Maven Grwth 3 Regulatory News (MIG3)

30 Dec 2005 09:57

Aberdeen Growth Opps VCT PLC30 December 2005 Aberdeen Growth Opportunities VCT PLC Preliminary Announcement The Directors announce the preliminary results for the year ended 30 November2005. Performance The Net Asset Value (NAV) per share at 30 November 2005, before payment of adividend in respect of the year then ended, was 98.1p compared with 93.6p at 30November 2004. The increase in NAV of 4.8% compares with the increase in stockmarket indices generally and, in particular, the FTSE SmallCap index, which roseby 16.4% over the period, and the FTSE AIM Index which rose by 2.0%. Theperformance of the portfolio is governed to some extent by the investment ininstruments designed to protect the capital while providing a measure of income,where typically the valuations of such instruments does not follow general stockmarket indices. In addition, many of the unlisted holdings are relatively newand are still held at cost. The most important measures for a VCT are the longterm record of income and capital gains dividend payments and the timing ofthese payments over the life of the Company. In the short term, the NAV on itsown is a less important measure of the performance as the underlying investmentsare long-term in nature and not readily realisable. The effect of paying theproposed dividend will be to reduce the NAV to 97.6p. Dividends It was stated in the Company's Prospectus that in the early years dividends, ifany, would be small until such times as capital realisations occurred. The Boarddid not declare an interim dividend but recommends the payment of a finaldividend of 0.5p per share, to be paid on 28 April 2006 to shareholders on theregister on 31 March 2006. In addition, the Company intends to revoke InvestmentCompany status which will facilitate the future payment of capital dividends.The Board are intending to pay a dividend of 1.5p per share from the realisedgains made on investments to date. The dividend will be paid, subject torevoking Investment Company status while retaining for Shareholders all thebenefits of VCT status, during the second quarter of 2006. Since the Company's launch, and including the proposed final dividend,Shareholders will have received 3.5p per share in tax free dividends over theperiod; the total return since launch will be 101.6p being the sum of dividendspaid plus current NAV. Investment Activity During the year ended 30 November 2005, twenty new unlisted and AIM investmentswere completed and a total of £4.9 million was invested. At the year end, theportfolio stood at 46 unlisted and AIM investments at a total cost of £7.1million. Since 30 November 2005, one further new investment has been made at acost of £200,000. The following investments have been completed since the publication of theInterim Report:- Bond Aviation Solutions (November 2005) - £300,000: Bond provides commercialpilot training services from its Gatwick base. (www.flyastraeus.com) Chiltern UK (November 2005) - £300,000: Chiltern negotiates and managesstandstill agreements and repayment plans for financially distressed individualswho cannot currently service their debts. (www.chiltern.uk.com) Fieldstreet (Investments) (October 2005) - £301,000: Fieldstreet is the name ofthe vehicle which acquired Cox Insurance in a public to private deal. Cox is amid-sized insurance business focused on predominately niche risk areas withinmotor insurance. (www.cox.co.uk) Kingsley Cards (July 2005) - £250,000: Kingsley designs and produces greetingcards, supplying a number of the main high street retailers and tradedistributors. (www.ckny.co.uk) Vibration Technology (September 2005) - £150,000: Vibration Technology wasformed in 1996 to develop a lightweight, cable-free, seismic acquisition systemfor use in land seismic surveys. (www.vibtech.co.uk) Datong Electronics* (October 2005) - £164,000: Datong produces devices thatenable government intelligence and defence agencies to covertly track vehiclesand mobile phones. (www.datong.co.uk) NeutraHealth* (August 2005) - £151,000: NeutraHealth has acquired BioCare aleading provider of vitamins, mineral supplements, probiotics and other foodsupplements to health practitioners and specialist retailers.