TIDMORT
RNS Number : 9577H
Ortus VCT PLC
06 June 2011
Ortus VCT PLC
Annual Financial Report for the year ended 28 February 2011
Chairman's Statement
The Board's decision to change the investment strategy and
appoint a new investment manager in December 2006 was a watershed
for the Company and it is worthwhile reviewing progress against our
strategy from that point.
In December 2006, the Company was fully invested in a portfolio
with an over-concentration in a small number of companies and had
no cash available for further investment and diversification. There
was a clear need to:
-- achieve a better balance between revenue and expenditure
-- eliminate borrowings and generate cash for new investment
-- diversify the asset base into a new, more broadly based
portfolio of better quality investments
-- dispose of several investments from the old portfolio in
order to raise cash for investment in new income producing
assets.
Since that time, costs have been controlled and revenue
generation improved; all borrowings have been paid off; the Manager
has built a new private equity portfolio of 17 revenue-generating
growth investments; and the legacy assets have been managed to
prepare them for sale at best value, some of them having already
been sold in order to generate cash for new investment. In 2009,
the Company merged with Gateway, which was too small to be run
economically, and created scale while providing further cash to
continue the new investment strategy.
The table below shows how the balance sheet has been improved
and re-balanced towards the new private equity (PE) portfolio.
28 February 2007 28 February 2011
------------------ ----------------- -----------------
GBP'000 GBP'000
------------------ ----------------- -----------------
NAV 13,440 14,502
------------------ ----------------- -----------------
Old PE portfolio 14,642 9,482
------------------ ----------------- -----------------
Ex-Gateway - 692
------------------ ----------------- -----------------
AIM 213 886
------------------ ----------------- -----------------
Cash 303 628
------------------ ----------------- -----------------
Borrowings 874 -
------------------ ----------------- -----------------
New PE portfolio - 2,913
------------------ ----------------- -----------------
The year under review saw a continuation of the strategy set out
in 2007. The most significant event during the year was the
disposal of LG & DE Limited, a substantial holding in the old
private equity portfolio. LG & DE had been acquired in 2000 and
had underperformed over many years, despite strong market
fundamentals. After consultation with the Board, the Manager took
the opportunity to sell this investment at a discount to carrying
value in order to release cash to enable Ortus to continue to build
the new private equity portfolio, which continues to increase in
value.
The key points to note for the year under review are:
-- NAV of 40.2p per share compared with 42.7p at 28 February
2010
-- disposal of LG & DE Limited, one of the largest old
portfolio holdings, resulting in a 3.0p per share reduction of
NAV
-- uplift in NAV 0.7p across the new private company investments
made by the Manager
-- five new investments completed in private company assets
capable of generating an immediate paid yield, with a further
substantial investment completed post year end
-- continued improvement in the level of revenues generated by
the Company.
Performance
The overall reduction in net asset value (NAV) of the Company to
40.2p per share at 28 February 2011 from 42.7p (at 28 February
2010) was due largely to the above-mentioned impact of the
valuation change in LG & DE Limited prior to its disposal,
which concluded following the year end in March 2011.
This loss was partially offset by the uplift in the NAV across
the new investments that have been added to the portfolio in recent
years, and the overall effect has been to reduce the portfolio
concentration in a
small number of large non-yielding legacy holdings.
There is also an improving trend in underlying revenues for the
Company and it is encouraging to note that for the first time
income before bad debt charges now covers the operating expenses of
the fund.
Portfolio Developments
The board is pleased to note that five investments in mature,
income-generating private companies were added to the new private
equity portfolio during the year, and a further new investment was
completed shortly after the year end. Your Company has participated
in all private equity transactions completed by the Manager during
the financial year under review and now has 17 new investments, in
line with the strategy of re-structuring the portfolio. Each of
these businesses has little or no third party debt and is expected
to generate high levels of income throughout the holding period of
investment.
The new private equity portfolio is generally performing well,
with most companies trading at or above plan. The Manager also
reports encouraging levels of interest from potential trade and
private equity buyers for several portfolio companies, which may in
due course lead to profitable realisations and improve the
liquidity available to the Company for further investments and
possible future distributions in due course. However, there can be
no guarantee that these transactions will ultimately complete and
they are not reflected in the valuations of the investments in the
new private equity portfolio at present. A more detailed review of
these developments and of the performance of the portfolio is given
in the Investment Manager's Review.
Details of all investments and divestments during the course of
the year are shown in the tables on pages 9 and 10.
Valuation Process
Investments in unquoted companies are valued in accordance with
the International Private Equity and Venture Capital Association
Guidelines. In contrast with most of the investments in the new
private equity portfolio, the three largest investments in the old
portfolio are valued at several times their original cost,
reflecting multiples in the relevant market sectors. Investments
quoted or traded on a recognised stock exchange, including the
Alternative Investment Market (AIM), are valued at their bid
price.
VCT Qualifying Status
The VCT qualifying status of your Company is monitored on a
continuous basis and I am pleased to confirm that all of the
criteria required to maintain VCT status are being met.
Dividends
Whilst the Board is pleased to report an overall increase in the
level of investment income, it does not recommend the payment of a
dividend until such time as the deficit on the revenue account is
reduced and significant surplus cash is available for
distribution.
The Company continues to focus on restructuring its portfolio
and preserving its limited cash resources so as to be able to
participate in all the new investments executed by the Manager.
Principal Risks and Uncertainties
The Board has reviewed the principal risks and uncertainties
facing the Company for the financial year. In order to minimise
exposure to investment risk, the Company has invested in a
broadly-based portfolio of investments in private and AIM/PLUS
quoted companies in the United Kingdom.
Recovery of VAT
During the year under review, the Company received and accepted
an offer to refund GBP84,881 representing VAT charged on investment
management fees paid to Aberdeen Asset Management for the period
from December 2006 to 31 August 2008, and this was recognised
within the Financial Statements for the year ended 28 February 2010
and allocated to revenue and capital in accordance with the
underlying accounting policy. No account has been taken of any
interest due on the above amount.
