Ordinary Shares Ordinary Shares
31 October 2006 31 October 2005
(restated)*
Net assets �11,211,000 �10,942,000
Net profit/(loss) before tax �712,000 (�773,000)
Earnings/(loss) per share 6.4p (6.9)p
Net asset value per share 103.8p 97.9p
Dividends per share (proposed
and paid) 4.35p 6.5p
Cumulative dividends since
launch 11.00p 6.65p
'C' Shares 'C' Shares
31 October 2006 31 October 2005
(restated)*
Net assets �5,495,000 �4,917,000
Net profit/(loss) before tax �567,000 (�43,000)
Earnings/(loss) per share 12.0p (1.3)p
Net asset value per share 105.1p 94.2p
Dividends per share (proposed) 1.0p -
Cumulative dividends since
launch 1.0p -
Phoenix VCT plc ("Phoenix" or "Fund") is a venture capital trust
("VCT"). The Fund invests in AIM-quoted companies and aims to
generate attractive long-term returns to shareholders. The Investment
Manager is Octopus Investments Limited ("Octopus"). Phoenix was
launched in November 2002 and raised over �11.3 million (�10.8
million net of expenses) through an offer for subscription.
Phoenix raised further funds in 2005 in the form of a 'C' Share issue
(i.e. the issue for subscription of a new class of share referred to
as 'C' Shares). In total, Phoenix raised �5.1 million (�5 million net
of expenses) by the closing date of the offer on 30 June 2005.
In these results, as in previous reports, we will be splitting out
and commenting on the progress and performance of each of the
different classes of shares.
* Comparative figures have been extracted from the statutory accounts
for the period ended 31 October 2005 and have been restated in
accordance with FRS21 in respect of declared dividends and FRS26 in
respect of the valuation of quoted investments and the treatment of
investments as at fair value through profit and loss.
Chairman's statement
I am delighted to be reporting an uplift in the Net Asset Value
("NAV") of both the Ordinary and 'C' Shares of Phoenix during what
has been a volatile period for AIM. It is worth emphasising,
however, that much of the market's volatility over the past year has
been as a result of performance within sectors in which Phoenix does
not invest including overseas companies, the natural resources
sectors and online gaming companies.
Performance
The Ordinary Share portfolio has continued to make new investments in
VCT-qualifying AIM quoted companies. During the period under review,
the Manager completed 9 new and a number of top-up investments,
investing a total of �2,101,000. In total, �2,194,000 of investments
were sold, realising a profit of �844,000.
It was the first full year of trading for the 'C' Share portfolio,
which completed 12 new and a number of top-up investments totalling
�1,531,000. During the period the 'C' Share portfolio sold �160,000
of investments, realising a profit of �43,000.
Further information regarding the investment performance of the
Ordinary Share portfolio and the 'C' Share portfolio is provided in
the Investment Manager's Review.
Continuing with our patient approach, the uninvested money within the
fund, totalling �4,491,000 at 31 October 2006, is primarily held in
money market funds until the Manager is confident that the right
investment opportunities have been identified. This generated
�82,000 of income for the Ordinary Share portfolio and �231,000 of
income for the 'C' Share portfolio.
Update since the year end
In the three months to 31 January 2007, both the Ordinary and 'C'
Share portfolios disposed of their respective holdings in Disperse
Group plc, which experienced a significant downturn in trading over
the Christmas period. This realised a loss of �490,000 within the
ordinary share portfolio and �158,000 within the C share
portfolio. During the same period the Managers also realised
several gains totalling �853,000, resulting in a net realised gain of
�94,000 for the Ordinary Share portfolio and �111,000 for the 'C'
Share portfolio. There has also been strong performance in both
portfolios, driven in particular by Tanfield and Worthington
Nicholls.
Following the realisations and the strong overall performance of the
portfolios, the NAV as at 31 January 2007 was 116.4p per share for
the Ordinary Shares and 117.2p per share for the 'C' Shares. This
represents a substantial increase in the NAV for both portfolios
compared to the figures for 31 October 2006.
Net Asset Value
Ordinary Share Portfolio
As at 31 October 2006, the Fund had a portfolio of 36 investments in
AIM listed companies with a value of �9.4 million and a NAV per share
of 103.8p. At the end of the period, the Ordinary Share portfolio
was 82.6% invested in qualifying holdings.
The table below shows the movement in the NAV of the Ordinary Shares
and lists the dividends that have been paid since the launch of the
fund.
NAV + cumulative
Period ended NAV Dividend dividends
31 October 2003 100.7p 0.15p 100.85p
30 April 2004 111.7p - 111.85p
31 October 2004 110.9p 2.50p 113.55p
30 April 2005 117.1p 4.00p 123.75p
31 October 2005 100.5p - 107.15p
30 April 2006 104.6p 1.00p 112.25p
31 October 2006 103.8p - 111.45p
At 31 January 2007 the NAV had increased to 116.4p per share, taking
the total return (net asset value and paid dividends) to 124.05p per
share.
'C' Share Portfolio
As at 31 October 2006, the Phoenix 'C' Share portfolio consisted of
19 investments in AIM listed companies with a combined value of �2.7
million and a NAV per share of 105.1p. At the end of the period, the
'C' Share portfolio was 45.9% invested in qualifying holdings.
Period ended NAV
30 April 2005 94.9p
31 October 2005 94.2p
30 April 2006 100.1p
31 October 2006 105.1p
At 31 January 2007 the NAV had increased to 117.2p per share.
Dividend
Ordinary Share Portfolio
One of the advantages of a VCT is that all gains can be paid out as
tax-free income to our investors. In August 2006, the Fund paid an
interim dividend of 1p per share to the holders of Ordinary Shares.
Due to the progress made by the portfolio during the second half, the
Board proposes the payment of a final dividend of 3.35p per share,
taking the total tax-free dividends for the year to 4.35p and a
cumulative total of 11p since the launch of the Fund. This dividend,
if approved by the shareholders at the Annual General Meeting, will
be paid on 28 March 2007 to shareholders on the register of members
relating to the Ordinary Shares on 2 March 2007.
'C' Share Portfolio
The Board is pleased to propose a 1p per share final dividend to the
holders of 'C' Shares for its first full year of trading. This
dividend, if approved by the shareholders at the Annual General
Meeting, will be paid on 28 March 2007 to shareholders on the
register of members relating to the 'C' Shares on 2 March 2007.
It remains the intention of the Board to maintain the payment of
tax-free dividends to shareholders, when appropriate.
Qualifying status
The Directors believe that Phoenix VCT continues to comply with the
conditions laid down by HM Revenue & Customs for maintaining its
approval as a VCT and have retained PricewaterhouseCoopers LLP, one
of the UK's leading firms of accountants, to advise in this area.
Share price and buy-back facility
The Board has adopted a share buy-back policy whereby the Fund, when
able, will buy-back shares at no more than a 10% discount to the
prevailing NAV. This is designed to prevent the shares from trading
at a wide discount to NAV. Shareholders should note that if they
sell their shares within three years of the original purchase, they
will lose any tax advantages that had been obtained.