(www.biocare.co.uk) United Clearing* (August 2005) - £202,000: United Clearing is a support servicescompany which provides software based solutions to mobile communicationsoperators. It offers a financial clearing service which provides settlement ofinternational roaming traffic. (www.unitedclearing.com) * Quoted on AIM Aberdeen Growth Opportunities VCT has co-invested with Aberdeen DevelopmentCapital, Aberdeen Growth VCT I, Aberdeen Growth Opportunities VCT 2, TalismanFirst Venture Capital Trust and Murray VCT 4 in some or all of the abovetransactions and is expected to continue to do so with these as well as otherclients of the Manager. The advantage is that, together, the funds are able tounderwrite a wider range and size of transaction than would be the case on astand alone basis. Portfolio Developments Aberdeen Growth Opportunities VCT is continuing to build a diversified portfolioof unlisted and AIM investments with good growth prospects and, therefore, theopportunity to generate capital gains in the medium and longer term. In theInterim Report, reference was made to the increasing maturity of a number of theprivate equity investments and this has manifested itself in the form of onecomplete and one partial exit, in both cases recovering a gain on sale. A complete sale has been achieved of the investment in ScotNursing resulting ina gain of £31,000 on the £135,000 invested. A partial exit has been achievedfrom Enterprise Food Group resulting in a gain of £8,000 on the investment of£150,000 whilst retaining equity holdings in two profitable businesses whichhave a combined value of £24,000. The terms of the sale provide for furtherdeferred consideration to be payable dependent on the actual audited profit forthe calendar year for the businesses sold. Regarding another investment, Elam T,the business was sold to a successor company in which the Company has retainedan equity interest but a small loss of £13,000 has been sustained on thetransaction. Separately, the AIM portfolio has been actively managed throughout the year fromwhich net gains of £283,000 have been generated. Details of all gains and lossesfor the year are shown in the table below. Year Original Sales proceeds Realised gain/ acquired cost (loss) £'000 £'000 £'000UnlistedElam T 2003 163 150 (13)Enterprise Food Group 2003 150 158 8Essential Viewing 2001 30 30 -FFC (UK) 2005 50 50 -Llanllyr Water 2003 50 50 -PSCA 2002 19 19 -Room 2 2002 116 116 -ScotNursing 2002 135 166 31 713 739 26AIMAccuma 2005 101 130 29Augean 2004 211 216 5Avanti Screenmedia 2004 80 160 80Begbies Traynor 2004 153 350 197Careforce 2004 91 114 23Gladstone 2005 175 128 (47)Imagesound 2004 83 33 (50)NeutraHealth 2005 3 5 2Tanfield 2004 50 87 37Zetar 2005 19 27 8 966 1,250 284 Total 1,679 1,989 310 In the Company's Prospectus, it was expected that the portfolio would notcomprise more than 20% in AIM quoted investments. The Board had previouslyincreased this limit to a maximum of 30% but, in view of the growth andincreasing maturity of the AIM market and the performance of the Manager in thisarea, the Directors have now decided to increase to 35% the proportion of theportfolio which may be invested in AIM quoted stocks. As the AIM marketexperiences above-average volatility in pricing and spreads, the percentagelimits referred to above are monitored by reference to the cost of each AIMinvestment. It is not expected that the AIM investment limit will be increasedbeyond 35%, and it will continue to be kept under review by your Board as theCompany continues its progress in accumulating unlisted investments. Investments in the unlisted portfolio are generally trading well but, wherethere is underperformance, particular attention is paid to those companies bythe Manager to effect an improvement and protect the value of the investment. Share Buy-back Policy Purchases of the Company's shares will be made within guidelines established bythe Board, at prices below the prevailing NAV per Ordinary share and inaccordance with the rules of the UK Listing Authority. Share purchases will befunded from distributable reserves and, to the extent that shares are purchasedat a discount, the Net Asset Value of the remaining shares will increase. TheBoard has recently adopted a policy of purchasing shares in the market at adiscount of 10% to the prevailing NAV. During the year, 451,064 shares werebought back for cancellation at an average price of 75.7p and an aggregate cost,including expenses, of £341,585. "C" Share Issue In November this year, the Board announced proposals for an offer forsubscription of up to 15 million "C" Ordinary Shares to raise up to £15 millionbefore the deduction of expenses. I am pleased to say that the resolutionsrelating to the "C" Ordinary Share offer were passed at the ExtraordinaryGeneral Meeting held on 14 December 2005 and that, as a Shareholder, you willshortly receive a copy of the Prospectus in the form of a