Co-investment Scheme of the Manager
The Manager continued to operate a co-investment scheme during
the year, which allows executive members of the Manager to invest
alongside the Company. The scheme's nominee company invests in each
transaction made by the Company, including follow on investments,
and the scheme more closely aligns the interests of the Manager's
executives and the Company's shareholders while providing an
incentive to enable the Manager to retain the skills and capacity
of the investment team in a highly competitive market.
Share Buy-backs
Shareholders will recall that the resolution to approve share
buybacks was not approved at the 2010 AGM. The Board is proposing a
similar resolution at this year's AGM. A resolution to give the
Board the authority to buy back the Company's shares for
cancellation in appropriate circumstances is included in the notice
of meeting for the AGM. In determining whether it is appropriate to
buy back shares for cancellation, the Board has to bear in mind the
interests of the Company as a whole and the factors taken into
account will include whether the investment portfolio is fully
invested and whether it is more useful to use the cash for
investment.
The Board is also reviewing the possibility of an "enhanced
buyback" which could enable shareholders to sell some of their
shares and reinvest the proceeds at a similar price, receiving the
30% initial tax relief on the purchase.
The Board
In line with the Board's policy for development and succession
planning, and mindful of the desire to minimise costs, I will be
retiring as Chairman following the annual general meeting on 29
June 2011.
I am leaving the board confident in the knowledge that the
merger between Guinness Flight and Gateway to create Ortus in 2009
has created a larger company which offers shareholders a platform
for recovery in the value of their holdings in the years ahead. The
restructuring and expansion of the investment portfolio is now well
under way and I believe there is now a clear and credible strategy
in place for the future of your Company.
It is proposed that David Potter, who joined the Board in 2005,
will succeed me as Chairman. David is an experienced banker and
businessman who has held a number of senior executive roles in
financial services and in the past twelve years has been an active
Chairman and non-executive director of a range of public and
private companies. I wish David every success as Chairman. As part
of this change in the Board the number of Directors will reduce
from five to four, which helps to reduce costs and is more in line
with current industry practice.
The Future
Although the year under review saw a slight deterioration in Net
Asset Value due to a single large disposal, this masks a continuing
improvement in the quality and breadth of the underlying assets. A
large and vulnerable asset has been disposed of and cash released
to fund future investment needs. Your Board considers, therefore,
that the last year has seen further progress towards the recovery
of value and that Ortus is now well positioned to continue this
positive trend throughout 2011 and beyond.
R F Pierce
Chairman
Investment Manager's Report
Overview
The Manager ('Maven') operates from six UK regional offices in
Glasgow, Edinburgh, London, Aberdeen, Manchester and Birmingham and
is introduced to a large number of potential transactions every
year, mainly from a range of contracts across the corporate finance
and business community. In terms of asset selection Maven employs a
highly selective process, investing only in private companies which
meet strict quality criteria and where access can be gained at
attractive entry prices under investment structures which generate
income for VCT client funds from the outset. Maven actively avoids
businesses that are at an early stage of their development, where
the company has significant external borrowings, or where the
trading activity is overly reliant on a concentrated customer base
or a single product.
Post investment, Maven executives remain closely involved in the
strategic direction of each portfolio company, and actively work
with the executive management to ensure that the business realises
its full potential and ultimately achieves the best possible
returns on
exit, normally through a trade sale.
During the year the strength and quality of this approach was
recognised by industry professionals. In July 2010 Maven won the
BVCA London & Southeast Portfolio Company Management Award for
Exit Team of the Year. This award acknowledged the quality of
managers in supporting fast growing and innovative companies in the
most challenging of economic times.
In November 2010 Maven was named Small Buyout House of the Year
2010 at the unquote British Private Equity Awards, as judged by
corporate finance and private equity professionals across the UK
and recognising managers who demonstrate strategic vision and
consistently high standards across their wider investment
activity.
Investment activity
In line with the objective of increasing the size and breadth of
the private company portfolio, the Manager has continued to manage
the remaining legacy assets with the aim of making disposals for
value when appropriate opportunities arise. Notably, in March 2011
Maven negotiated the exit from LG & DE Limited, for
consideration of GBP949,000 which represented around 7% of total
net assets and was the most vulnerable of the non-yielding legacy
investments. This disposal, which followed prolonged discussion
with a potential acquirer released funds to allow further
investments in yielding later-stage private company investments and
importantly results in a
significant reduction in the portfolio concentration in
non-yielding assets.
A major factor in the ability of Ortus to participate in new
investments is the timing of realisations from the inherited
portfolio in order to create liquidity. Although the portfolio
holds a number of sizeable legacy investments, which continue to
trade profitably, the Manager will maintain its focus on
identifying opportunities to realise those assets for value. The
realisation of LG & DE Limited illustrates the potential both
for achieving significant proceeds for shareholders, and helping
with the restructuring of the portfolio such that there is much
less concentration in a small range of large assets with no income
generating potential.
During the year ended 28 February 2011 the Maven team completed
five new private equity investments, alongside six follow-on
investments in existing portfolio companies. After the year end
Maven completed an investment in a new oil and gas service
company.
The following investments have been completed during the
year.
Investment
-------------------- -------- ------------ ----------- -------------------
cost
-------------------- -------- ------------ ----------- -------------------
Investment Date Sector GBP'000 Website
-------------------- -------- ------------ ----------- -------------------
Unlisted
-------------------- -------- ------------ ----------- -------------------
Atlantic Foods Consumer www.atlanticfoods.
