Proven Growth Regulatory News (PGOO)

2 Jun 2005 17:15

ProVen Media VCT PLC02 June 2005 ProVen Media VCT plcPRELIMINARY ANNOUNCEMENT OF RESULTSFOR THE YEAR ENDED 28 FEBRUARY 2005 Financial Highlights Year Year Year Period ended ended ended ended 28 29 28 28 February February February February 2005 2004 2003 2002 Revenue return per share (pence) for the year/period 0.3p 0.2p 1.6p 1.8pTotal return per share (pence) for the year/period 11.9p 28.3p (7.3)p (1.3)pDividends per share (pence) 6.5p 3.5p 1.0p 1.4pCumulative dividends per share (pence) 12.4p 5.9p 2.4p 1.4pNet asset value per share (pence) 115.3p 109.1p 84.1p 92.4pNAV total return (net asset value plus cumulative 127.7p 115.0p 86.5p 93.8pdividends per share) (pence)Shareholders' funds (£'000) 7,752 7,720 5,997 6,568Mid-market price per share (pence) 98p 80p 100p 100p The statement to shareholders by the Chairman, Andrew Davison, includes thefollowing comments: Introduction I have pleasure in presenting the annual report and accounts for your companyfor the year ended 28 February 2005. The year has been marked by 11% growth inthe FTSE All Share Index despite geopolitical uncertainty and concerns in thewider international economy. Investment Portfolio During the year your company made two new investments totalling £700,000 and afurther £323,000 was invested in existing portfolio companies. Your companyalso made a number of realisations generating a profit of £551,000. Theserealisations include cash and shares from the sale of Espotting Media to USNASDAQ listed FindWhat.com which was concluded in July 2004. At the balance sheet date your company had a portfolio of 18 investments at atotal cost of £5.1 million and a valuation of £6.7 million. Your company alsoheld £1.4 million in cash and liquidity funds. The performance of the portfolio continues to be encouraging and is reflected inthe increased valuations for a number of companies. Net Asset Value and Dividends The total net asset value return per share at 28 February 2005 was 127.7pcomprising a net asset value per share of 115.3p and dividends paid and proposedof 12.4p. This represents a return of 34% over the initial net asset value atlaunch of 95p and compares very favourably with the total return on the FTSE AllShare Index of -0.3% over the same period. Your company is proposing a final dividend of 3.5p per share. This is inaddition to the interim dividend of 3.0p per share paid in November 2004. Thisdividend will be paid on 6 July 2005 to shareholders on the register at 10 June2005. Share Buy Backs During the year your company purchased 352,683 shares in the market at a cost of£348,000, representing a discount of 10% to the published net asset value at thetime of the purchases. In order to maintain your company's ability to purchaseits own shares where this is in the interest of shareholders, the Board will atthe forthcoming annual general meeting once again be seeking shareholderapproval to renew its authority to purchase shares in the market. Anyshareholder wishing to sell shares should contact Downing Corporate Finance inthe first instance. Looking Forward Some four years into its life, ProVen Media VCT has achieved a strongperformance relative to its peer group of VCTs and the FTSE All Share Index.The Board has been reviewing various options for trying to ensure that thislevel of performance is maintained in the future. With over 70% of the fund invested in qualifying investments, your company isapproaching the position where it may no longer be able to take advantage ofsome of the attractive investment opportunities presented to it. The Board istherefore recommending that your company take advantage of the currentfavourable conditions for VCT fund raising to increase its size and furtherdiversify the portfolio. It is proposing that up to 20 million new sharesshould be issued at a price not less than the most recently announced net assetvalue prior to the date of allotment of new shares plus an allowance for issuecosts. The Board has also been reviewing your company's investment policy. The currentinvestment policy, as set out in the prospectus dated 16 February 2001, isfocussed on unquoted and AIM investments primarily, but not exclusively, inmedia companies. Qualifying investments may be made outside the media sectorwhere the investment manager feels that there are good opportunities for growthin value although these constitute only a small proportion of the overallportfolio. With the proposed increase in the size of the fund, the directorsbelieve that shareholders would benefit from a broader range of investmentsincluding those with a media bias. The Board has therefore decided to permityour company to invest in any qualifying UK company where it believes there arestrong prospects of an attractive return. In order to reflect this change ininvestment policy, the Board is recommending that your company's name be changedto ProVen Growth and Income VCT. Resolutions to enable the fund raising to proceed and to effect the change ofname are included in the Notice of Annual General Meeting enclosed with theseaccounts. The Board recommends that shareholders vote in favour of theseresolutions as they intend to do in respect of their own beneficial holdings. Prospects The performance of the portfolio continues to be encouraging and is reflected inthe increased valuations for a number of companies. Shareholders should rememberthat valuations are