In the period under review, the Fund repurchased 671,177 Ordinary
Shares and 120,370 'C' Shares at average prices of 94p and 95p
respectively.
Outlook
The Bank of England reacted to the headline Retail Price Index
inflation figure reaching its highest level for 15 years with a 0.25%
rate rise in interest rates in January. The largest inflationary
contributors were utility prices, which have now stabilised and are
expected to ease over the coming months. We believe this will
provide the breathing space for the Bank of England to adopt more of
a 'wait and see' policy for the remainder of the quarter,
particularly in view of record levels of unsecured personal debt.
The markets have to date shrugged off the recent interest rate rise
as investors continue to focus on merger and acquisition activity.
Octopus has been acutely aware of the deterioration of consumer
confidence and has positioned the portfolio accordingly. Octopus
continues to assess new investment opportunities and believes the
portfolio is well positioned to deliver attractive returns for
shareholders over the medium-term.
Stephen Hazell-Smith,
Chairman
15 February 2007
Investment Manager's Review
Introduction
The strong pipeline of companies joining AIM has continued throughout
2006. As at 31 October 2006, there were 1,582 companies listed on
AIM with a combined market value of �79.5 billion. This compares to
1,330 companies as at 31 October 2005, with a combined market value
of �47.5 billion.
Review of Ordinary Share Portfolio
At 31 October 2006, the Ordinary Share portfolio had a total of 36
holdings with 82.6% of the portfolio invested in VCT qualifying
investments.
A total of 9 new holdings were added to the Ordinary Share portfolio
during the year;
Worthington Nicholls Group installs and maintains air conditioning,
heating, ventilation and chilled water systems, principally for
clients in the leisure and retail sectors.
Autoclenz is the UK's leading provider of valeting services to
automotive retailers, car auction houses and car rental companies.
The company also provides specialist decontamination services.
Clarity Commerce Solutions is a developer of software for the retail
and leisure sectors and is the leading provider of cinema ticketing
systems.
Ovum is a leading provider of research, market analysis and advisory
services to the global information, communication and technology
sectors.
Cohort was established to acquire suppliers of specialist technical
services to the defence and security sectors. The company is focused
on command, control, computing, communications and intelligence
systems and crisis management for non-military customers.
Jelf Group is a corporate intermediary offering commercial insurance,
healthcare and financial services to small and medium sized
enterprises.
Brulines is the leading provider of volume and revenue protection
systems for draught alcoholic drinks for the UK licensed and tenanted
pub sectors.
Invocas is a leading Scotland-based debt solutions and corporate
insolvency business. The company specialises in the processing and
management of Protected Trust Deeds, the Scottish equivalent of an
Individual Voluntary Agreement.
Plethora Solutions targets the diagnosis, treatment and management of
urological disease. The company aims to license its products to
major pharmaceutical companies.
We also continued to take profits over the period. Holdings in five
portfolio companies were disposed of in their entirety; Armour Group,
Air Music & Media, TRL Electronics, Belgravium Technologies and
Abcam. TRL Electronics received a cash offer from a US defence
electronics company during the year at a 177% premium to the original
purchase price. The holdings in Sovereign Oilfield Services, Bond
International Software, Zetar, Tanfield, Media Square, BBI Holdings
and Worthington Nicholls were all reduced, taking the total realised
gains for the year to �844,000. Since the financial year end Ovum has
also received a cash offer from a competitor at a 58% premium to the
original purchase price.
The most significant contributors to performance during the period
were TRL Electronics, Tanfield and Worthington Nicholls. The latter
two are the largest holdings in the portfolio and we remain excited
about the prospects for both companies. Bond International Software
and BBI Holdings have also both continued to perform well. On the
negative side, Screen FX had a difficult year as revenues were slower
to materialise than originally expected. The company has since
raised further capital that it expects will take it through to
profitability. Public Recruitment Group has also had a difficult
year. However the company has now confirmed that trading has
stabilised and that its banking facilities have been reorganised,
which we believe will give the company a good base to move forward.
The deal flow of VCT qualifying investments has continued to be
strong and we anticipate that we will make further investments during
the current financial year for the Ordinary Share portfolio, while
also taking advantage of strength in the share prices of existing
holdings to take profits where appropriate.
Review of 'C' Share Portfolio
At 31 October 2006, the 'C' Share portfolio had investments in a
total of 19 companies. As at the period end, 45.9% of the portfolio
was invested in VCT qualifying investments.
The 'C' Share portfolio has made good progress over the year, having
completed a further 12 new investments in qualifying holdings. Of the
12 investments made 9 were along side the Ordinary Share portfolio
and are mentioned above, the remaining three investments are outlined
below.
BBI Holdings develops and manufactures rapid result, non invasive
diagnostic tests for the point of care market.
Access Intelligence is a provider of business critical information,
advice and services to businesses and public bodies on a subscription
basis.
Concateno is acquiring and consolidating businesses in the life
science testing sector. The company has completed two recent
acquisitions; Medscreen and Altrix Healthcare.
We have begun to take profits in a number of companies. The holdings
in both Abcam and Belgravium Technologies were sold in their entirety
and the holdings in Sovereign Oilfield Services and Worthington
Nicholls were both reduced following strong share price performance,
taking the total realised gains for the year to �43,000.
During the current financial year, we have continued to make
investments for the 'C' Share portfolio as we focus on the HM Revenue
& Customs requirement under the VCT legislation for the 'C' Share
portfolio to be 70% invested in qualifying companies by 31 October
2007.
Personal Service
At Octopus, we pride ourselves not only on our team's strong track
record but also on our personalised customer service. We believe in
open communication and our regular investment updates are designed to
keep you involved and informed.
If you have any questions about this review, or if it would help to
speak to one of the fund managers, please do not hesitate to contact
Octopus on 020 7710 2800.
Simon Rogerson
Chief Executive
Octopus Investments
Valuation of Investments
All investments are in the ordinary share capital of companies quoted
on AIM and carry full voting rights. These are stated at Bid price.