Group Limited Oct-10 Goods 167 co.uk
-------------------- -------- ------------ ----------- -------------------
Attraction World Basic www.attractionworl
Holdings Limited Dec-10 Materials 124 d.com
-------------------- -------- ------------ ----------- -------------------
CHS Engineering Basic www.chsservices.co
Services Limited Dec-10 Materials 114 m
-------------------- -------- ------------ ----------- -------------------
Claven Holdings No website
Limited Feb-11 Financials 16 available
-------------------- -------- ------------ ----------- -------------------
Countcar Limited
(trading as
Aberdeen Tool and
Rental Holdings Oil and
Limited) Oct-10 Gas 19 www.atrgroup.co.uk
-------------------- -------- ------------ ----------- -------------------
Flexlife Group Oil and
Limited Oct-10 Gas 149 www.flexlife.co.uk
-------------------- -------- ------------ ----------- -------------------
Lawrence Recycling
& Waste Management Basic www.lawrenceskiphi
Limited Dec-10 Materials 36 re.co.uk
-------------------- -------- ------------ ----------- -------------------
Lemac No. 1 Limited
(trading as John Consumer
McGavigan Limited) Dec-10 Goods 40 www.mcgavigan.com
-------------------- -------- ------------ ----------- -------------------
TC Communications Basic www.tccommunicatio
Holdings Limited May-10 Materials 50 ns.co.uk
-------------------- -------- ------------ ----------- -------------------
Venmar Limited
(trading as XPD8 Oil and www.xpd8solutions.
Solutions Limited) Jun-10 Gas 159 com
-------------------- -------- ------------ ----------- -------------------
Basic
Vyre Limited Oct-10 Materials 31
-------------------- -------- ------------ ----------- -------------------
Total unlisted investment 905
-------------------------------------------- ----------- -------------------
Ortus co-invested in some or all of the above transactions with
other Maven clients, including Maven Income and Growth VCT, Maven
Income and Growth 2, Maven Income and Growth VCT 3, Maven Income
and Growth VCT 4, Maven Income and Growth 5 (formerly Bluehone AiM
VCT2) and Talisman First Venture Capital Trust. The Company is
expected to continue to co-invest in new investments, which offers
the advantage that in aggregate the VCTs are able to underwrite a
wider range and larger size of transaction than would be the case
on a stand-alone basis.
In keeping with its proactive approach to portfolio management
on behalf of VCT clients, the Manager has continued to work closely
with each investee business to ensure that the Company maximises
its return from each investment. Interest and dividend income is
now being received from a number of new portfolio companies and a
number of repayments of loan capital have also been received,
helping to drive sustained improved performance for the
Company.
Investments in the new private equity portfolio are generally
trading well, generating income and increased valuations have been
adopted where appropriate.
At the year end, the portfolio stood at 37 unlisted and AIM
investments at a total cost of GBP9.3 million.
Portfolio development
The five new yielding private equity investments added to the
portfolio during the year were:
-- Venmar, the holding company for XPD8 Solutions, a highly
profitable asset integrity business operating in a defensive
sub-sector of the energy services industry, providing asset
maintenance solutions to a blue-chip international customer
base
-- Flexlife Group, an award winning flexible pipe specialist,
which employs patented ultrasonic scanning technology to provide
subsea asset integrity solutions to energy sector clients as their
global market places ever greater emphasis on maintaining critical
infrastructure and sustained field production
-- Attraction World Holdings, which offers ticketing solutions
to the worldwide travel sector. The business enjoys exclusive
trading partnerships with key UK travel organisations and provides
travel agents with integrated access into the ticketing systems of
major global theme parks
-- CHS Engineering Services, a leading provider of condition
monitoring and maintenance services for domestic and international
airport terminal operators and major clients in the distribution
and materials handling sector
-- John McGavigan, a manufacturer and supplier of decorative
assemblies and interior parts to global automotive manufacturers,
with a significant share of the Western European market and a
strategy to establish a low cost manufacturing operation in China,
where it can leverage the overseas experience of its management
team to serve the wider Asian markets.
After the year end Maven completed the investment in Glacier
Energy Services, a profitable oil and gas service group with two
specialist trading subsidiaries, Roberts Pipeline Machining and
Wellclad. Roberts designs and manufactures on-site portable cutting
machines for blue-chip oil and gas clients, and Wellclad provides
weld overlay and cladding services for European offshore and subsea
equipment. Glacier will focus on growth within its core UK market
as well as promoting its technologies to the international oil and
gas market.
Realisations during the financial year
Cost of Value at Gain/(Loss)
shares 28 over 28
Date Complete/ disposed February Sales Realised February
first partial of 2010 proceeds gain/(loss) 2010 value
invested exit GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
----------- --------- ---------- --------- --------- --------- ------------ ------------
Unlisted
----------- --------- ---------- --------- --------- --------- ------------ ------------
Ashford
Colour
Press 2002 Partial 56 56 56 - -
----------- --------- ---------- --------- --------- --------- ------------ ------------
Atlantic
Foods
Group 2010 Partial 48 48 53 5 5
----------- --------- ---------- --------- --------- --------- ------------ ------------
Jacobs
Rimell 2000 Complete 73 160 159 86 (1)
----------- --------- ---------- --------- --------- --------- ------------ ------------
Torridon
Capital 2010 Partial 110 110 110 - -
----------- --------- ---------- --------- --------- --------- ------------ ------------
Vyre 2002 Partial 19 19 19 - -
----------- --------- ---------- --------- --------- --------- ------------ ------------
Westway
Services 2009 Partial 12 12 12 - -
----------- --------- ---------- --------- --------- --------- ------------ ------------
318 405 409 91 4
----------- --------- ---------- --------- --------- --------- ------------ ------------
AIM
----------- --------- ---------- --------- --------- --------- ------------ ------------
Galapagos 2000 Complete 65 100 93 28 (7)
----------- --------- ---------- --------- --------- --------- ------------ ------------
Medigene 2006 Complete 216 177 129 (87) (48)
----------- --------- ---------- --------- --------- --------- ------------ ------------
OPG Power
Ventures 2008 Complete 55 46 68 13 22
----------- --------- ---------- --------- --------- --------- ------------ ------------
Vectura
Group 2001 Partial 163 136 122 (41) (14)
----------- --------- ---------- --------- --------- --------- ------------ ------------
499 459 412 (87) (47)
----------- --------- ---------- --------- --------- --------- ------------ ------------
Total 817 864 821 4 (43)
----------- --------- ---------- --------- --------- --------- ------------ ------------
The realisations table includes repayments of loan stock
received from some of the investee companies. A previously
unrecognised loss of GBP1,000,000 was realised on the legacy
holding Law 2375, which was struck off during the year and is
excluded from the figures in the table above.