sensitive to the market in which we operate. The prospectsfor the UK economy look more uncertain than at this time last year. NonethelessI continue to have confidence in the performance of your company's portfolio ofinvestments. Annual General Meeting The annual general meeting will be held at 11.15 a.m. on 5 July 2005 at 39Earlham Street, London WC2H 9LT. I look forward to meeting those shareholdersthat are able to attend. Statement of Total Return (incorporating the revenue account)for the year ended 28 February 2005 Year ended Year ended 28 February 2005 29 February 2004 Revenue Capital Total Revenue Capital Total £'000 £'000 £'000 £'000 £'000 £'000Gains on investments- realised - 551 551 - 167 167- unrealised - 337 337 - 1,874 1,874Income 215 - 215 205 - 205Investment management fee (31) (92) (123) (16) (48) (64)Other expenses (158) - (158) (172) - (172) Return on ordinary activities 26 796 822 17 1,993 2,010before taxationTax (charge)/credit on ordinary (3) 3 - (3) 3 -activities Return on ordinary activities after 23 799 822 14 1,996 2,010taxationDividends - (442) (442) - (248) (248) Transfer to reserves 23 357 380 14 1,748 1,762 Return per ordinary shareBasic and fully diluted 0.3p 11.6p 11.9p 0.2p 28.1p 28.3p The revenue return per ordinary share is based on the net revenue on ordinaryactivities after taxation of £23,000 (2004 - £14,000) and on 6,921,608 ordinaryshares (2004 - 7,096,556 ordinary shares), being the weighted average number ofordinary shares in issue during the year. The capital return per ordinary share is based on a net realised and unrealisedcapital profit of £799,000 (2004 - profit of £1,996,000) and on 6,921,608ordinary shares (2004 - 7,096,556 ordinary shares), being the weighted averagenumber of ordinary shares in issue during the year. Balance Sheetat 28 February 2005 28 February 29 February 2005 2004 £'000 £'000 Fixed assetsInvestments 6,706 5,675 Current assetsDebtors 84 119Cash at bank and in hand 1,362 2,276 1,446 2,395 Creditors: amounts falling due (400) (350) within one year Net current assets 1,046 2,045 Total assets less current liabilities 7,752 7,720 Capital and reservesCalled up share capital 67 70Share premium 27 27Capital redemption reserve 4 1Special reserve 5,810 6,247Capital reserve - realised 114 5Capital reserve - unrealised 1,637 1,300Revenue reserve 93 70Total equity shareholders' funds 7,752 7,720 Net asset value per ordinary share 115.3p 109.1p Net asset value per share is based on net assets at 28 February 2005 of£7,752,000 (2004 - £7,720,000) and on 6,721,295 (2004 - 7,073,978) ordinaryshares in issue at that date. Cash Flow Statementfor the year to 28 February 2005 28 February 29 February 2005 2004 £'000 £'000 Net cash (outflow)/inflow from operating activitiesNet revenue from ordinary activities before tax 26 17(Increase)/decrease in debtors (57) 89Increase/(decrease) in creditors 16 (10)Capitalised interest receipts (23) -Management fees charged to capital (92) (48) Net cash (outflow)/inflow from operating activities (130) 48 Financial investmentPurchase of investments (1,000) (4,694)Sale of investments 972 6,504 Net cash (outflow)/inflow from financial investment (28) 1,810 Corporation tax paid - (17) Equity dividends paid (453) - FinancingPurchase of ordinary shares (303) (39) Net cash outflow from financing (303) (39) (Decrease)/increase in cash in the year (914) 1,802 Analysis of cash balanceAt 29 February 2004 2,276 474Net cash (outflow)/inflow for the year (914) 1,802 At 28 February 2005 1,362 2,276 Announcement based on statutory accounts (unqualified audit report) The financial information set out in the announcement does not constitute thecompany's statutory accounts for the year ended 28 February 2005. The statutoryaccounts for the year ended 28 February 2005 will be delivered to the Registrarof Companies following the company's Annual General Meeting. The financial information for the year ended 29 February 2004 is derived fromthe statutory accounts for that year which have been delivered to the Registrarof Companies. The auditors reported on those accounts; this report wasunqualified and did not contain a statement under section 237(2) or (3) of theCompanies Act 1985. The financial information set out in the announcement is prepared on the basisof the accounting policies consistent with those in the full financialstatements. The company revoked its investment company status within the meaning of s266,Companies Act 1985 during the year. However, it conducts its affairs as aventure capital trust for taxation purposes under s842AA of the Income andCorporation Taxes Act 1988. Notwithstanding, and as permitted by the Statementof Recommended Practice "Financial Statements of Investment Trust Companies"(SORP), issued by the Association of Investment Companies in January 2003, thecompany has prepared its financial statements in accordance with the SORP. Thedirectors consider that the departure from the Companies Act 1985 is necessaryto enable the financial statements to give a true and fair view. A copy of the full annual report and financial statements for the year ended 28February 2005 will be printed and posted to shareholders. Copies will also beavailable to the public at the registered office of the Company at 39 EarlhamStreet, London WC2H 9LT. This announcement was approved by the Board on 2 June 2005. This information is provided by RNS The company news service from the London Stock Exchange