

16 

12 

20 

Bank overdraft

-

11

36 


16 

23

56 





Net current (liabilities)/assets

459

35

26

Net assets

2,333

2,298

2,107





Capital and reserves 




Called up share capital 

2,655 

2,655 

2,655 

Share premium  

2,389 

2,389 

2,389 

Capital reserve - realised

(846)

(447)

(857)

Capital reserve - unrealised

(944)

(1,337)

(1,129)

Revenue reserve

(921)

(962)

(951)

Net assets attributable to Equity  Shareholders

2,333 

2,298 


2,107 





Net Asset Value per Ordinary Share (pence) 

44.0

43.3

39.7


The accompanying Notes are an integral part of the Financial Statements.




  

Talisman First Venture Capital Trust PLC

Cash Flow Statement








Six months ended

30 September 2009

(unaudited)

Six months ended

31 September 2008 

(unaudited)



Year ended 

31 March 2009

(audited)


£'000

£'000

£'000

Operating activities




Investment income received

49 

54 

89 

Deposit interest received

-

Investment management fees paid

(48)

(85)

(133)

Performance fees paid

-

-

-

Other cash receipts/(payments)

48

(21)

(36)

Net cash inflow/(outflow) from operating activities

49 

(50)

(78)





Taxation

-

-

-





Financial investment 




Purchase of investments 

(118)

(133)

(202)

Sale of investments 

504 

419 

504 

Net cash inflow from financial investment

386 

286 

302 





Equity dividends paid 

-

-

-

Net cash outflow before financing

435

236

224





Financing




Bank overdraft interest paid

-

(8)

(8)

Net cash outflow from financing

-

(8)

(8)





Increase in cash

435 


228

216 






Reconciliation of net cash flow to movements in net funds




Increase in cash for the period

435 

228 

216 

Net funds at the start of the period

(22)

(238)

(238)

Net funds at the end of the period

41

(10) 

(22)


The accompanying Notes are an integral part of the Financial Statements.


 


Talisman First Venture Capital Trust PLC


Notes to the Financial Statements


1. Accounting policies

The financial information for the six months ended 30 September 2009 and the six months ended 30 September 2008 comprises non-statutory accounts within the meaning of Section 240 of the Companies Act 1985. The financial information contained in this report has been prepared on the basis of the accounting policies set out in the Annual Report and Financial Statements for the year ended 31 March 2009. 


The results for the year ended 31 March 2009 are extracted from the full accounts for that yearwhich received an unqualified report from the Auditors and have been filed with the Registrar of Companies.


2. Statement of changes in equity


Share

premium 

Capital reserve - realised

Capital reserve - unrealised

Revenue reserve


£'000

£'000

£'000

£000

At 31 March 2009

2,389

(857)

(1,129)

(951)

Gains on sales of investments

-

44

-

-

Net decrease in value of investments

-

-

185

-

(Loss)/profit on ordinary activities

-

(33)

-

30

At 30 September 2009

2,389

(846)

(944)

(921)


3. Returns per Ordinary Share


Six months ended

Six months ended

Year ended


30 September 2009

30 September 2008

31 March 2009


£'000

£'000

£'000

The returns per Ordinary Share are based on the following figures:




Revenue return

30

28

39

Capital return

196

(277)

(479)

Total return

226

(249)

(440)





Weighted average number of Ordinary Shares in issue

5,309,102

5,309,102

5,309,102






Revenue return per Ordinary Share

0.6p

0.5p

0.7p

Capital return per Ordinary Share

3.7p

(5.2p)

(9.0p)

Return per Ordinary Share

4.3p

(4.7p)

(8.3p)


The NAV per Ordinary share has been calculated using the number of Ordinary Shares in issue at 30 September 2009 of 5,309,102.


 


Talisman First Venture Capital Trust PLC


Directors' responsibility statement 


The Directors confirm that, to the best of their knowledge: 


  • the Financial Statements for the six months ended 30 September 2009 have been prepared in accordance with applicable accounting standards, the Companies Act 2006 and the 2009 Statement of Recommended Practice "Financial Statements of Investment Trust Companies" (the SORP);

  • the Interim Management Report includes a fair review of the information required by DTR 4.2.7R in relation to the indication of important events during the first six months, and of the principal risks and uncertainties facing the Company during the second six months, of the year ending 31 March 2010; and

  • the Interim Management Report includes adequate disclosure of the information required by DTR 4.2.8R in relation to related party transactions and any changes therein.

Copies of this announcement will be available to the public at the registered office of the Company, 9-13 St Andrew Street, London; at the office of Maven Capital Partners UK LLP Sutherland House,149 St Vincent Street, Glasgow; and, in due course, on the Company's website at www.mavencp.com/talismanfirst. A full copy of the Interim Report and Financial Statements will be printed and issued to Shareholders.


On behalf of the Board

Maven Capital Partners UK LLP

Secretary

18 November 2009


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