The Manager successfully recovered GBP159,000 in respect of the
final distribution of Jacobs Rimell, a former Gateway holding,
which was recognised in the year ended 28 February 2010.
In respect of AIM/PLUS quoted holdings the Manager has continued
its policy of structured exits from this part of the portfolio.
Outlook
The Manager will continue with its strategy of increasing the
number and breadth of the private company portfolio, with an
emphasis on identifying and investing in later-stage private
companies with attractive yield characteristics. There is
significant demand for this type of asset by providers of
alternative capital, and the market for private equity transactions
has become more competitive, notwithstanding the shortage of
capital available from more traditional sources. The portfolio has
seen a significant diversification and improvement over the past
three years, and Maven will leverage its UK network and experience
to continue to source high quality and income producing assets,
diversified across a range of sectors, on behalf of Ortus
investors.
Maven Capital Partners UK LLP
Manager
Principal risks and uncertainties
The principal risks facing the Company relate to its investment
activities and include market price, interest rates, liquidity and
credit.
An explanation of these risks and how they are managed is
contained in Note 18 to the financial statements on pages 43 to 45.
Additional risks faced by the Company, and the mitigation approach
adopted by the Board, are as follows:
(i) Investment objective: the Board's aim is to maximise
absolute returns to shareholders while managing risk by ensuring an
appropriate diversification of investments.
(ii) Investment policy: inappropriate stock selection leading to
underperformance in absolute and relative terms is a risk which the
Board mitigates by operating within investment guidelines and
regularly monitoring performance against the peer group.
(iii) Discount volatility: due to lack of liquidity in the
secondary market, venture capital trust shares tend to trade at
discounts to net asset values. When appropriate the Board makes
purchases of shares in the market, which can improve liquidity.
(iv) Regulatory risk: the Company operates in a complex
regulatory environment and faces a number of related risks. A
breach of section 274 of the Income Tax Act 2007 could result in
the Company's being subject to capital gains tax on the sale of its
investments. A breach of the VCT Regulations could result in the
loss of VCT status and consequent loss of tax reliefs currently
available to shareholders. A serious breach of other regulations,
such as the UKLA Listing Rules and the Companies Act 2006 could
lead to suspension from the Stock Exchange and reputational damage.
The Board receives quarterly reports from the Manager in order to
monitor compliance with regulations.
The Board considers risks and the measures in place to manage
them and monitors their management at each meeting.
Statement of Directors' Responsibilities
The Directors are responsible for preparing the Annual Report,
Directors' Remuneration Report and the financial statements in
accordance with applicable law and regulations.
Company law requires the Directors to prepare financial
statements for each financial year. Under that law the Directors
have elected to prepare the financial statements in accordance with
United Kingdom Generally Accepted Accounting Practice (United
Kingdom Accounting Standards and applicable law). The financial
statements are required by law to give a true and fair view of the
state of affairs of the Company and of the return of the Company
for that period. In preparing these financial statements, the
Directors are required to:
-- select suitable accounting policies and then apply them
consistently;
-- make judgments and estimates that are reasonable and
prudent;
-- state whether applicable UK Accounting Standards have been
followed, subject to any material departures disclosed and
explained in the financial statements; and
-- prepare the financial statements on the going concern basis
unless it is inappropriate to presume that the company will
continue in business.
The Directors are responsible for keeping proper accounting
records that disclose with reasonable accuracy at any time the
financial position of the company and enable them to ensure that
the financial statements comply with the Companies Act 2006. They
are also responsible for safeguarding the assets of the company and
hence for taking reasonable steps for the prevention and detection
of fraud and other irregularities.
The Directors are responsible for the maintenance and integrity
of the corporate and financial information included on the
company's website. Legislation in the United Kingdom governing the
preparation and dissemination of financial statements may differ
from legislation in other jurisdictions.
Responsibility statement of the Directors in respect of the
Annual Report
We confirm that, to the best of our knowledge, the financial
statements, prepared in accordance with the applicable set of
accounting standards and set out on pages 33 to 45, give a true and
fair view of the assets, liabilities, financial position and profit
or loss of the Company and the Director's Report, set out on pages
19 to 27, includes a fair review of the developments and
performance of the business and the position of the Company
together with a description of the principal risks and
uncertainties that it faces.
By order of the Board
Maven Capital Partners UK LLP
Secretary
INCOME
STATEMENT
For the year
ended 28
February
2011
Year Year
ended 28 ended 28
February February
2011 2010
Notes
Revenue Capital Total Revenue Capital Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Losses on
investments 8 - (593) (593) - (67) (67)
Investment
income and
deposit
interest 2 276 - 276 213 - 213
Investment
management
fees 3 (76) (229) (305) 34 102 136
Incentive
Fees (29) (39) (68) (29) - (29)
Finance Costs - - - (5) (16) (21)
Other expenses 4 (220) - (220) (166) - (166)
--------------- ------ -------- -------- --------- -------- -------- ---------
(Loss)/profit
on ordinary
activities
before
taxation (49) (861) (910) 47 19 66
Tax on
ordinary
activities 5 - - - - - -
--------------- ------ -------- -------- --------- -------- -------- ---------
(Loss)/profit
on ordinary
activities
after
taxation (49) (861) (910) 47 19 66
--------------- ------ -------- -------- --------- -------- -------- ---------
Earnings
per share
(pence) 7 (0.1) (0.3) (0.4) 0.1 0.1 0.2
--------------- ------ -------- -------- --------- -------- -------- ---------
A Statement of Total Recognised Gains and Losses
has not been prepared, as all gains and losses
are recognised in the Income Statement.