Ordinary Share portfolio
+-------------------------------------------------------------------------+
| | Date of| Book|Valuation| Market sector| % of|
| | first| cost| | |Equity|
| | investment| | | | held|
|----------------------+------------+-----+---------+--------------+------|
|AIM quoted investments| |�'000| �'000| | |
|----------------------+------------+-----+---------+--------------+------|
|Tanfield Group plc | December| 205| 866| Industrial| 0.53|
| | 2004| | | Engineering| |
| | | | | | |
|----------------------+------------+-----+---------+--------------+------|
|Worthington Nicholls | June 2006| | | Support| 0.97|
|plc | | 463| 795| Services| |
| | | | | | |
| | | | | | |
|----------------------+------------+-----+---------+--------------+------|
|Cello Group plc |October 2004| 501| 611| Media &| 1.44|
| | | | | Entertaining| |
| | | | | | |
|----------------------+------------+-----+---------+--------------+------|
|BBI Holdings plc | April 2004| 191| 527| Life Sciences| 1.51|
| | | | | | |
| | | | | | |
|----------------------+------------+-----+---------+--------------+------|
|Concateno plc | April 2005| 500| 455| General| 1.34|
| | | | | Financial| |
| | | | | | |
|----------------------+------------+-----+---------+--------------+------|
|Staffline Recruitment | December| | | Support| 1.80|
|Group plc | 2005| 301| 432| Services| |
| | | | | | |
| | | | | | |
|----------------------+------------+-----+---------+--------------+------|
|Augean plc | December| 500| 384| Support| 0.42|
| | 2004| | | Services| |
| | | | | | |
|----------------------+------------+-----+---------+--------------+------|
|Autoclenz Holdings plc| December| 425| 377| Support| 3.27|
| | 2005| | | Services| |
| | | | | | |
|----------------------+------------+-----+---------+--------------+------|
|Bond International | March 2004| | | Software &| 0.93|
|Software plc | | 105| 365| Computing| |
| | | | | Services| |
| | | | | | |
|----------------------+------------+-----+---------+--------------+------|
|Zetar plc | April 2005| 161| 354|Food Producers| 0.74|
| | | | | | |
| | | | | | |
|----------------------+------------+-----+---------+--------------+------|
|Access Intelligence | December| | | Support| 4.55|
|plc | 2004| 500| 350| Services| |
| | | | | | |
| | | | | | |
|----------------------+------------+-----+---------+--------------+------|
|Clarity Commerce | April 2006| | | Software &| 2.78|
|Solutions plc | | 367| 338| Computer| |
| | | | | Services| |
| | | | | | |
|----------------------+------------+-----+---------+--------------+------|
|Disperse Group plc | July 2004| 500| 333|Personal Goods| 3.36|
| | | | | | |
| | | | | | |
|----------------------+------------+-----+---------+--------------+------|
|Media Square plc | April 2004| 254| 307| Media &| 0.38|
| | | | | Entertainment| |
| | | | | | |
|----------------------+------------+-----+---------+--------------+------|
|Brooks Macdonald Group| March 2005| | | General| 1.14|
|plc | | 156| 237| Financial| |
| | | | | | |
| | | | | | |
|----------------------+------------+-----+---------+--------------+------|
|Ovum plc | March 2006| 150| 231| Support| 0.56|
| | | | | Services| |
| | | | | | |
|----------------------+------------+-----+---------+--------------+------|
|Real Good Food Company|January 2004| | |Food Producers| 0.57|
|plc | | 500| 219| | |
| | | | | | |
| | | | | | |
|----------------------+------------+-----+---------+--------------+------|
|SectorGuard plc | August 2005| 200| 214| Support| 1.85|
| | | | | Services| |
| | | | | | |
|----------------------+------------+-----+---------+--------------+------|
|Top Ten Holdings plc |October 2003| 200| 206|Leisure Hotels| 0.78|
| | | | | | |
| | | | | | |
|----------------------+------------+-----+---------+--------------+------|
| | | | | | |
+-------------------------------------------------------------------------+
+-------------------------------------------------------------------+
| | | Profit/(loss) | Net | % of equity |
| Date of last | | before tax | assets | held |
| accounts | Turnover | | | by other |
| | | | | funds |
| | | | | managed by |
| | | �million | �million | Octopus |
| | �million | | | Investments |
|---------------+----------+---------------+----------+-------------|
| 31 December | | 2.0 | 11.8 | 3.98 |
| 2005 | 22.4 | | | |
| | | | | |
| | | | | |
|---------------+----------+---------------+----------+-------------|
| First | | - | - | 4.61 |
| accounts due | | | | |
| for the | | | | |
| period to 30 | - | | | |
| September | | | | |
| 2006 | | | | |
|---------------+----------+---------------+----------+-------------|
| 31 December | 52.1 | 4.2 | 45.5 | 5.06 |
| 2005 | | | | |
| | | | | |
|---------------+----------+---------------+----------+-------------|
| 31 March | | 1.1 | 7.2 | 1.62 |
| 2006 | 6.4 | | | |
| | | | | |
| | | | | |
|---------------+----------+---------------+----------+-------------|
| 31 March 2006 | - | (0.6) | - | 1.33 |
| | | | | |
| | | | | |
|---------------+----------+---------------+----------+-------------|
| 31 December | 61.5 | 2.5 | 31.6 | 4.71 |
| 2006 | | | | |
| | | | | |
|---------------+----------+---------------+----------+-------------|
| 31 December | 26.1 | (6.7) | 104.7 | 1.62 |
| 2005 | | | | |
| | | | | |
|---------------+----------+---------------+----------+-------------|
| 31 December | 24.3 | 1.8 | 0.9 | 8.28 |
| 2005 | | | | |
| | | | | |
|---------------+----------+---------------+----------+-------------|
| 31 December | | 2.7 | 11.8 | - |
| 2005 | 13.9 | | | |
| | | | | |
| | | | | |
|---------------+----------+---------------+----------+-------------|
| 30 April 2006 | 57.9 | 2.5 | 15.8 | 1.55 |
| | | | | |
| | | | | |
|---------------+----------+---------------+----------+-------------|
| 30 November | | (0.01) | 5.5 | 5.82 |
| 2005 | 1.9 | | | |
| | | | | |
| | | | | |
|---------------+----------+---------------+----------+-------------|
| 31 March 2006 | 18.9 | 0.9 | 10.3 | - |
| | | | | |
| | | | | |
|---------------+----------+---------------+----------+-------------|
| 31 December | | (0.2) | 10.8 | 1.24 |
| 2005 | 24.2 | | | |
| | | | | |
| | | | | |
|---------------+----------+---------------+----------+-------------|
| 28 February | | 2.3 | 58.6 | 1.09 |
| 2006 | 126.4 | | | |
| | | | | |
| | | | | |
|---------------+----------+---------------+----------+-------------|
| 30 June 2006 | 8.2 | 0.8 | 3.1 | 0.81 |
| | | | | |
| | | | | |
|---------------+----------+---------------+----------+-------------|
| 31 March 2006 | 18.8 | 0.4 | 16.2 | 2.15 |
| | | | | |
| | | | | |
|---------------+----------+---------------+----------+-------------|
| 31 December | | (0.4) | 66.9 | - |
| 2005 | 117.7 | | | |
| | | | | |
| | | | | |
|---------------+----------+---------------+----------+-------------|
| 30 September | | 0.8 | 8.2 | - |
