TIDMDDV2
Downing Distribution VCT 2 plc
Half-Yearly Report for the six months ended 30 September 2010
FINANCIAL SUMMARY
30 Sept
2010
Pence
Net asset value per Ordinary Share 101.9
Net asset value per 'D' Share 85.9
CHAIRMAN'S STATEMENT
Introduction
The six-months ended 30 September 2010 was the first operating period for the
Company since its merger with Pennine Downing AIM VCT 2 plc. The Company has
implemented a modified investment policy, changed investment manager and
undergone several changes to the Board of directors.
Net asset value ("NAV")
As at 30 September 2010, the Ordinary Share Net Asset Value ("NAV") stood at
101.9p, an increase equivalent to 6.6p per ordinary share (6.6%) in the period
since the merger on 12 May 2010 after adjusting for the dividend of the
equivalent of 4.7p per ordinary share paid during the period.
As at 30 September 2010, the 'D' Share NAV stood at 85.9p, a fall of 3.7p per
share over the period.
Venture capital investment portfolio
Ordinary share pool
As a result of the merger with Pennine Downing AIM VCT 2 plc on 12 May 2010, the
Company acquired the investment portfolio, valued at GBP5.7 million, which at the
time gave the Ordinary share pool an investment portfolio with a total value of
approximately GBP9.0 million.
Since that date the Company has made seven new investments and one follow-on
investment at a total cost of GBP1.8 million.
In addition, following the adoption of the revised investment policy, the
Manager has undertaken a full review of the portfolio and made a number of
disposals from the enlarged portfolio, which, excluding Connaught as discussed
below, produced realised gains of GBP529,000 for the Ordinary Share pool.
Connaught plc suffered a well-publicised collapse during the period. Your
Company was able to make a small part disposal of its holding early in the
period, realising gains of GBP11,000, however Connaught's failure produced a total
realised loss for the period of GBP298,000. While this outcome was extremely
disappointing, it is worth noting that the over the years that this investment
was held, it gave rise to a total net gain of GBP514,000 against the original cost
of GBP174,000.
At the period end, the Ordinary Share Venture Capital portfolio consisted of 32
investments in total, comprising 17 unquoted investments and 15 listed
investments.
Of the investments held over the period, the listed portfolio showed a net rise
in value of GBP762,000, of which GBP478,000 is attributable to Elektron plc.
In reviewing the valuations of the unquoted investments, the Board made one
significant adjustment. A full provision, of GBP125,000, was made against The
Thames Club Limited, which, following major refurbishment of its health club, is
making progress more slowly than had been anticipated.
Overall the venture capital portfolio showed a net unrealised gain of GBP637,000
over the period.
'D' share pool
The 'D' share pool co-invested in the same investments as the Ordinary share
pool during the period at a total cost of GBP596,000.
Two disposals occurred during the period, with realised gains arising thereon of
GBP8,000.
At the period end, the 'D' Share Venture Capital portfolio consisted of 16
investments in total, comprising 11 unquoted investments and five listed
investments.
'D' share pool (continued)
Of the investments held over the period, the listed portfolio showed a net
decrease in value of GBP36,000. As discussed above, a full provision of GBP50,000
was made against The Thames Club Limited. Overall the venture capital portfolio
showed a net unrealised loss of GBP86,000 over the period.
Summary details of both portfolios together with the additions and disposals in
the period are shown below.
Other investments
Ordinary share pool
The Ordinary share pool still holds a small non-VCT qualifying portfolio, which
currently comprises several hedge fund investments. At the period end this
portfolio was valued at GBP334,000 and produced realised gains thereon of GBP2,000
and unrealised losses of GBP3,000 over the period.
'D' share pool
The 'D' share pool holds a non-qualifying portfolio, comprising of a FTSE index
tracker. At the period end this portfolio was valued at GBP512,000 at the period
end with unrealised gains thereon of GBP3,000.
Results
The return on ordinary activities after taxation for the period was GBP4,192,000,
comprising a revenue loss of GBP9,000 and a capital return of GBP4,201,000.