Securities Note andSummary. Further information is given in the Registration Document which isavailable from the Manager on request. The Directors believe that the "C" Share Issue offers an opportunity toShareholders to participate in future investments made by the fund whilebenefiting from the advantages associated with a new VCT investment. Thebenefits to the Company, as it approaches full investment, include a reductionin the total expense ratio, an increased spread of risk across a larger numberof investments, the opportunity to invest in larger investments afterconsolidation of the "C" shares and, due to an increased fund size, animprovement in the liquidity of the Company's shares in the secondary market. Co-Investment Scheme of the Manager A Co-Investment scheme which will allow executive members of the Manager toinvest alongside the Company has been agreed with the Manager for implementationduring the coming year. This incentive scheme will replace the existing feebased arrangement and will align much more closely the interests of theexecutives and the Shareholders of the Company. The scheme will operate througha nominee company which will invest alongside the Company in each and everytransaction made by the Company, including any follow-on investments. In an unlisted investment, the transaction will normally be structured such that70% to 90% of the investment is by way of fixed interest instrument and 10% to30% in ordinary shares. The amount which will be invested by the nominee companyis fixed at 5% of the value of the ordinary shares which are available to theCompany except where it is only in ordinary shares. In that case the amount tobe invested by the executives will be 1.5% of the amount available to theCompany. The impact of the scheme in terms of dilution will be small but will moreclosely align the interests of the Executives and the Company's Shareholderswhile introducing an incentive to enable the Manager to retain the existingskills and capacity of the Manager's team in a highly competitive market. The Future It is the Board's intention to adopt a policy of paying regular dividends basedon the gains arising from the trading of the portfolio. These dividends will bepaid free of tax to Shareholders, as with all dividends paid by VCTs. The Boardwould like to see the level of dividend payments increase over the course oftime. The Board looks forward to the increasing maturity of the portfolio, which itexpects to result in an increasing number of profitable realisations. The "C"Share Issue and the increased flexibility with respect to AIM investments willprovide added opportunities for the Company to build on its first four years ofsound progress. ABERDEEN GROWTH OPPORTUNITIES VCT PLC UNAUDITED STATEMENT OF TOTAL RETURN (INCORPORATING THE REVENUE ACCOUNT*) For the year ended 30 November 2005 Year ended Year ended 30 November 2005 30 November 2004 (Audited) Revenue Capital Total Revenue Capital Total £'000 £'000 £'000 £'000 £'000 £'000Gains on investments - 501 501 - 255 255Income from investments 322 - 322 419 - 419Other income 23 - 23 21 - 21Investment management fees (56) (224) (280) (52) (207) (259)Other expenses (202) - (202) (209) - (209)Net return/(loss) on ordinary 87 277 364 179 48 227activitiesbefore taxation Tax on ordinary activities (12) 12 - (29) 30 1Return attributable to equity 75 289 364 150 78 228Shareholders Ordinary dividends on equity (48) - (48) (104) - (104)sharesTransfer to/(from) reserves 27 289 316 46 78 124 Return per Ordinary share 0.74 2.84 3.58 1.44 0.75 2.19(pence) * The revenue column of this statement is the Profit and Loss Account of theCompany. ABERDEEN GROWTH OPPORTUNITIES VCT PLC UNAUDITED BALANCE SHEET As at 30 November 2005 As at As at 30 November 2005 30 November 2004 £'000 £'000 (Audited)Fixed assetsInvestments 8,294 4,852 Current assetsDebtors 376 149Cash and overnight deposits 1,253 4,965 1,629 5,114Creditors: amounts falling due within one year (223) (250)Net current assets 1,406 4,864Total net assets 9,700 9,716 Capital and reservesCalled up share capital 993 1,038Share premium 4,685 4,676Distributable reserve 3,815 4,157Capital redemption reserve 54 8Capital reserve - realised (400) (498)Capital reserve - unrealised 464 273Revenue reserve 89 62Equity Shareholders' funds 9,700 9,716 Net Asset Value per Ordinary share (pence) 97.6 93.6 ABERDEEN GROWTH OPPORTUNITIES VCT PLC UNAUDITED CASH FLOW STATEMENT For the year ended 30 November 2005 Year ended Year ended 30 November 2005 30 November 2004 £'000 £'000 £'000 £'000Operating activitiesInvestment income received 