| 2005 | 16.4 | | | |
| | | | | |
| | | | | |
|---------------+----------+---------------+----------+-------------|
| 31 March 2006 | 23.7 | 2.4 | 21.5 | 0.65 |
| | | | | |
| | | | | |
|---------------+----------+---------------+----------+-------------|
| | | | | |
+-------------------------------------------------------------------+
+------------------------------------------------------------------------+
| | Date of| Book|Valuation| Market sector| % of|
| | first| cost| | |equity|
| | investment| | �'000| | held|
| | |�'000| | | |
|--------------+------------+-----+---------+---------------------+------|
|Sovereign | September| | | Oil Services &| 0.61|
|Oilfield | 2005| | | Equipment| |
| Group plc | | 140| 205| | |
| | | | | | |
| | | | | | |
|--------------+------------+-----+---------+---------------------+------|
|Cohort plc | February| 135| 185| Aerospace & Defense| 0.37|
| | 2006| | | | |
| | | | | | |
|--------------+------------+-----+---------+---------------------+------|
|fountains plc | July 2004| 240| 182| Support Services| 1.29|
| | | | | | |
| | | | | | |
|--------------+------------+-----+---------+---------------------+------|
|Public | April 2004| | | Support Services| 1.12|
|Recruitment | | | | | |
|Group plc | | 500| 154| | |
| | | | | | |
| | | | | | |
|--------------+------------+-----+---------+---------------------+------|
|Strategic | July 2005| | | Software & Computer| 0.62|
|Thought | | | | Services| |
|Group plc | | 194| 149| | |
| | | | | | |
| | | | | | |
|--------------+------------+-----+---------+---------------------+------|
|Brulines |October 2006| | | Support Services| 0.41|
|(Holdings) | | | | | |
| plc | | 123| 142| | |
| | | | | | |
| | | | | | |
|--------------+------------+-----+---------+---------------------+------|
|Jelf Group plc| March 2006| 77| 124| General Financial| 0.30|
| | | | | | |
| | | | | | |
|--------------+------------+-----+---------+---------------------+------|
|Invocass Group|January 2006| | | General Financial| 0.25|
|plc | | 80| 110| | |
| | | | | | |
| | | | | | |
|--------------+------------+-----+---------+---------------------+------|
|Plethora |January 2006| | | Life Sciences| 0.22|
|Solutions | | | | | |
|Holdings plc | | 122| 106| | |
| | | | | | |
| | | | | | |
|--------------+------------+-----+---------+---------------------+------|
|Asfare Group | December| | | Support Services| 1.90|
|plc | 2003| 95| 98| | |
| | | | | | |
| | | | | | |
|--------------+------------+-----+---------+---------------------+------|
|Tissue Science| March 2005| | | Life Sciences| 0.27|
|Laboratories | | | | | |
|plc | | 246| 88| | |
| | | | | | |
| | | | | | |
|--------------+------------+-----+---------+---------------------+------|
|Screen FX plc |January 2005| 344| 62|Media & Entertainment| 1.65|
| | | | | | |
| | | | | | |
|--------------+------------+-----+---------+---------------------+------|
|Inditherm plc | December| 200| 60| Industrial| 4.70|
| | 2003| | | Engineering| |
| | | | | | |
|--------------+------------+-----+---------+---------------------+------|
|Bright Futures|October 2004| | | General Financial| 4.35|
|Group plc | | 125| 40| | |
| | | | | | |
| | | | | | |
|--------------+------------+-----+---------+---------------------+------|
|DawMed Systems| November| | | Healthcare Services| 1.71|
|plc | 2003| 79| 28| | |
| | | | | | |
| | | | | | |
|--------------+------------+-----+---------+---------------------+------|
|4 Less Group | April 2004| | | General Financial| 2.30|
|plc | | 200| 22| | |
| | | | | | |
| | | | | | |
|--------------+------------+-----+---------+---------------------+------|
|Total | | | | | |
|Qualifying | | | | | |
| Investments | |9,079| 9,356| | |
+------------------------------------------------------------------------+
+-------------------------------------------------------------------+
| | | Profit/(loss) | Net | % of equity |
| Date of last | | before tax | assets | held |
| accounts | Turnover | | | by other |
| | | | | funds |
| | | | | managed by |
| | | | | Octopus |
| | | | | Investments |
|-----------------+----------+---------------+--------+-------------|
| 31 March 2006 | 15.0 | 0.4 | 9.5 | - |
| | | | | |
| | | | | |
|-----------------+----------+---------------+--------+-------------|
| 30 April 2006 | 17.8 | 1.4 | 8.9 | 1.26 |
| | | | | |
| | | | | |
|-----------------+----------+---------------+--------+-------------|
| 30 September | 35.2 | 0.9 | 12.4 | 2.63 |
| 2005 | | | | |
| | | | | |
|-----------------+----------+---------------+--------+-------------|
| 31 December | 80.2 | 1.7 | 19.4 | - |
| 2005 | | | | |
| | | | | |
|-----------------+----------+---------------+--------+-------------|
| 31 March 2006 | 11.2 | 2.4 | 7.4 | 0.21 |
| | | | | |
| | | | | |
|-----------------+----------+---------------+--------+-------------|
| First audited | | - | - | 1.81 |
| accounts due | | | | |
| for the period | - | | | |
| to 30 March | | | | |
| 2007 | | | | |
| | | | | |
|-----------------+----------+---------------+--------+-------------|
| 30 September | | 1.0 | 4.4 | 0.47 |
| 2005 | 11.5 | | | |
| | | | | |
| | | | | |
|-----------------+----------+---------------+--------+-------------|
| 31 March 2006 | 6.1 | 2.4 | 2.5 | 0.85 |
| | | | | |
| | | | | |
|-----------------+----------+---------------+--------+-------------|
| 31 December | | (5.6) | 5.8 | 0.14 |
| 2005 | 0.02 | | | |
| | | | | |
| | | | | |
|-----------------+----------+---------------+--------+-------------|
| 31 March 2006 | 4.9 | 0.4 | 4.0 | - |
| | | | | |
| | | | | |
|-----------------+----------+---------------+--------+-------------|
| 31 December | | (2.4) | 11.2 | 0.27 |
| 2005 | 10.2 | | | |
| | | | | |
| | | | | |
|-----------------+----------+---------------+--------+-------------|
| 31 December | | (3.6) | 2.3 | - |
| 2005 | 0.5 | | | |
| | | | | |
| | | | | |
|-----------------+----------+---------------+--------+-------------|
| 31 December | | (1.3) | 2.8 | - |
| 2005 | 1.0 | | | |
| | | | | |
| | | | | |
|-----------------+----------+---------------+--------+-------------|
| 31 December | | (3.1) | 1.3 | - |
| 2005 | 3.5 | | | |
| | | | | |
| | | | | |
|-----------------+----------+---------------+--------+-------------|
| 30 September | | 0.03 | 1.1 | 2.20 |
| 2005 | 6.2 | | | |
| | | | | |
| | | | | |
|-----------------+----------+---------------+--------+-------------|
| 31 March 2006 | 278.8 | (0.6) | 1.5 | - |
| | | | | |
| | | | | |
+-------------------------------------------------------------------+
'C' Share portfolio
+------------------------------------------------------------------------+
| |Date of first| Book|Valuation| Market sector| % of|
| | investment| cost| | |equity|
| | | | | | held|
|--------------+-------------+-----+---------+--------------------+------|
|AIM quoted | |�'000| �'000| | |
|investments | | | | | |
