VEN.L Regulatory News (VEN)

9 Jun 2006 10:11

Ventus VCT plc09 June 2006 VENTUS VCT Plc Preliminary Results for the year ended 28 February 2006 The Directors of Ventus VCT plc announce the Preliminary Results for the yearended 28 February 2006. Chairman's Statement I am pleased to present the Preliminary Results for Ventus VCT plc (the "Company") for the year ended 28 February 2006. These results cover the firstfull year of investment activity for the Company. As I outlined in the last Interim Report, the Company raised funds betweenOctober 2004 and May 2005 totalling £15.0 million. Net proceeds after issuecosts were £14.2 million. The shares of the Company were first listed on theLondon Stock Exchange on 15 March 2005 and the share offer closed on 31 May2005. Net Asset Value and Results Revenue attributable to shareholders for the period was £253,042 or 1.80 penceper share. The capital loss attributable to shareholders for the period was£219,264 or 1.56 pence per share, resulting in a total return to shareholdersfor the period of £33,778 or 0.24 pence per share. The main source of revenuewas interest earned on UK Government Treasury Bills and cash deposits. Runningcosts of the Company (before irrecoverable VAT) were capped at 3.6% of Net AssetValue ("NAV") in accordance with the Investment Management Agreement. The Company declared a dividend for the first half year of 0.75 pence per shareand proposes to declare a further dividend of 0.75 pence for the second half ofthe period, resulting in a total annual dividend of 1.5 pence per share. At 28 February 2006, the Company's NAV stood at £14.1 million or 94.1 pence pershare. Investments The Company's Investment Manager is Climate Change Capital Limited. Throughoutthe year, Climate Change Capital has been actively engaged in identifying andnegotiating potential investment opportunities. As at 28 February 2006, the Company had made qualifying investments totalling£858,997 in three companies. In the second half of the year the Company investeda further £140,000 in Geotrupes Energy Limited taking its total investment inthat company to £350,881 in preference and ordinary shares. As disclosed in thelast Interim Report, the Company has also made a first stage investment of£138,636 in Craig Wind Farm Limited, a company developing a 10 megawatt windfarm in Scotland and a similar first stage investment of £369,480 in FenpowerLimited, a company developing a 6 megawatt wind farm in Cambridgeshire. Since the date of the accounts, the Company has entered into agreements forfurther investments in both of the above wind farm companies. These will resultin total investments of £1.8 million and £1.27 million being committed to CraigWind Farm Limited and Fenpower Limited respectively over the course of 2006 and2007. Furthermore, the Company and Fenpower Limited have signed an agreement inrespect of the financing of a 4 megawatt extension to the existing 6 megawattproject, subject to planning approval, which is expected to be determined inJuly 2006. If the planning application is successful this is expected to lead toa further investment in the region of £500,000 in Fenpower Limited. In addition, the Company continues to have an exclusivity agreement in respectof a company developing a 4 megawatt wind farm in Scotland which would result ina further qualifying investment in the region of £1 million. Venture Capital Trust ("VCT") Qualifying Status The Company has appointed PricewaterhouseCoopers to review its compliance withVCT regulations. PricewaterhouseCoopers has confirmed that the Company has beenin compliance with the required conditions throughout the year. Yours sincerely, David PinckneyChairman 9 June 2006 Dividend The Directors recommend a final dividend of 0.75p per ordinary share in respectof the year ended 28 February 2006. This, together with the interim dividend of0.75p already paid, will make a total dividend for the year of 1.5p per share.The shares will be marked ex-dividend on 12 July 2006 and, subject toshareholder approval, the dividend will be paid on 7 August 2006 to shareholderson the Register on 14 July 2006. Income Statementfor the year ended 28 February 2006 Revenue Capital Total £000 £000 £000 Income 582 - 582 ------- ------- ------- 582 - 582 ------- ------- ------- ExpenditureManagement fees 90 270 360Other expenses 180 - 180 ------- ------- ------- 270 270 540 ------- ------- ------- Return on ordinary activities before taxation 312 (270) 42 Tax on ordinary activities (59) 51 (8) ------- ------- ------- Return attributable to equity shareholders 253 (219) 34 ======= ======= ======= Return per ordinary share 1.80p (1.56)p 0.24p All revenue and capital items in the above statement derive from continuingoperations. The Company has only one class of business and derives its income frominvestments made. The total column of this statement is the profit and loss account of theCompany. The supplementary revenue return and capital return columns have beenprepared under guidance published by the Association of Investment TrustCompanies. There were no recognised gains and losses for the year other than those shownabove. The Company did not trade during the period ended 28 February 2005. Balance Sheetat 28 February 2006 Restated 28 February 2006 28 February 2005 £000 £000 Fixed assetsInvestments 859 - ---------------- ---------------- 859 - ---------------- ----------------Current assetsDebtors 35 -Short term investments in treasury bills 10,911 -Cash in hand 2,365 13 ---------------- ---------------- 13,311 13 Creditors : amounts falling due within one year (62) (13) ---------------- ----------------Net current assets 13,249 - ---------------- ----------------Net assets 14,108 - ---------------- ---------------- Share Capital & ReservesCalled up share capital 3,750 -Special reserve 10,437 -Capital reserve - realised (219) -Revenue reserve 140 - ---------------- ----------------Shareholders' funds 14,108 - ---------------- ----------------Net asset value per ordinary share 94.1p Cashflow Statementfor the year ended 28 February 2006 Restated 28 February 2006 28 February 2005 £000 £000 Net cash inflow from operating activities and Returns on investments 48 - Capital ExpenditurePurchase of venture capital investments (859) - Equity dividends paid (113) - Management of liquid resourcesPurchase of treasury bills (10,911) - ---------------- ----------------Net cash outflow before financing (11,835) - ---------------- ----------------FinancingShares issued 15,000 13Issue costs (813) - ---------------- ----------------Net cash inflow from financing 14,187 13 ---------------- ---------------- Increase in cash 2,352 13 ---------------- ---------------- Reconciliation of Movement in Shareholders' Fundsfor the year ended 28 February 2006 28 February 2006 28 February 2005 £000 £000 Equity shareholders' funds as at 1 March 2005Return on ordinary activities after tax 34 -Dividends paid in the year (113) -Net proceeds of share issues 14,187 - ---------------- ---------------- Equity shareholders' funds as at 28 February 2006 14,108 - ---------------- ---------------- Notes to the Preliminary Statement NOTE 1: Accounting convention The financial statements are prepared under the historical cost convention,modified to include the revaluation of fixed asset investments, and inaccordance with applicable accounting standards and with the Statement ofRecommended Practice 'Financial statements of investment trust companies' issuedin January 2003 and revised in December 2005. Income and expenses Income on current asset investments is stated on an accruals basis. Interestreceivable on cash and non-equity investments is accrued to the end of the year.No tax was withheld at source on income. The Company has adopted the policy of allocating investment management feesassociated with venture capital investments 75% to capital reserve (realised)and 25% to the revenue account. Expenses which are incidental to the acquisitionof an investment are included in the cost of the investment. Expenses which areincidental to the disposal of an investment are deducted from the proceeds ofthe investment. Investments All investments are designated as 'fair value through profit and loss' assetsand are initially measured at cost. Thereafter the investments are measured atsubsequent reporting dates at fair value. Investments in unquoted companies are valued in accordance with InternationalPrivate Equity and Venture Capital Valuation Guidelines. Under these guidelines,the investments are valued at fair value at the reporting date, except insituations where fair values cannot be measured reliably. In such situations theinvestments are reported at the carrying value at the reporting date, unlessthere is evidence that the investment has since been impaired. When an investee company has gone into receivership or liquidation, theinvestment, although physically not disposed of, is treated as being realised.It is not the Company's policy to exercise either significant or controllinginfluence over investee companies. Therefore the results of these companies arenot incorporated into the revenue account except to the extent of any incomeaccrued. The majority of monies held pending investment are invested in financialinstruments with same day or two-day access and as such are treated as currentinvestments. These are valued at middle market prices as at 28 February 2006.Under FRS 26 investments should be valued at bid market prices. There is nomaterial difference between the valuation at bid prices and the valuation atmiddle market prices. Deferred taxation Deferred taxation is provided in full on timing differences that result in anobligation at the balance sheet date to pay more tax, or a right to pay lesstax, at a future date, at rates expected to apply when they crystallise based oncurrent tax rates and law. Timing differences arise from the inclusion of itemsof income and expenditure in tax computations in periods different from those inwhich they are included in the accounts. Taxation Corporation tax payable is provided on taxable profits at the current rate. Thetax charge for the year is allocated between revenue return and capital returnon the "marginal basis" as recommended in the Statement of Recommended Practice.Under this basis, the benefit of tax relief on allowable expenses is allocatedto revenue return unless allowable expenses exceed taxable income in which casethe benefit of the relief on the excess is credited to capital return. Dividends payable Dividends payable are recognised as distributions in the financial statementswhen the Company's liability to make payment has been established. Redeemable preference shares Financial Reporting Standard 25 'Financial Instruments: Disclosures' wasintroduced in the year for financial periods commencing on or after 1 January2005. Under this standard, a preference share that provides for redemption ona specific date or at the option of the holder contains a financial liabilitybecause the issuer has an obligation to transfer financial assets to the holderof the share. The Articles of Association of the Company stated that thepreferences shares would be redeemed in full by 3 July 2005. Under this newaccounting standard, the redeemable preference shares issued in the period ended28 February 2005 and redeemed in the year ended 28 February 2006 have beenreclassified as creditors rather than non-equity shareholders funds. NOTE 2: Prior period adjustment Following the introduction of FRS25 'Financial Instruments: Disclosures' foraccounting periods commencing on or after 1 January 2005, the preference sharesissued in the period ended 28 February 2005 and redeemed in the year ended 28February 2006 have been reclassified as creditors rather than non-equityshareholders funds. NOTE 3: This preliminary statement does not constitute the Company's statutory accountsin accordance with S240 CA85 for the year ended 28 February 2006. The statutoryaccounts for the year ended 28 February 2006 will be finalised on the basis ofthe financial information presented by the Directors in this preliminaryannouncement and will be delivered to the Register of Companies following theCompany's Annual General Meeting. * * * * * The Report and Accounts will be posted to shareholders shortly. Copies may beobtained during normal business hours from the Company's registered office, TheRegistry, 34 Beckenham Road, Beckenham, Kent, BR3 4TU. By order of the Board Ventus VCT plc9 June 2006 This information is provided by RNS The company news service from the London Stock Exchange