All items in the above statement are derived from
continuing operations. The Company has only one
class of business and derives its income from
investments made in shares, securities and bank
deposits.
The total column of this Statement is the Profit
and Loss Account of the Company.
Year ended Year ended
RECONCILIATION OF MOVEMENTS 28 February 28 February
IN SHAREHOLDERS' FUNDS 2011 2010
For the year ended 28 February
2011
Notes GBP'000 GBP'000
-------------------------------- ------ ------------ ------------
Opening Shareholders' funds 15,431 11,209
Total (loss)/profit for
year (910) 66
Issue of new shares 13 - 4,493
Merger costs 13 - (135)
Repurchase and cancellation
of shares 13 - (202)
Dividends paid - revenue 6 - -
Dividends paid - capital 6 - -
Closing Shareholders' funds 14,521 15,431
-------------------------------- ------ ------------ ------------
BALANCE SHEET
As at 28 February
2011
28 February 28 February
2011 2010
Notes GBP'000 GBP'000 GBP'000 GBP'000
Investments at fair
value through
profit or loss 8 13,973 14,482
Current assets
Debtors 10 128 259
Cash and overnight
deposits 16 628 849
-------------------- ------ ------------ --------- ------------ ---------
756 1,108
Creditors
Amounts falling due
within one year 11 (208) (159)
-------------------- ------ ------------ --------- ------------ ---------
Net current assets 548 949
-------------------- ------ ------------ --------- ------------ ---------
Net assets 14,521 15,431
-------------------- ------ ------------ --------- ------------ ---------
Capital and
reserves
Called up share
capital 12 3,611 3,611
Special reserve 13 24,022 24,022
Share Premium
reserve 13 3,261 3,261
Realised capital
reserve 13 (20,446) (19,182)
Unrealised capital
reserve 13 4,722 4,319
Capital redemption
reserve 13 455 455
Profit and loss
account 13 (1,104) (1,055)
Net assets
attributable to
ordinary
shareholders 14,521 15,431
-------------------- ------ ------------ --------- ------------ ---------
Net Asset Value per
Ordinary share
(pence) 14 40.2 42.7
-------------------- ------ ------------ --------- ------------ ---------
CASH FLOW STATEMENT
For the year ended 28
February 2011
28 February 28 February
2011 2010
Notes GBP'000 GBP'000 GBP'000 GBP'000
Operating activities
Investment income received 249 233
Investment management
fees paid (181) (392)
VAT received in respect
of management fees - 216
Secretarial fees paid (22) (43)
Directors expenses paid (94) (52)
Other cash payments (121) (59)
--------------------------- ------- -------- -------- -------- --------
Net cash outflow from
operating activities 15 (169) (97)
Taxation
Corporation tax paid - -
--------------------------- ------- -------- -------- -------- --------
- -
Financial investment
Purchase of investments (873) (409)
Sale of investments 821 2,071
--------------------------- ------- -------- -------- -------- --------
Net cash (outflow)/inflow
from financial investment (52) 1,662
Equity dividends paid - -
--------------------------- ------- -------- -------- -------- --------
Net cash (outflow)/inflow
before financing (221) 1,565
Financing
Merger cash received - 158
Merger costs - (167)
Bank Loan Interest paid - (27)
Repurchase of Ordinary
shares - (202)
--------------------------- ------- -------- -------- -------- --------
Net cash inflow/(outflow)
from financing - (238)
--------------------------- ------- -------- -------- -------- --------
(Decrease)/increase in
cash 16 (221) 1,327
--------------------------- ------- -------- -------- -------- --------
The accompanying Notes are an integral
part of the Financial Statements.
Notes to the Financial Statements
For the year ended 28 February 2011
1 Accounting Policies - UK Generally Accepted Accounting
Practice
(a) Basis of preparation
The Financial Statements have been prepared under
the historical cost convention, modified to include
the revaluations, eg investments, and in accordance
with the Statement of Recommended Practice' Financial
Statements of Investment Trust Companies and Venture
Capital Trusts' (the SORP) issued in 2005, amended
2009. The disclosures on Going Concern on page
27 of the Directors' Report form part of these
financial statements.
(b) Income
Dividends receivable on equity shares and unit
trusts are treated as revenue for the period on
an ex-dividend basis. Where no ex-dividend date
is available dividends receivable on or before
the year end are treated as revenue for the period.
Provision is made for any dividends not expected
to be received. The fixed returns on debt securities
and non-equity shares are recognised on a time
apportionment basis so as to reflect the effective
interest rate on the debt securities and shares.
Provision is made for any fixed income not expected
to be received. Interest receivable from cash and
short term deposits and interest payable are accrued
to the end of the year.
(c) Expenses
All expenses are accounted for on an accruals basis
and charged to the income statement. Expenses are
charged through the revenue account except as follows:
- expenses which are incidental to the acquisition
and disposal of an investment are charged to capital;
and
- expenses are charged to realised capital reserves
where a connection with the maintenance or enhancement
of the value of the investments can be demonstrated.
In this respect the investment management fee has
been allocated 25% to revenue and 75% to realised
capital reserves to reflect the Company's investment
policy and prospective income and capital growth.
(d) Taxation
Deferred taxation is recognised in respect of all
timing differences that have originated but not
reversed at the balance sheet date, where transactions
or events that result in an obligation to pay more
tax in the future or right to pay less tax in the
future have occurred at the balance sheet date.
This is subject to deferred tax assets only being
recognised if it is considered more likely than
not that there will be suitable profits from which
the future reversal of the underlying timing differences
can be deducted. Timing differences are differences
arising between the Company's taxable profits and
its results as stated in the financial statements
which are capable of reversal in one or more subsequent
periods.