|--------------+-------------+-----+---------+--------------------+------|
|Worthington | June| | | Support Services| 0.82|
|Nicholls plc | 2005| 266| 458| | |
| | | | | | |
| | | | | | |
|--------------+-------------+-----+---------+--------------------+------|
|Tanfield Group| May| | | Industrial| 0.28|
|plc | 2005| 164| 348| Engineering| |
| | | | | | |
| | | | | | |
|--------------+-------------+-----+---------+--------------------+------|
|Access | October| | | Support| 2.28|
|Intelligence | 2006| | | Services| |
|plc | | 150| 175| | |
| | | | | | |
| | | | | | |
|--------------+-------------+-----+---------+--------------------+------|
|Clarity | April| | | Software & Computer| 1.49|
|Commerce | 2006| | | Services| |
|Solutions plc | | 183| 169| | |
| | | | | | |
| | | | | | |
|--------------+-------------+-----+---------+--------------------+------|
|BBI Holdings | December| | | Life Sciences| 0.47|
|plc | 2005| 115| 156| | |
| | | | | | |
| | | | | | |
|--------------+-------------+-----+---------+--------------------+------|
|Autoclenz | December| | | Support Services| 1.30|
|Holdings plc | 2005| 169| 150| | |
| | | | | | |
| | | | | | |
|--------------+-------------+-----+---------+--------------------+------|
|Ovum plc | March| 94| 144| Support Services| 0.40|
| | 2005| | | | |
| | | | | | |
|--------------+-------------+-----+---------+--------------------+------|
|Brulines | October| | | Support Services| 0.38|
|(Holdings) plc| 2006| 111| 128| | |
| | | | | | |
| | | | | | |
|--------------+-------------+-----+---------+--------------------+------|
|Disperse Group| June| | | Personal Goods| 1.21|
|plc | 2005| 160| 120| | |
| | | | | | |
| | | | | | |
|--------------+-------------+-----+---------+--------------------+------|
|Cohort plc | February| 85| 116| Aerospace & Defence| 0.23|
| | 2006| | | | |
| | | | | | |
|--------------+-------------+-----+---------+--------------------+------|
|InterQuest | May| | | Support Services| 0.48|
|Group plc | 2005| 77| 108| | |
| | | | | | |
| | | | | | |
|--------------+-------------+-----+---------+--------------------+------|
|SectorGuard | August| | | Support Services| 0.92|
|plc | 2005| 100| 107| | |
| | | | | | |
| | | | | | |
|--------------+-------------+-----+---------+--------------------+------|
|Concateno plc | April| 85| 91| General Financial| 0.27|
| | 2005| | | | |
| | | | | | |
|--------------+-------------+-----+---------+--------------------+------|
|Sovereign | September| | | Oil Services| 0.27|
|Oilfield | 2005| | | Equipment &| |
|Group plc | | 62| 91| Distribution| |
| | | | | | |
| | | | | | |
|--------------+-------------+-----+---------+--------------------+------|
|Jelf Group Plc| March| 51| 82| General Financial| 0.20|
| | 2006| | | | |
| | | | | | |
|--------------+-------------+-----+---------+--------------------+------|
|Plethora | January| | | Life Sciences| 0.14|
|Solutions | 2006| | | | |
|Holdings | | | | | |
| plc | | 81| 70| | |
| | | | | | |
| | | | | | |
|--------------+-------------+-----+---------+--------------------+------|
|Invocas Group | March| | | General Financial| 0.16|
|plc | 2006| 50| 68| | |
| | | | | | |
| | | | | | |
|--------------+-------------+-----+---------+--------------------+------|
|Strategic | July| | | Software & Computer| 0.22|
|Thought | 2005| | | Services| |
| Group plc | | 68| 52| | |
| | | | | | |
| | | | | | |
|--------------+-------------+-----+---------+--------------------+------|
|Screen FX plc | January| 50| 24|Media & Entertaining| 1.26|
| | 2005| | | | |
| | | | | | |
|--------------+-------------+-----+---------+--------------------+------|
| | |2,121| 2,666| | |
+------------------------------------------------------------------------+
+-------------------------------------------------------------------+
| | | | | |
|----------------+----------+---------------+--------+--------------|
| | | Profit/(loss) | Net | % of equity |
| Date of last | | before tax | assets | held by |
| accounts | Turnover | | | other funds |
| | | | | managed |
| | | | | by Octopus |
| | | | | Investments |
|----------------+----------+---------------+--------+--------------|
| First audited | | - | - | 4.57 |
| accounts due | | | | |
| for the period | - | | | |
| to 30 | | | | |
| September 2006 | | | | |
|----------------+----------+---------------+--------+--------------|
| 31 December | | 2.0 | 11.8 | 4.14 |
| 2005 | 22.4 | | | |
| | | | | |
| | | | | |
|----------------+----------+---------------+--------+--------------|
| 30 November | | (0.01) | 5.5 | 5.82 |
| 2005 | 1.9 | | | |
| | | | | |
| | | | | |
|----------------+----------+---------------+--------+--------------|
| 31 March 2006 | 18.9 | 0.9 | 10.3 | - |
| | | | | |
| | | | | |
|----------------+----------+---------------+--------+--------------|
| 31 March 2006 | 6.4 | 1.1 | 7.2 | 1.63 |
| | | | | |
| | | | | |
|----------------+----------+---------------+--------+--------------|
| 31 December | | 1.8 | 0.9 | 8.28 |
| 2005 | 24.3 | | | |
| | | | | |
| | | | | |
|----------------+----------+---------------+--------+--------------|
| 31 March 2006 | 18.3 | 0.4 | 16.2 | 2.15 |
| | | | | |
| | | | | |
|----------------+----------+---------------+--------+--------------|
| First audited | | - | - | 1.80 |
| accounts due | | | | |
| for the period | - | | | |
| to 31 March | | | | |
| 2007 | | | | |
|----------------+----------+---------------+--------+--------------|
| 31 December | | (0.2) | 10.8 | 1.24 |
| 2005 | 24.2 | | | |
| | | | | |
| | | | | |
|----------------+----------+---------------+--------+--------------|
| 30 April 2006 | 17.8 | 1.4 | 8.9 | 1.26 |
| | | | | |
| | | | | |
|----------------+----------+---------------+--------+--------------|
| 31 December | | 1.4 | 8.9 | 3.95 |
| 2005 | 27.6 | | | |
| | | | | |
| | | | | |
|----------------+----------+---------------+--------+--------------|
| 30 September | | 0.8 | 8.2 | - |
| 2005 | 16.4 | | | |
| | | | | |
| | | | | |
|----------------+----------+---------------+--------+--------------|
| 31 March 2006 | - | (0.6) | - | 0.99 |
| | | | | |
| | | | | |
|----------------+----------+---------------+--------+--------------|
| 31 March 2006 | 15.0 | 6.4 | 9.5 | - |
| | | | | |
| | | | | |
|----------------+----------+---------------+--------+--------------|
| 30 September | | 1.0 | 4.4 | 0.47 |
| 2005 | 11.5 | | | |
| | | | | |
| | | | | |
|----------------+----------+---------------+--------+--------------|
| 31 December | | (5.6) | 5.8 | 0.14 |
| 2005 | 0.02 | | | |
| | | | | |
| | | | | |
|----------------+----------+---------------+--------+--------------|
| 31 March 2006 | 6.1 | 2.4 | 2.5 | 0.85 |
| | | | | |
| | | | | |
|----------------+----------+---------------+--------+--------------|
| 31 March 2006 | 11.2 | 2.4 | 7.4 | 0.21 |
| | | | | |
| | | | | |
|----------------+----------+---------------+--------+--------------|