The income statement includes an item entitled "Net gain on acquisition of net
assets" (equivalent to negative goodwill), which is a substantial sum that
relates to the mergers and arises as a quirk of the accounting treatment and the
relatively low share price of the Company's share at the time the mergers
completed. The effective capital gain for the period, before the net gain on
acquisition of net assets was therefore GBP698,000.
Share capital
In completing the merger, 7,444,174 Ordinary shares of 1p each were issued to
Shareholders in Pennine Downing AIM VCT 2 plc. 4,605,085 Ordinary shares were
also issued to holders of the Company's original ordinary shares.
In addition, a small number of shares have been issued under the share offer
launched at the same time as the scheme of arrangement and 336,331 shares have
been bought back for cancellation at an average price of 77.5p.
The Company has a policy of purchasing its own shares that become available in
the market. The Board has currently set a price of 15% discount to NAV for such
purchases but continues to monitor the market in the Company's shares and may
make adjustments to the policy as appropriate. Such purchases will be subject to
VCT regulations, company law, liquidity considerations and the Listing Rules.
Dividend
As noted in the merger documentation, a special dividend of 1.5p per original
ordinary share (equivalent to 4.7p per ordinary share) was paid to Ordinary
shareholders on 12 May 2010.
The Company has stated that it intends to target annual dividends of 5.0p per
ordinary. In line with this intention, an interim dividend of 2.5p per ordinary
share will be paid on 25 March 2011 to Shareholders on the register at 4 March
2011.
No 'D' Share dividend is being declared at this time. The focus of the strategy
for the 'D Share pool remains that of returning at least 30p per share to
investors in 2012.
Risk and uncertainties
Under the Disclosure and Transparency Directive, the Board is required, in the
Company's half year results, to report on principal risks and uncertainties
facing the Company over the remainder of the financial year.
The Board has concluded that the key risks are:
(i) investment risk associated with investing in small businesses;
(ii) investment risk arising from market volatility; and
(iii) failure to maintain approval as a VCT.
In the case of (i) and (ii) the Board is satisfied with the Company's approach
to these risks. As an AIM-focused VCT, the Company, by definition, has
significant exposure to the relatively small businesses quoted on AIM. However,
by seeking to hold a well-diversified portfolio of businesses with strong
management teams, the impact of falling markets and challenging economic
conditions should be mitigated as much as possible given the Company's status as
a VCT and its investment policy.
The Company's compliance with the VCT regulations is continually monitored by
the Administrator, who regularly reports to the Board on the current position.
The Company also retains PricewaterhouseCoopers to provide regular reviews and
advice in this area. The Board considers that this approach reduces the risk of
a breach of the VCT regulations to a minimal level.
Outlook
Since the period end, the Company has continued to make progress with the
Ordinary Share NAV rising to 103.0p and the 'D' Share NAV to 89.5p as at 31
October 2010.
The Board is pleased with the steps taken by the manager since its appointment
in starting to implement the Company's revised investment policy. Exposure to
AIM and other quoted investments has been reduced a little and new investments
have been made with a focus of increasing the on-going level of income generated
by the portfolio.
We expect to see further transactions as part of the rebalancing of the
portfolios over the remainder of the year, especially if market conditions
remain supportive.
Andrew Griffiths
Chairman
29 November 2010
INCOME STATEMENT
for the six months ended 30 September 2010
Six months ended
30 September 2010
Company position Note
Revenue Capital Total
GBP'000 GBP'000 GBP'000
Income - continuing operations 77 - 77
- acquisitions 68 - 68
(Losses)/gains on investments - continuing - (18) (18)
operations
- acquisitions - 811 811
Net gain on acquisition of net assets 11 - 3,494 3,494
--------- --------- --------
145 4,287 4,432
Investment management fees (28) (85) (113)
Other expenses (126) (1) (127)
--------- --------- --------
Return/(loss) on ordinary activities before (9) 4,201 4,192
taxation
Taxation - - -
--------- --------- --------
Return/(loss) attributable to equity 4 (9) 4,201 4,192
shareholders
Basic and diluted return per Ordinary Share 4 0.1p 36.3p 36.4p
Basic and diluted return per Original Ordinary 4 n/a n/a n/a
Share
Basic and diluted return per 'D' Share 4 (0.6p) (3.2p) (3.8p)
Six months ended 14 months
31 July 2009 ended
Company position 31 March 2010
Revenue Capital Total Total
GBP'000 GBP'000 GBP'000 GBP'000
Income - continuing operations 77 - 77 47
- acquisitions - - - -
(Losses)/gains on investments - - 153 153 154
continuing operations
- acquisitions - - - -
Net gain on acquisition of net assets - - - -
--------- --------- -------- ------------
77 153 230 201
Investment management fees (10) (29) (39) (32)
Other expenses (87) - (87) (76)
--------- --------- -------- ------------
Return/(loss) on ordinary activities (20) 124 104 93
before taxation
Taxation - - - -
--------- --------- -------- ------------
Return/(loss) attributable to equity (20) 124 104 93
shareholders
Basic and diluted return per Ordinary n/a n/a n/a n/a
Share
Basic and diluted return per Original (0.1p) 1.2p 1.1p 1.1p
Ordinary Share
Basic and diluted return per 'D' Share (0.2p) (1.3p) (1.5p) 3.3p
The total column within the Income Statement represents the profit and loss
account of the Company.