Deferred tax is measured on a non-discounted basis
at the tax rates that are expected to apply in
the periods in which timing differences are expected
to reverse, based on tax rates and laws enacted
or substantively enacted at the balance sheet date.
The tax effect of different items of income/gain
and expenditure/loss is allocated between capital
reserves and revenue account on the same basis
as the particular item to which it relates using
the Company's effective rate of tax for the period.
(e) Investments
In valuing unlisted investments the Directors follow
the criteria set out below. These procedures comply
with the revised International Private Equity and
Venture Capital Valuation Guidelines for the valuation
of private equity and venture capital investments.
Investments are recognised at their trade date
and are designated by the Directors as fair value
through profit and loss. At subsequent reporting
dates, investments are valued at fair value, which
represent the Directors' view of the amount for
which an asset could be exchanged between knowledgeable
willing parties in an arm's length transaction.
This does not assume that the underlying business
is saleable at the reporting date or that its current
shareholders have an intention to sell their holding
in the near future.
A financial asset or liability is generally derecognised
when the contract that gives rise to it is settled,
sold, cancelled or expires.
1. For Investments completed within the 12 months
prior to the reporting date and those at an early
stage in their development, fair value is determined
using the Price of Recent Investment Method, except
that adjustments are made when there has been a
material change in the trading circumstances of
the company or a substantial movement in the relevant
sector of the stock market.
2. Whenever practical, recent investments will
be valued by reference to a material arm's length
transaction or a quoted.
price.
3. Mature companies are valued by applying a multiple
to their fully taxed prospective earnings to
determine the enterprise value of the company.
4. Where there is evidence of impairment, a provision
may be taken against the previous valuation of
the investment.
5. In the absence of evidence of a deterioration,
or strong defensible evidence of an increase in
value, the fair value is determined to be that
reported at the previous balance sheet date.
6. All unlisted investments are valued individually
by Maven's Portfolio Management Team. The resultant
valuations are subject to detailed scrutiny and
approval by the Directors of the Company.
7. In accordance with normal market practice, investments
listed on the Alternative Investment Market or
a recognised stock exchange are valued at their
bid market price.
Fair value is defined as the price that the Company
would receive upon selling an investment in a timely
transaction to an independent buyer in the principal
or the most advantageous market of the investment.
A three-tier hierarchy has been established to
maximise the use of observable market data and
minimise the use of unobservable inputs and to
establish classification of fair value measurements
for disclosure purposes. Inputs refer broadly to
the assumptions that market participants would
use in pricing the asset or liability, including
assumptions about risk, for example, the risk inherent
in a particular valuation technique used to measure
fair value including such a pricing model and/or
the risk inherent in the inputs to the valuation
technique. Inputs may be observable or unobservable.
Observable inputs are inputs that reflect the assumptions
market participants would use in pricing the asset
or liability developed based on market data obtained
from sources independent of the reporting entity.
Unobservable inputs are inputs that reflect the
reporting entity's own assumptions about the assumptions
market participants would use in pricing the asset
or liability developed based on best information
available in the circumstances.
The three-tier hierarchy of inputs is summarised
in the three board levels listed below.
- Level 1 - quoted prices in active markets for
identical investments
- Level 2 - other significant observable inputs
(included quoted prices for similar investments,
interest rates,
prepayment speeds, credit risk etc).
- Level 3 - significant unobservable inputs (including
the Company's own assumptions in determining the
fair
- value of investments).
(f) Gains and losses on investments
When the Company revalues its investments during
the year, any gains or losses arising are credited/charged
to the Income Statement.
2 Investment
income and
deposit Year ended 28 February Year ended 28 February
interest 2011 2010
GBP'000 GBP'000
--------------- -------- -------- --------- -------- -------- ----------
Income from
investments:
UK franked
investment
income 51 35
UK unfranked
investment
income 225 176
--------------- -------- -------- --------- -------- -------- ----------
276 211
Interest
receivable and
similar
income:
Other income - 2
--------------- -------- -------- --------- -------- -------- ----------
- 2
Total income 276 213
--------------- -------- -------- --------- -------- -------- ----------
Year Year
3 Investment ended 28 ended 28
management February February
fees 2011 2010
Revenue Capital Total Revenue Capital Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
--------------- -------- -------- --------- -------- -------- ----------
Investment
management
fees 76 229 305 66 198 264
VAT
reimbursement - - - (85) (255) (340)
Contribution
by manager - - - (15) (45) (60)
-------- -------- --------- -------- -------- ----------
76 229 305 (34) (102) (136)
--------------- -------- -------- --------- -------- -------- ----------
Incentive Fees 29 39 68 29 - 29
Total fees 105 268 373 (5) (102) (107)
--------------- -------- -------- --------- -------- -------- ----------
Details of the fee basis are contained in the Directors'
Report.
As a result of the 2007 European Court of Justice
ruling the Company received a VAT refund, including
interest, totalling GBP255,000 during the year
ended 28 February 2010. On 15 April 2010 the
Board received an offer of GBP84,881 from Aberdeen
Asset Managers to refund the full VAT charged
on management fees for the period from December
2006 to 1 October 2008 and the Directors accepted
the offer, subject to reserving the Company's
rights in respect of sums unpaid. This has
been recognised in the financial statements
and is allocated between revenue and capital
in the same proportion as irrecoverable VAT
was originally charged.