| 31 December | | (3.6) | 2.3 | - |
| 2005 | 0.5 | | | |
| | | | | |
| | | | | |
|----------------+----------+---------------+--------+--------------|
| | | | | |
+-------------------------------------------------------------------+
Profit and loss account
for the year ended 31
October 2006 Ordinary Shares 'C' Shares Total
�'000 �'000 �'000
Gain on disposal of
investments held at fair
value 844 43 887
Unrealised gain on fair
value of investments 183 480 663
Investment income 126 238 364
Investment management fees (262) (116) (378)
Other expenses (179) (78) (257)
Profit on ordinary
activities before taxation 712 567 1,279
Taxation on profit on
ordinary activities - - -
Profit on ordinary
activities after taxation 712 567 1,279
Earnings per share 6.4p 12.0p
Profit and loss account (restated)* (restated)* (restated)*
for the period to 31 October
2005 Ordinary Shares 'C' Shares Total
�'000 �'000 �'000
Gain on disposal of
investments held at fair
value 104 - 104
Unrealised loss on fair
value of investments (574) (17) (591)
Investment income 165 74 239
Investment management fees (291) (54) (345)
Other expenses (177) (46) (223)
Loss on ordinary activities
before taxation (773) (43) (816)
Taxation on loss on ordinary
activities - - -
Loss on ordinary activities
after taxation (773) (43) (816)
Loss per share (6.9)p (1.3)p
Note of historical cost
profits
and losses
for the period ended 31
October 2006 Ordinary Shares 'C' Shares Total
�'000 �'000 �'000
Profit on ordinary activities
before taxation 712 567 1,279
Realisation of prior years'
net
unrealised gains on
investment 321 11 332
Historical cost profit on
ordinary
activities before taxation 1,033 578 1,611
Historical cost profit on
ordinary
activities after taxation 1,033 578 1,611
Note of historical cost
profits and losses (restated)* (restated)* (restated)*
for the period ended 31
October 2005 Ordinary Shares 'C' Shares Total
�'000 �'000 �'000
Loss on ordinary activities
before
taxation (773) (43) (816)
Realisation of prior years'
net unrealised
gains on investment 680 - 680
Historical cost loss on
ordinary activities
before taxation (93) (43) (136)
Historical cost loss on
ordinary activities
after taxation (93) (43) (136)
* Comparative figures have been extracted from the statutory accounts
for the period ended 31 October 2005 and have been restated in
accordance with FRS21 in respect of declared dividends and FRS26 in
respect of the valuation of quoted investments and the treatment of
investments as at fair value through profit and loss.
Balance Sheet as at 31 October 2006
Ordinary Shares 'C' Shares Total
�'000 �'000 �'000
Fixed asset investments 9,356 2,666 12,022
Current assets:
Investments 417 2,189 2,606
Debtors 155 159 314
Cash 1,299 586 1,885
1,871 2,934 4,805
Creditors: amounts falling due
within one year (16) (105) (121)
Net current assets 1,855 2,829 4,684
Total assets less current
liabilities 11,211 5,495 16,706
Capital and reserves:
Share capital 1,080 523 1,603
Share premium 323 4,436 4,759
Special distributable reserve 8,846 - 8,846
Capital redemption reserve 76 12 88
Revaluation reserve 277 463 740
Profit and loss account 609 61 670
Shareholders' funds 11,211 5,495 16,706
Net asset value per share 103.8p 105.1p
Balance Sheet as at 31 October 2005
(restated)* (restated)* (restated)*
Ordinary Shares 'C' Shares Total
�'000 �'000 �'000
Fixed asset investments 8,422 690 9,112
Current assets:
Investments 1,865 4,030 5,895
Debtors 19 5 24
Cash 745 287 1,032
2,629 4,322 6,951
Creditors: amounts falling
due within one year (109) (95) (204)
Net current assets 2,520 4,227 6,747
Total assets less current
liabilities 10,942 4,917 15,859
Capital and reserves:
Share capital 1,118 522 1,640
Share premium 54 4,438 4,492
Special distributable
reserve 9,587 - 9,587
Capital redemption reserve 9 - 9
Revaluation reserve 94 (17) 77
Profit and loss account 80 (26) 54
Shareholders' funds 10,942 4,917 15,859
Net asset value per share 97.9p 94.2p
* Comparative figures have been extracted from the statutory accounts
for the period ended 31 October 2005 and have been restated in
accordance with FRS21 in respect of declared dividends and FRS26 in
respect of the valuation of quoted investments and the treatment of
investments as at fair value through profit and loss.
Cash Flow Statement
for the year ended to 31 October
2006 Ordinary Shares 'C' Shares Total
�'000 �'000 �'000
Net cash outflow from operating
activities (544) (182) (726)
Financial investment:
Purchase of listed securities (2,101) (1,531) (3,632)
Sale of listed securities 2,194 160 2,354
Net cash inflow/(outflow) from
financial investment 93 (1,371) (1,278)
Dividends paid (110) - (110)
Management of liquid resources:
Return of cash investments 1,448 1,841 3,289
Financing:
Issue of own shares 308 125 433
Purchase of own shares (632) (114) (746)
Share issue expenses (9) - (9)
Increase in cash resources 554 299 853
Cash Flow Statement (restated)* (restated)* (restated)*
for the period ended 31
October 2005 Ordinary Shares 'C' Shares Total
�'000 �'000 �'000
Net cash (outflow)/inflow
from operating activities (129) 64 (65)
Financial investment:
Purchase of listed securities (4,798) (707) (5,505)
Sale of listed securities 2,368 - 2,368
Net cash outflow from
financial investment (2,430) (707) (3,137)
Equity dividends paid (726) - (726)
Management of liquid
resources:
Return/(purchase) of cash
investments 3,976 (4,030) (54)
Financing:
Issue of own shares 59 5,112 5,171
Purchase of own shares (67) - (67)
Share issue expenses - (152) (152)
Increase in cash resources 683 287 970
Notes to the preliminary announcement
Accounting policies
Basis of accounting
The Fund is required to prepare financial statements which comply
with United Kingdom Accounting Standards (United Kingdom Generally
Accepted Accounting Practice). The financial information provided in
the Fund's annual report and accounts for the year ended 31 October
2006 has been prepared on a consistent basis with the accounting
policies as disclosed in the Fund's annual report and accounts for
the period ended 31 October 2005 except for such changes as are
required by the new FRSs. These changes arise from the adoption of
FRS21 "Events after the Balance Sheet Date" and FRS26 "Financial
Instruments: Measurement".
The nature and effect of these changes are explained below and the
comparative figures for the period ended 31 October 2005 have been
restated accordingly.
Under FRS21, if an entity declares dividends after the balance sheet
date, such dividends are no longer recognised as a liability at the
year end. Therefore, the dividend of �281,000 that was proposed in
the Annual Report and Accounts for the period to 31 October 2004 has
been added back to the profit and loss account and deducted from
creditors and recognised as paid in the period ended 31 October 2005.