A Statement of Total Recognised Gains and Losses has not been prepared as all
gains and losses are recognised in the Income Statement as noted above.
INCOME STATEMENT
for the six months ended 30 September 2010
Split as:
Ordinary Shares Six months ended
30 September 2010
Revenue Capital Total
GBP'000 GBP'000 GBP'000
Income - continuing operations 64 - 64
- acquisitions 68 - 68
Gains on investments - continuing - 56 56
operations
- acquisitions - 811 811
Net gain on acquisition of net assets - 3,494 3,494
--------- --------- -------
132 4,361 4,493
Investment management fees (23) (68) (91)
Other expenses (102) (1) (103)
--------- --------- -------
Return/(loss) on ordinary activities before 7 4,292 4,299
taxation
Taxation - - -
--------- --------- -------
Return/(loss) attributable to equity shareholders 7 4,292 4,299
'D' Shares
Income 13 - 13
(Losses)/gains on investments - (74) (74)
--------- --------- -------
13 (74) (61)
Investment management fees (5) (17) (22)
Other expenses (24) - (24)
--------- --------- -------
(Loss)/return on ordinary activities before (16) (91) (107)
taxation
Taxation - - -
--------- --------- -------
(Loss)/return attributable to equity shareholders (16) (91) (107)
Ordinary Shares 14 months
Six months ended ended
31 July 2009 31 March 2010
Revenue Capital Total Total
GBP'000 GBP'000 GBP'000 GBP'000
Income - continuing operations 49 - 49 94
- acquisitions - - - -
Gains on investments - continuing - 180 180 252
operations
- acquisitions - - - -
Net gain on acquisition of net assets - - - -
--------- --------- ------- ------------
49 180 229 346
Investment management fees (6) (19) (25) (48)
Other expenses (57) - (57) (160)
--------- --------- ------- ------------
Return/(loss) on ordinary activities (14) 161 147 138
before taxation
Taxation - - - -
--------- --------- ------- ------------
Return/(loss) attributable to equity (14) 161 147 138
shareholders
'D' Shares
Income 28 - 28 47
(Losses)/gains on investments - (27) (27) 154
--------- --------- ------- ------------
28 (27) 1 201
Investment management fees (4) (10) (14) (32)
Other expenses (30) - (30) (76)
--------- --------- ------- ------------
(Loss)/return on ordinary activities (6) (37) (43) 93
before taxation
Taxation - - - -
--------- --------- ------- ------------
(Loss)/return attributable to equity (6) (37) (43) 93
shareholders
UNAUDITED SUMMARISED BALANCE SHEET
as at 30 September 2010
As at 30 Sep 2010 As at As at
31 Jul 2009 31 Mar
Note 2010
Ordinary 'D'
Shares Shares Total Total Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Investments 9,510 2,080 11,590 5,568 4,731
------------------------ ------------- --------
Current assets
Debtors 141 7 148 68 142
Cash at bank and in hand 2,582 391 2,973 1,351 2,418
------------------------ ------------- --------
2,723 398 3,121 1,419 2,560
Creditors: amounts falling
due within one year (266) (43) (309) (31) (208)
------------------------ ------------- --------
Net current assets 2,457 355 2,812 1,388 2,352
------------------------ ------------- --------
------------------------ ------------- --------
Net assets 11,967 2,435 14,402 6,956 7,083
Capital and reserves
Called up share capital 7 117 284 401 1,592 1,592
Capital redemption reserve 8 3,606 - 3,606 299 299
Special reserve 8 4,699 2,170 6,869 2,396 4,527
Share premium account 8 1,823 - 1,823 4,984 -