261 632Deposit interest received 25 19Investment management fees paid (273) (252)Secretarial fees paid (60) (61)Cash paid to and on behalf of Directors (66) (81)Other cash payments (77) (51)Net cash (outflow)/inflow from operating activities (190) 206 TaxationCorporation tax 3 31 Financial investmentPurchase of investments (5,095) (5,413)Sale of investments 2,007 9,849Net cash (outflow)/inflow from financial investment (3,088) 4,436 Equity dividends paid (102) (207) Net cash (outflow)/inflow before financing (3,377) 4,466 FinancingIssue of Ordinary shares 10 119Share repurchases (345) (52)Net cash (outflow)/inflow from financing (335) 67(Decrease)/increase in cash (3,712) 4,533 Aberdeen Growth Opportunities VCT PLC Summary of Investment Changes For the year ended 30 November 2005 Valuation Transactions Appreciation/ Valuation 30 November 2004 (depreciation) 30 November 2005 £'000 % £'000 £'000 £'000 % Unit trusts 705 7.2 - 7 712 7.3Equities - AIM 1,707 17.6 980 661 3,348 34.5 Unlisted investmentsEquities 753 7.7 865 (52) 1,566 16.2Preference shares 135 1.4 78 (13) 200 2.1Loan stocks 1,552 16.0 1,018 (102) 2,468 25.4Total investments 4,852 49.9 2,941 501 8,294 85.5 Other net assets 4,864 50.1 (3,458) - 1,406 14.5 Total net assets 9,716 100.0 (517) 501 9,700 100.0 Aberdeen Growth Opportunities VCT plc Investment Portfolio Summary As at 30 November 2005 Book cost Valuation % of % of £'000 £'000 total assets equity heldUnlisted investmentsFieldstreet (Investments) 301 301 3.1 0.2Bond Aviation Solutions 300 300 3.1 11.0Original Shoe Company 300 300 3.1 1.5Chiltern (UK) 300 300 3.1 6.0Travel Class 225 280 2.9 9.0Sanastro 275 275 2.8 3.5Cash Bases Group (formerly Deckflat) 250 250 2.6 8.3Kingsley Cards 250 250 2.6 3.1PSCA International 138 216 2.2 1.6Transrent Holdings 208 208 2.1 0.8Palgrave Brown (Holdings) 150 179 1.8 1.1Albanet 172 172 1.8 7.0Essential Viewing Systems 163 163 1.7 8.7Vibration Technology 150 150 1.6 1.6Newco 70 (Elam T) 150 150 1.6 3.5FFC (UK) 150 150 1.6 -RMS Europe 116 116 1.2 1.3Driver Hire 100 100 1.0 0.6Llanllyr Water Company 100 100 1.0 7.5Inovas 100 100 1.0 9.2Amgas 100 100 1.0 0.4PLM Dollar Group 50 50 0.5 0.6Enterprise Food Group Holdings - 17 0.2 1.5Patisserie UK (Holdings) - 7 0.1 1.4 4,048 4,234 43.7 AIM investmentsSoftware Radio Technology 284 459 4.7 1.4Axeon 336 394 4.1 4.0Avanti Screenmedia 222 296 3.0 0.5Tanfield Group 139 280 2.9 0.8United Clearing 202 220 2.3 1.0NeutraHealth 148 193 2.0 1.1Zetar 132 178 1.8 0.5Datong Electronics 164 171 1.8 1.8Cello Group 130 154 1.6 0.5Careforce Group 111 134 1.4 0.7Elevation Events Group 150 131 1.4 2.5Inspicio 125 129 1.3 0.2Strategic Retail 117 116 1.2 0.4Spectrum Interactive 117 114 1.2 0.4Fountains 102 109 1.1 0.5Legend Communications 100 67 0.7 0.5Air Music and Media 150 56 0.6 0.5Asfare 56 53 0.5 1.3Public Recruitment Group 133 41 0.4 0.4Imagesound 68 33 0.3 0.6Award International Holdings 100 20 0.2 3.1 3,086 3,348 34.5Unit trustsAberdeen International Fixed Interest 485 502 5.2 -Aberdeen International Sterling Bond 202 210 2.2 - 687 712 7.3 Total investments 7,821 8,294 85.5 Notes: This Preliminary Announcement has been prepared on the same basis as that setout in the statutory financial statements for the prior year. Returns per Ordinary share have been calculated using the weighted averagenumber of shares in issue during the period of 10,170,995 (2004 - 10,389,951).The Net Asset Value per Ordinary share has been calculated using the number ofshares in issue at 30 November 2005 of 9,934,243 (2004 - 10,375,268). A summary of investment changes for the year under review and an investmentportfolio as at 30 November 2005 are attached. A full copy of the Annual Report and Financial Statements will be printed andissued to Shareholders. The financial information contained within this Preliminary Announcement doesnot constitute the Company's statutory financial statements as defined inSection 240 of the Companies Act 1985. The statutory financial statements forthe year ended 30 November 2004 have been delivered to the Registrar ofCompanies and contained an audit report which was unqualified and did notcontain statements under Sections 237(2) or (3) of the Companies Act 1985. Copies of this announcement will be available to the public at the office ofAberdeen Asset Managers Limited, 123 St Vincent Street, Glasgow and at theregistered office of the Company, One Bow Churchyard, London. By Order of the Board ABERDEEN ASSET MANAGEMENT PLC SECRETARIES 30 December 2005 This information is provided by RNS The company news service from the London Stock Exchange