Fixed asset investments
Under FRS26, quoted investments are valued at bid price rather than
mid-market price. The Fund's investments have been designated by the
directors as being stated at fair value through profit and loss
("FVTPL") for the purposes of FRS 26. In the case of investments
quoted on a recognised stock exchange, fair value is established by
reference to the closing bid price on the relevant date (that is the
balance sheet date). The effect of this is to decrease the
valuations at which such investments are stated in the balance sheet
and to decrease the unrealised gains on investments. This change
resulted in reduction of �287,000 in the valuation of Ordinary share
fixed asset investments at 31 October 2005 respectively and a
corresponding decrease in the unrealised revaluation reserve at those
dates. This change also resulted in a reduction of �29,000 in the
valuation of 'C' share fixed asset investments at 31 October 2005 and
a corresponding decrease in the unrealised revaluation reserve at
these dates.
The Fund invests in financial assets with a view to profiting from
their total return through income and capital growth. These
investments are managed and their performance is evaluated on a fair
value basis in accordance with a documented investment strategy.
Accordingly as permitted by FRS 26, the investments are designated as
at fair value through profit and loss. Unrealised gains or losses on
valuation are now recognised through the profit and loss account.
Current asset investments
Current asset investments comprise money market deposits and are
shown at amortised cost.
Income
Investment income comprises interest earned on bank balances and
money market securities and includes income tax withheld at source.
Dividend income is shown net of any related tax credit.
Dividends receivable are brought into account on the ex-dividend
date. Fixed returns on debt and money market securities are
recognised on a time apportionment basis so as to reflect the
effective yield, provided there is no reasonable doubt that payment
will be received in due course.
Expenses
All expenses are accounted for on an accruals basis. Expenses are
charged wholly to revenue with the exception of the investment
management fee, which has been charged 25% to the revenue account and
75% to the realised capital reserve to reflect, in the Directors'
opinion, the expected long term split of returns in the form of
income and capital gains respectively from the investment portfolio.
Taxation
Corporation tax payable is provided on taxable profits at the current
rate. The tax effect of different items of income/gain and
expenditure/loss is allocated between capital and revenue on the same
basis as the particular item to which it relates, using the Fund's
effective rate of tax for the accounting period.
Deferred tax is recognised, without discounting, in respect of all
timing differences between the treatment of certain items for
taxation and accounting purposes which have arisen but not reversed
by the balance sheet date.
Tax on ordinary activities
Ordinary Shares
The corporation tax charge for the year was �nil. (2005: �nil)
Factors affecting the tax charge for the current period
The current tax charge for the period differs from the standard rate
of corporation tax in the UK (19%). The differences are explained
below.
Current tax reconciliation 2006 2005
�'000 �'000
Profit/(loss) on ordinary activities before 712 (773)
tax
Current tax at 19% 135 (146)
Income not liable to tax (195) (89)
Excess management charges 60 235
Total current tax charge - -
'C' Shares
The corporation tax charge for the period was �nil. (2005: �nil)
Factors affecting the tax charge for the current period
The current tax charge for the period differs from the standard rate
of corporation tax in the UK (19%). The differences are explained
below.
Current tax reconciliation 2006 2005
�'000 �'000
Profit/(loss) on ordinary activities before tax 567 (43)
Current tax at 19% 108 (8)
Income not liable to tax (99) 3
Excess management charges 9 5
Total current tax charge - -
Excess management expenses of �857,000 (2005: �529,000) have been
carried forward at 31 October 2006 and are available to offset
against future taxable income subject to agreement with the HM
Revenue & Customs. These have not been recognised as deferred tax
assets due to uncertainty as to their recoverability.
Dividends
Ordinary Shares 31 October 2006 31 October 2005
�'000 �'000
Interim dividend per share - 110 446
1.0p (2005 - 4.0p)
Final dividend per share - 3.35p 369 -
(2005 - nil)
'C' Shares 31 October 2006 31 October 2005
�'000 �'000
Interim dividend per share - nil - -
(2005 - nil)
Final dividend per share - 1p 52 -
(2005 - nil)
Earnings per share
Ordinary Share
The return per share is based on a profit from ordinary activities
after tax of �712,000 and on 11,049,006 shares, being the weighted
average number of shares in issue during the period (2005 -
�(773,000) and 11,171,000 shares).
'C' Share
The return per share is based on a profit from ordinary activities
after tax of �567,000 and on 4,716,824 shares, being the weighted
average number of shares in issue during the period (2005 - �(43,000)
and 3,436,012 shares).
There are no potentially dilutive capital instruments in issue and,
therefore, no diluted return per share figures are relevant.
Fixed asset investments
Ordinary Shares 'C' Shares Combined
31 October 2006 31 October 31 October
2006 2006
�'000 �'000 �'000
Cost at 1 November 2005 8,328 707 9,035
Unrealised gain at 1 94 (17) 77
November 2005
Valuation at 1 8,422 690 9,112
November 2005
Movement in year:
Purchases at cost 2,101 1,531 3,632
Disposal proceeds (2,194) (160) (2,354)
Profit on realisation of 844 43 887
investments
Net unrealised gain 183 562 745
on revaluation
Valuation as at 31 9,356 2,666 12,022
October
2006
Cost at 31 October 2006 9,079 2,121 11,200
Unrealised gain at 31 277 545 822
October 2006
Further details of these investments are provided in the Investment
Manager's Review.
Current asset investments
Current asset investments at 31 October 2006 comprised money market
securities.
Ordinary 'C' Shares Combined
Shares
31 October 31 October 31 October
2006 2006 2006
�'000 �'000 �'000
Money market securities at
cost:
Bonds - 1,921 1,921
Floating rate notes - 350 350
Open ended investment 397 - 397
companies
Unrealised gain/(loss) on
money market securities:
Bonds - (82) (82)
Open ended investment 20 - 20
companies
Valuation as at 31 October 417 2,189 2,606
2006
Share capital
31 October 2006 31 October 2005
�'000 �'000
Authorised:
Equity - 30,000,000 Ordinary 3,000 3,000
Shares of 10p
Equity - 10,000,000 'C' Shares of 1,000 1,000
10p
Total 4,000 4,000
31 October 2006 31 October 2005
�'000 �'000
Issued:
Equity - 10,801,773 (2005-11,176,407) 1,080 1,118
Ordinary Shares of 10p
Equity - 5,228,385 (2005-5,221,188) 523 522
'C' Shares of 10p
Total 1,603 1,640
The 'C' Share funds will be managed as a separate pool of assets
until they are converted into new Ordinary Shares. The effect of
this is that the net asset value of the Ordinary Shares will be
unaffected by the issue of the 'C' Shares. The 'C' Shares will be
converted into new Ordinary Shares based on the net asset value as at
the 31 October 2008, or with effect from the close of business on the
day on which the Directors resolve that force majeure circumstances
have arisen or are imminent if sooner, in the ratio which the net
asset value attributable to each 'C' Share at 31 October 2008 bears
to the net asset value then attributable to each existing Ordinary
Share. The Ordinary Shares and the 'C' Shares rank pari passu as to
the rights to attend and vote at any general meeting of the Fund.