Capital reserve - realised 8 2,501 4 2,505 888 2,440
Revaluation reserve 8 (541) 22 (519) (3,901) (1,626)
Revenue reserve 8 (549) (45) (594) (490) (585)
Merger reserve 8 311 - 311 1,188 436
------------------------ ------------- --------
Equity shareholders' funds 6 11,967 2,435 14,402 6,956 7,083
Basic and diluted net asset
value per:
Ordinary Share 6 101.9p n/a n/a
Original Ordinary Share 6 n/a 34.8p 34.7p
'D' Share 6 85.9p 84.8p 89.6p
RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS
for the six months ended 30 September 2010
Note 30 Sep 2010 31 Jul 2009 31 Mar 2010
Ordinary 'D'
Shares Shares Total Total Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Opening Shareholders' 4,541 2,542 7,083 6,852 6,852
funds
Issue of share capital
on acquisition 3,914 - 3,914 - -
Proceeds of new share 25 - 25 - -
issue
Repurchase of own shares (262) - (262) - -
Total recognised
gains/(losses) for the 4,299 (107) 4,192 104 231
period
Dividends paid 5 (550) - (550) - -
------------------------ ------------- ------------
Closing Shareholders' 11,967 2,435 14,402 6,956 7,083
funds
UNAUDITED CASH FLOW STATEMENT
for the six months ended 30 September 2010
Note 30 Sep 2010 31 Jul 31 Mar
2009 2010
Ordinary 'D'
Shares Shares Total Total Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Net cash outflow from
operating activities 9 (4) (26) (30) (14) (30)
------------------------- ------------ -----------
Capital expenditure
Purchase of investments (1,851) (596) (2,447) (105) (576)
Disposal of investments 1,977 8 1,985 1,265 2,827
------------------------- ------------ -----------
Net cash (outflow)/inflow
from capital expenditure 126 (588) (462) 1,160 2,251
------------------------- ------------ -----------
Equity dividends paid (550) - (550) - -
------------------------- ------------ -----------
Acquisitions
Cash acquired 1,990 - 1,990 - -
Merger costs (156) - (156) - (8)
------------------------- ------------ -----------
1,834 - 1,834 - (8)
------------------------- ------------ -----------
Net cash inflow/(outflow)
before financing 1,406 (614) 792 1,146 2,213
------------------------- ------------ -----------
Financing
Proceeds of new share 25 - 25 - -
issue
Purchase of own shares (262) - (262) (6) (6)
------------------------- ------------ -----------
Net cash outflow from (237) - (237) (6) (6)
financing
------------------------- ------------ -----------
Increase/(decrease) in 10 1,169 (614) 555 1,140 2,207
cash
SUMMARY OF INVESTMENT PORTFOLIO
as at 30 September 2010
Unrealised gain/(loss) %
ORDINARY SHARE POOL Cost Valuation in the period of portfolio
GBP'000 GBP'000 GBP'000
Top ten venture capital
investments
Ludorum plc 1,127 1,272 (40) 10.5%
Elektron plc 666 1,144 478 9.5%
Cadbury House Holdings 974 1,008 - 8.3%
Limited *
Synergy Health plc ** 622 745 123 6.2%
Mears Group plc ** 551 568 12 4.7%
Hoole Hall Spa and 420 420 - 3.5%
Leisure Limited *
Straight plc 335 311 28 2.6%
Neutrahealth plc 345 308 81 2.5%
Ludlow Taverns 307 307 - 2.5%
Springhill Limited *
Aminghurst Limited * 300 300 - 2.5%
-------- --------- ----------------------- -------------
5,647 6,383 682 52.8%
Other venture capital 4,039 2,793 (45) 23.0%
investments
Other investments 365 334 (3) 2.8%
-------- --------- ----------------------- -------------
Total investments 10,051 9,510 634 78.6%
Cash at bank and in hand 2,582 21.4%
--------- -------------
Total investments 12,092 100.0%