Year ended 28 February Year ended 28 February
4 Other expenses 2011 2010
Revenue Capital Total Revenue Capital Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
------------------ -------- -------- -------- -------- -------- --------
Secretarial
fees 29 - 29 29 - 29
Directors'
remuneration 66 - 66 60 - 60
Fees to auditor
- audit services 16 - 16 13 - 13
Fees to auditor
- tax services 4 - 4 4 - 4
Professional
Fees - - - 11 - 11
Miscellaneous
expenses 105 - 105 49 - 49
220 - 220 166 - 166
------------------ -------- -------- -------- -------- -------- --------
Year Year
5 Tax on ended 28 ended 28
ordinary February February
activities 2011 2010
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Revenue Capital Total Revenue Capital Total
Corporation
Tax - - - - - -
------------- -------- -------- --------- -------- -------- ---------
Factors affecting the
tax charge for the
year
The tax charge for the year shown in
the Profit and Loss Account is lower
than the standard rate of corporation
tax in the UK of 28%. (2010: 28%). The
differences are explained below:
Year ended 28 February Year ended 28 February
2011 2010
Revenue Capital Total Revenue Capital Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Return on
ordinary
activities
before tax (49) (861) (910) 47 19 66
------------- -------- -------- --------- -------- -------- ---------
Revenue
return on
ordinary
activities
multiplied
by standard
rate of
corporation
tax (14) (241) (255) 13 5 18
Non taxable
UK dividend
income (14) - (14) (3) - (3)
Losses on
investments - 166 166 - 19 19
Movement in
excess
management
expenses 28 75 103 (10) (24) (34)
- - - - - -
------------- -------- -------- --------- -------- -------- ---------
The Company has not recognised a deferred tax asset
of GBP1,300,000 (2010 : GBP1,197,000) arising as
a result of having unutilised management expenses.
6 Dividends
The Directors have not proposed a dividend for
the year ended 28 February 2011 (2010 : GBPnil).
Year ended 28
7 Earnings per share February 2010
------------------------- ------------- ---------------
The returns per share
have been based on the
following figures:
Weighted average number
of ordinary shares 36,110,992 32,459,216
Revenue return (GBP49,000) GBP47,000
Capital return (GBP861,000) GBP19,000
Total return (GBP910,000) GBP66,000
------------------------- ------------- ---------------
8 Investments Year ended 28 February 2011
AIM AIM
(Quoted (Unobservable
Prices) Inputs) Unlisted Total
GBP'000 GBP'000 GBP'000 GBP'000
Valuation at 1
March 2010 1,166 - 13,316 14,482
Unrealised loss/(gain) 982 - (5,300) (4,318)
---------------------------- -------- -------------- --------- --------
Cost at 1 March
2010 2,148 - 8,016 10,164
Purchases - - 905 905
Sales (412) - (409) (821)
Realised (loss) (87) - (909) (996)
---------------------------- -------- -------------- --------- --------
Cost at 28 February
2011 1,649 - 7,603 9,252
Unrealised (loss)/gain (763) - 5,484 4,721
--------
Valuation at 28
February 2011 886 - 13,087 13,973
---------------------------- -------- -------------- --------- --------
28 February 2010
GBP'000 GBP'000
---------------------------- -------- -------------- -------------------
Realised losses
on historical basis (996) (745)
Net movement in
unrealised loss 403 678
Losses on investments (593) (67)
---------------------------- -------- -------------- --------- --------
During the year
GBP32,596 of Vyre
interest was capitalised.
Note 9 Participating Interests
The principal activity of the Company is to
select and hold a portfolio of investments
in unlisted securities. Although the Company
will, in some cases, be represented on the
board of the investee company, it will not
take a controlling interest or become involved
in the management. The size and structure of
the companies with unlisted securities may
result in certain holdings in the portfolio
representing a participating interest without
there being any partnership, joint venture
or management consortium agreement.
At 28 February 2011 the Company held shares
amounting to 20% or more of the equity capital
of LG & DE Limited, New Concept, Dalglen (1148)
Limited (trading as PSP/AHC) and Vyre Limited.
The Company also holds shares amounting to
more than 3% or more of the nominal value of
the allotted shares or units of any class of
certain investee companies. Details of equity
percentages held are shown in the Investment
Portfolio Summary on page 13.
Year ended 28
February 2011
10 Debtors GBP'000
--------------------------- ----------- --------------- ------------
Prepayments and accrued
income 128
128
--------------------------- ----------- --------------- ------------
Year ended 28
February 2011
11 Creditors GBP'000
--------------------------- ----------- --------------- ------------
Amounts falling due
within one year:
Accruals 208
Sundry creditors -
208
--------------------------- ----------- --------------- ------------
Year ended 28
February 2011
12 Share capital Number GBP'000 Number
At end February the
authorised share capital
comprised:
allotted, issued and
fully paid:
Ordinary shares of
10p each
Balance brought forward 36,110,992 3,611 27,138,128
Issued during year - - 10,972,864
Repurchased and cancelled
in year - - (2,000,000)
--------------------------- ----------- --------------- ------------
Balance carried forward 36,110,992 3,611 36,110,992
--------------------------- ----------- --------------- ------------
13 Movement
in reserves Year ended 28 February 2011
Special Share Realised Unrealised Capital Profit
Reserve Premium capital capital redemption and loss
account Account reserve reserve reserve account
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
------------- -------- -------- --------- ----------- ----------- -------------
At 1 March
2010 24,022 3,261 (19,182) 4,319 455 (1,055)
Loss on
sales of
investments - - (996) - - -
Incentive
Fee - - (39) - - -
Investment
management
fees - - (229) - - -
Net increase
in value of
investments - - - 403 - -
Dividends
paid - - - - - -
Loss on
ordinary
activities
after
taxation - - - - - (49)
At 28
February
2011 24,022 3,261 (20,446) 4,722 455 (1,104)
------------- -------- -------- --------- ----------- ----------- -------------
The special reserve was established on cancellation
of the share premium account on 11th June 2001.
14 Net asset value per Ordinary
share
The net asset value per Ordinary share and the Net
Asset Value attributable to the Ordinary shares
at the year end calculated in accordance with the
Articles of Association were as follows:
28 February 28 February
2011 2010
Net Net
asset Net asset asset Net asset
value value
per value per value
share attributable share attributable
p GBP'000 p GBP'000
Ordinary
shares 40.2 14,521 42.7 15,431
------------- -------- -------- ---------------------- ----------- -------------
The number of Ordinary shares used in this calculation
is set out in note 12.