The rights of the shareholders to receive dividends is derived from
the net income attributable to the net assets of each class of share.
During the year ended 31 October 2006, the Fund allotted and
repurchased for cancellation the following ordinary shares.
Price Shares Consideration Special
per allotted/ net of Share Distributable
Date share repurchased discounts Capital Premium Reserve
�'000 �'000 �'000 �'000
30/01/2006 �0.970 (6,100) (6) (0.6) - (5.4)
07/02/2006 �0.950 (83,175) (79) (8.3) - (70.7)
08/02/2006 �0.950 (10,200) (10) (1.0) - (8.7)
16/02/2006 �0.950 (13,260) (13) (1.3) - (11.2)
02/03/2006 �0.950 (24,179) (23) (2.4) - (20.3)
20/03/2006 �0.950 (3,060) (3) (0.3) - (2.6)
29/03/2006 �0.970 (176,410) (171) (17.6) - (153.4)
05/04/2006 �0.970 (63,318) (61) (6.3) - (55.1)
05/04/2006 �1.061 296,543 315 29.6 269.3 -
25/04/2006 �0.950 (56,950) (54) (5.7) - (48.4)
01/09/2006 �0.900 (147,758) (133) (14.8) - (118.2)
19/10/2006 �0.913 (86,767) (79) (8.7) - (70.5)
During the year ended 31 October 2006, the Fund allotted and
repurchased for cancellation the following 'C' shares.
Shares
Price per allotted/ Consideration net of Share
Date share repurchased discounts Capital Premium
�'000 �'000 �'000
27/02/2006 �0.950 26,250 25 2.6 22.3
01/03/2006 �0.950 (104,250) (100) (10.4) (88.6)
05/04/2006 �0.987 101,317 100 10.2 89.9
26/10/2006 �0.950 (16,120) (15) (1.6) (13.7)
Reserves
Profit
Ordinary Shares Share Special Capital Revaluation and
premium distributable redemption reserve loss
reserve reserve account
�'000 �'000 �'000 �'000 �'000
Balance per 2005
financial
statements 54 9,587 9 381 80
Prior year
adjustment:
Adjustment in
valuation of
quoted
investments to
bid price - - - (287) -
As restated 54 9,587 9 94 80
Issue of shares 278 - - - -
Share issue
costs (9) - - - -
Repurchase of
shares - (632) 67 - -
Capital interim
dividend - (110) - - -
Net unrealised
gain on
revaluation of
investments - - - 183 (183)
Retained profit
for the year - - - - 712
323 8,846 76 277 609
'C' Shares Share Capital Revaluation Profit and
premium redemption reserve Loss
reserve Account
�'000 �'000 �'000 �'000
Balance per 2005 financial
statements 4,438 - 12 (26)
Prior year adjustment: - - (29) -
Adjustment in valuation of
quoted investments to bid
price 4,438 - (17) (26)
Issue of shares 112
Repurchase of shares (114) 12 - -
Net unrealised gain on
revaluation of investments - - 480 (480)
Retained profit for the
year - - - 567
4,436 12 463 61
Reconciliation of movements in shareholders' funds
Ordinary
Shares 'C' Shares Total
Equity shareholders' funds at 1 November
2005 �'000 �'000 �'000
As previously reported 11,229 4,946 16,175
Prior year adjustment:
Adjustment in valuation of quoted
investments to bid price (287) (29) (316)
As restated 10,942 4,917 15,859
Return on ordinary activities after tax 712 567 1,279
Net proceeds of share issue 299 125 424
Shares purchased for cancellation (632) (114) (746)
Capital dividend recognised in period (110) - (110)
Equity shareholders funds at 31 October
2006 11,211 5,495 16,706
Reconciliation of Movements in
Shareholders' Funds
Ordinary
Shares 'C' Shares Total
Equity shareholders' funds at 1 November
2004 �'000 �'000 �'000
As previously reported 12,405 - 12,405
Prior year adjustment:
Adjustment in valuation of quoted
investments to bid price (236) - (236)
Proposed dividend not accounted for until
declared and paid 281 - 281
As restated 12,450 - 12,450
Loss on ordinary activities after tax (773) (43) (816)
Dividends recognised in period (726) - (726)
Net proceeds of share issue 59 4,960 5,019
Shares purchased for cancellation (68) - (68)
Equity shareholders funds at 31 October
2005 10,942 4,917 15,859
Net asset value per share
Ordinary Shares
The calculation of net asset value per share as at 31 October 2006 is
based on net assets of �11,211,000 divided by the 10,801,773 Ordinary
Shares in issue at that date (2005 - �11,229,000 and 11,176,407
shares).
'C' Shares
The calculation of net asset value per share as at 31 October 2005 is
based on net assets of �5,496,000 divided by the 5,228,385 'C' Shares
in issue at that date (2005 - �4,946,000 and 5,221,188 shares).
Reconciliation of operating profit to cash flow from operating
activities
Ordinary Shares 'C' Shares Total
31 October 31 October
31 October 2006 2006 2006
�'000 �'000 �'000
Profit on ordinary activities
before tax 712 567 1,279
Gain on disposal of fixed
asset investments (844) (43) (887)
Unrealised gain on fair
value of fixed asset
investments (183) (562) (745)
Increase in debtors (136) (154) (290)
Decrease in creditors (93) 10 (83)
Net cash outflow from
operating activities (544) (182) (726)
(restated)* (restated)* (restated)*
Ordinary Shares 'C' Shares Total
31 October 31 October
31 October 2005 2005 2005
�'000 �'000 �'000
Loss on ordinary activities
before tax (773) (43) (816)
Gain on disposal of fixed
asset investments (104) - (104)
Unrealised loss on fair
value of investments 574 17 591
Decrease in debtors 87 (5) 82
Increase in creditors 87 95 182
Net cash (outflow)/inflow
from operating activities (129) 64 (65)
Related party transactions
Matt Cooper, a non-executive Director of Phoenix VCT plc, is a
Director of Octopus. Phoenix VCT plc has employed Octopus throughout
the period as investment manager. Phoenix VCT plc has paid Octopus
�223,000 (2005 - �248,000) for Ordinary Shares and �99,000 (2005 -
�46,000) for 'C' Shares in the period as a management fee and there
is �nil outstanding at the balance sheet date. The management fee is
payable quarterly in advance and is based on 2.0% of the net asset
value calculated at annual intervals as at 31 October. Octopus also
provides accounting and administrative services to the fund for a fee
of �25,000 for Ordinary Shares and �25,000 for 'C' Shares per annum,
which increases annually in line with the movement in RPI. There was
�nil outstanding at the balance sheet date for the accounting and
administrative services.
In addition, Octopus is entitled to an annual performance related
incentive fee in the event that performance criteria in relation to
the increase in net assets, after adding back distributions, are
exceeded.
- ---END OF MESSAGE---
Copyright � Hugin ASA 2007. All rights reserved.
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