(including cash)
SUMMARY OF INVESTMENT PORTFOLIO
as at 30 September 2010
Unrealised gain/(loss)
in the period
%
'D' SHARE POOL Cost Valuation of portfolio
GBP'000 GBP'000 GBP'000
Top ten venture
capital investments
Ludorum plc 183 287 1 11.6%
Cadbury House Holdings 160 179 - 7.3%
Limited *
Animalcare Group plc 102 166 (55) 6.7%
Tristel plc 113 143 (8) 5.8%
Ludlow Taverns 102 102 - 4.1%
Springhill Limited *
IS Pharma plc 100 89 16 3.6%
The 3D Pub Co Limited 83 83 - 3.4%
Tramps Nightclub 83 83 - 3.4%
Limited
Future Biogas (SF) 75 75 - 3.0%
Limited
Aminghurst Limited 75 75 - 3.0%
------- ----------- ------------------------ -------------
1,076 1,282 (46) 51.9%
Other venture capital 451 286 (40) 11.6%
investments
Other investments 531 512 4 20.7%
------- ----------- ------------------------ -------------
Total investments 2,058 2,080 (82) 84.2%
Cash at bank and in 15.8%
hand 391
----------- -------------
Total investments 2,471 100.0%
(including cash)
All venture capital investments are listed on AIM unless otherwise stated
* Unquoted
SUMMARY OF INVESTMENT MOVEMENTS
for the six months ended 30 September 2010
Acquired as a result of merger
'D'
Ordinary Share pool Share pool
GBP'000 GBP'000
From Pennine Downing AIM VCT 2 plc 5,714 -
Additions
'D'
Ordinary Share pool Share pool
GBP'000 GBP'000
Venture Capital investments
Aminghurst Limited 300 75
Camandale Limited 300 75
Future Biogas (SF) Limited 125 75
EPI Services Limited 196 54
Ludlow Taverns (Spring Hill) Limited 307 102
Ludorum plc 73 49
The 3D Pub Co Limited 300 83
Tramps Nightclub Limited 250 83
-----------------------------------
1,851 596
SUMMARY OF INVESTMENT MOVEMENTS
for the six months ended 30 September 2010
Disposals
Market value Total
at 1 April Profit/ realised
2010 * Disposal (loss) vs gain/
Cost proceeds cost (loss)
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
ORDINARY SHARE POOL
Venture capital
investments
1st Dental
Laboratories plc 101 10 11 (90) 1
Carecapital Group
plc 100 15 17 (83) 2
Clerkenwell
Ventures plc 17 - 48 31 48
Connaught plc 36 342 44 8 (298)
Elektron plc 117 117 183 66 66
FSG Security plc 100 - - (100) -
Interserve plc 122 138 122 - (16)
Maverick
Entertainment plc 150 - - (150) -
Preston North End
plc 99 99 5 (94) (94)
Pubs 'n' Bars plc 322 - - (322) -
Real Time Logistic
Solutions Ltd 225 144 360 135 216
Spice plc 432 311 556 124 245
Synergy Health plc 253 400 457 204 57
The Clapham House
Group plc 94 77 81 (13) 4
Other investments
Bluecrest Allblue
Fund LD 134 202 204 70 2
-------------------------------------------------------------
2,302 1,855 2,088 (214) 233
'D' SHARE POOL
Venture capital
investments
Clerkenwell
Ventures plc 8 - 8 - 8
FSG Security plc 100 - - (100) -
-------------------------------------------------------------
108 - 8 (100) 8
* After adjusting for purchases in the period
NOTES TO THE UNAUDITED FINANCIAL STATEMENTS
for the six months ended 30 September 2010
1. The unaudited half yearly financial results cover the six months to 30
September 2010 and have been prepared in accordance with the accounting policies
set out in the statutory accounts for the period ended 31 March 2010 which were
prepared under UK Generally Accepted Accounting Practice and in accordance with
the Statement of Recommended Practice "Financial Statements of Investment Trust
Companies and Venture Capital Trusts" January 2009.
2. The Company has only one class of business and derives its income from
investments made in shares, securities and bank deposits.
3. The comparative figures were in respect of the period ended 31 March 2010 and
the six months ended 31 July 2009 respectively.
4. Basic and diluted return per share
Ordinary Original Ordinary 'D' Shares
Shares Shares
6 months 6 months 14 months 6 months 6 months 14 months
to 30 Sept to 31 Jul to 31 Mar to 30 to 31 Jul to 31 Mar
2010 2009 2010 Sept 2010 2009 2010
Return per share based on:
Net revenue
return/(loss)
for the period 7 (14) (78) (16) (6) (37)
( GBP'000)
Return per 0.1p (0.1p) (0.6p) (0.6p) (0.2p) (1.3p)
share
Net capital
gain/(loss) 4,292 161 216 (91) (37) 130
for the period
( GBP'000)
Return per 36.3p 1.2p 1.7p (3.2p) (1.3p) 4.6p
share
Total Return 36.4p 1.1p 1.1p (3.8p) (1.5p) 3.3p
per share
Weighted
average number
of shares in 11,825,670 13,086,372 13,086,372 2,836,269 2,836,269 2,836,269
issue
5. Dividends
Ordinary shares 30 Sept 2010 31 Mar
2010
Revenue Capital Total Total
GBP'000 GBP'000 GBP'000 GBP'000
Special dividend - 550 550 -
No dividends were paid during the period to 'D' Shareholders.
6. Basic and diluted net asset value per share
Ordinary shares 30 Sept 31 Jul 31 Mar 2010
2010 2009
Net Asset Value per share based on:
Net Assets ( GBP'000) 11,967 4,550 7,083
Number of Ordinary Shares/Original
Ordinary Shares in issue at period end 11,738,314 13,086,372 13,086,372
Basic and diluted net asset value per 102.4p 34.8p 34.7p
share
'D' shares 30 Sept 31 Jul 31 Mar 2010
2010 2009
Net Asset Value per share based on:
Net Assets ( GBP'000) 2,435 2,406 2,542
Number of 'D' Shares in issue at period end 2,836,269 2,836,269 2,836,269
Basic and diluted net asset value per share 83.9p 84.8p 89.6p
7. Called up share capital
Ordinary Shares
Shares GBP'000
As at 1 April 2010: Ordinary shares of 10p each 13,086,372 1,308
Conversion into Ordinary shares of 1p each (8,481,287) (1,262)
--------------------
Restated holding at 1 April 2010: Ordinary shares of 1p each 4,605,085 46
Shares issued to holders of Pennine Downing AIM VCT plc
under the Scheme 7,444,174 74
New shares issued in period 26,595 -
Shares bought back and cancelled (337,540) (3)
--------------------
As at 30 September 2010: Ordinary shares of 1p each 11,738,314 117
On 12 May 2010 Ordinary Shares of 10p each were issued to Shareholders in
Pennine Downing AIM VCT 2 plc in consideration for the purchase of the assets
and liabilities of the company.
Following the issue of the shares to the shareholders of Pennine Downing AIM VCT
2 plc, the entire shareholding of Ordinary Shares of 10p each were converted to
Ordinary shares of 1p each and deferred shares. Upon the conversion of the 10p
Ordinary shares into 1p Ordinary shares, 330,357,192 deferred shares were issued
and cancelled immediately.
'D' Shares
Shares GBP'000
As at 1 April 2010 and 30 September 2010: 'D' shares of 10p each 2,836,269 284
8. Cash outflow from operating activities and returns on investments
30 Sept 31 Jul 31 Mar
2010 2009 2010
GBP'000 GBP'000 GBP'000
Return on ordinary activities before 4,192 104 231
taxation
(Gains)/ losses on investments (793) (153) (406)
Net gain on acquisition of net assets (3,494) - -
(Increase)/decrease in other debtors (12) 48 104
Increase/(decrease) in other creditors 77 (13) 41
--------- -------- -------
Net cash outflow from operating activities (30) (14) (30)
9. Reserves
Capital redemption Share Capital
reserve Special premium reserve - Revaluation Revenue Merger
reserve account realised reserve reserve reserve
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Company
position
At 1 April 2010 299 4,527 - 2,440 (1,626) (585) 436
Conversion of
original 1,262 - - - - - -
ordinary shares
Issue of share
capital on - - 1,798 - - - -
acquisition
Cancellation of
deferred shares 2,042 - - - - - -
Proceeds of new
share issue - - 25 - - - -
Shares 3 (262) - - - - -
repurchased
Net gain on
acquisition of - - - 3,494 - - -
net assets
Capital - - - (86) - - -
expenses
Gains on - - - 241 552 - -
investments
Realisation of
revaluations
from previous - - - (555) 555 - -
years
Dividends paid - - - (550) - - -
Transfer
between - 2,604 - (2,479) - - (125)
reserves
Retained net - - - - - (9) -
loss
-----------------------------------------------------------------
At 30 September 3,606 6,869 1,823 2,505 (519) (594) 311
2010
The special reserve is available to the Company to enable the purchase of its
own shares in the market without affecting its ability to pay dividends/capital
distributions.
Distributable reserves comprise the special reserve, capital reserve - realised,
revenue reserve, merger reserve and are reduced by revaluation reserve losses of
GBP573,000. At the period end there were GBP8,518,000 of reserves available for
distribution.
10. Analysis of net funds
30 Sept 31 Jul 31 Mar
2010 2009 2010
GBP'000 GBP'000 GBP'000
Beginning of period 2,418 211 211
Net cash inflow 555 1,140 2,207
----------- ---------- ---------
End of period 2,973 1,351 2,418
Major Non-Cash Transaction
As stated in note 7, shares were issued during the period in consideration for
the purchase of the assets and liabilities of Pennine Downing AIM VCT 2 plc.
11. Acquisitions
Pennine Downing AIM VCT 2
plc
GBP'000
Fair value of net assets acquired 7,643
Net gain on acquisition of net (3,494)
assets
Costs in relation to scheme of (235)
arrangement
-----------------------------
Consideration 3,914
Consideration satisfied by:
Market value of Ordinary shares issued on date of 3,914
acquisition
The book and fair value of assets and liabilities shown above, have been taken
from the respective management accounts at 12 May 2010. The market value of the
shares issued is based on the mid-market price of the Ordinary Shares at the
date of acquisition. As the number of consideration shares issued under the
Scheme of Reconstruction was determined by the relative net asset value of the
companies, a gain on acquisition of net assets has because of the fact that the
Company's shares trade at a discount to the net asset value.
12. The unaudited financial statements set out herein do not constitute
statutory accounts within the meaning of Section 434 of the Companies Act 2006
and have not been delivered to the Registrar of Companies. The figures for the
period ended 31 March 2010 have been extracted from the financial statements for
that year, which have been delivered to the Registrar of Companies; the
auditors' report on those financial statements was unqualified.
13. The Directors confirm that, to the best of their knowledge, the half yearly
financial report has been prepared in accordance with the "Statement: Half
Yearly Financial Reports" issued by the UK Accounting Standards Board and the
half yearly financial report includes a fair review of the information required
by:
(a) DTR 4.2.7R of the Disclosure and Transparency Rules, being an indication of
important events that have occurred during the first six months of the financial
year and their impact on the condensed set of financial statements, and a
description of the principal risks and uncertainties for the remaining six
months of the year; and
(b) DTR 4.2.8R of the Disclosure and Transparency Rules, being related party
transactions that have taken place during the first six months of the current
financial year and that have materially affected the financial position or
performance of the entity during that period, and any changes in the related
party transactions described in the last annual report that could do so.
14. Copies of the unaudited half yearly financial results will be sent to
Shareholders shortly. Further copies can be obtained from the Company's
Registered Office and will be available for download from www.downing.co.uk.
[HUG#1466612]
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(i) the releases contained herein are protected by copyright and
other applicable laws; and
(ii) they are solely responsible for the content, accuracy and
originality of the information contained therein.
Source: Downing Distribution VCT 2 plc via Thomson Reuters ONE
Grafico Azioni Downing Vct 2 (LSE:DDV2)
Storico
Da Mag 2024 a Giu 2024
Grafico Azioni Downing Vct 2 (LSE:DDV2)
Storico
Da Giu 2023 a Giu 2024