15 Reconciliation of
net return before
taxation Year ended Year ended
to net cash inflow
from operating 28 February 28 February
activities 2011 2010
GBP'000 GBP'000
---------------------- ----------- -------- ------------ ------------
(Loss)/gain on
ordinary activities
before taxation (910) 66
Loss on investments 593 67
Decrease/(increase)
in debtors and
prepayments 99 (172)
Increase/(decrease)
in creditors and
accruals 49 (79)
Finance costs - 21
Net cash outflow from
operating
activities (169) (97)
---------------------- ----------- -------- ------------ ------------
16 Analysis of
changes in net funds At At
1 March Cash 28 February
2010 flows 2011
GBP'000 GBP'000 GBP'000
---------------------- ----------- -------- ------------ ------------
Cash and overnight
deposits 849 (221) 628
Net funds 849 (221) 628
---------------------- ----------- -------- ------------ ------------
At At
1 March Cash 28 February
2009 flows 2010
GBP'000 GBP'000 GBP'000
Cash and overnight
deposits 206 643 849
Bank Overdraft (684) 684 -
Net funds (478) 1,327 849
---------------------- ----------- -------- ------------ ------------
17. Capital commitments,
contingencies and financial
guarantees
There were no capital commitments, contingencies
or financial guarantees at 28 February 2011 or at
the previous year end.
18 Derivatives and other financial instruments
The Company's financial instruments comprise equity
and fixed interest investments, cash balances, overnight
deposits and debtors and creditors that arise directly
from its operations, for example, in respect of
sales and purchases awaiting settlement, and debtors
for accrued income. The Company holds financial
assets in accordance with its investment policy
of investing mainly in a portfolio of VCT-qualifying
unquoted and AIM quoted securities.
The Company may not enter into derivative transactions
in the form of forward foreign currency contracts,
futures and options without the written permission
of the Directors. It is not the Company's policy
to enter into derivative transactions. The purpose
of these financial instruments is efficient portfolio
management.
The main risks the Company faces from its financial
instruments are (i) market price risk, being the
risk that the value of investment holdings will
fluctuate as a result of changes in market prices
caused by factors other than interest rate or currency
movement, (ii) interest rate risk and (iii) liquidity
risk. In line with the Company's investment objective,
the portfolio comprises UK securities and therefore
has no exposure to foreign currency risk.
The Manager's policies for managing these risks
are summarised below and have been applied throughout
the year. The numerical disclosures below exclude
short-term debtors and creditors which are included
in the balance sheet at fair value.
(i) Market price risk
The Company's investment portfolio is exposed to
market price fluctuations, which are monitored by
the Manager in pursuance of the investment objective
as set out on page 19. Adherence to investment guidelines
and to investment and borrowing powers set out in
the Management Agreement mitigates the risk of excessive
exposure to any particular type of security or issuer
and, in particular, no purchase can be made in any
one company where this would result in a holding
that would exceed 7.5% of the Company's investments
at the time the investment is made.
These powers and guidelines include the requirement
to invest in a number of companies across a range
of industrial and service sectors at varying stages
of development but with the emphasis on well established
businesses. The Company complied with the stated
investment guidelines and borrowing powers throughout
the year ended 28 February 2011.
Further information on the investment portfolio
(including sector analysis, concentration and deal
type analysis) is set out in the Analysis of Unlisted
and AIM/PLUS Portfolio, the Investment Manager's
Review, the Summary of Investment Changes, the Investment
Portfolio Summary and the Ten Largest Unlisted and
AIM Investments.
(ii) Interest
rate risk
28 February
2011
Sterling
---------------------------- ------------ ------- -------------
Listed - - 886
Unlisted and
AIM/PLUS 2,511 - 10,544
Cash - 628 -
2,511 628 11,430
---------------------------- ------------ ------- -------------
28 February
2010
Sterling
---------------------------- ------------ ------- -------------
Listed - - 1,166
Unlisted and
AIM/PLUS 2,098 - 11,218
Cash - 829 -
2,098 829 12,384
---------------------------- ------------ ------- -------------
The floating rate assets consist of cash deposits.
These assets are earning interest at prevailing
money market rates.
The unlisted assets have a weighted average life
of 2.7 years (2010 - 2.9 years) and a weighted average
interest rate of 10.0% (2010 - 9.8%). The non-interest
bearing assets represent the equity element of the
portfolio. All assets and liabilities of the company
are included in the balance sheet at fair value.
Maturity
profile
The maturity profile of the Company's financial
assets at the Balance Sheet date was as follows:
More
Within Within Within Within Within than
1-2 2-3 3-4 4-5
1 year years years years years 5 years Total
At 28
February
2011 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
----------- -------- -------- -------- -------- -------- --------- ---------
Fixed
Interest
Listed - - - - - - -
Unlisted 391 239 845 547 448 41 2,511
391 239 845 547 448 41 2,511
----------- -------- -------- -------- -------- -------- --------- ---------
Within "more than 5 years" there is a figure of
GBP1,000 (2010: GBP1,000) in respect of preference
shares which have no redemption date.
It is the Directors' opinion that the carrying amounts
of these financial assets represent the maximum
credit risk exposure at the balance sheet date.
More
Within Within Within Within Within than
1-2 2-3 3-4 4-5
1 year years years years years 5 years Total
At 28
February
2010 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
----------- -------- -------- -------- -------- -------- --------- ---------
Fixed
Interest
Listed - - - - - - -
Unlisted 533 - 98 885 581 1 2,098
533 - 98 885 581 1 2,098
----------- -------- -------- -------- -------- -------- --------- ---------
It is the Directors opinion that the carrying amounts
of these financial assets represent the maximum
credit risk exposure at the balance sheet date.
(iii)
Liquidity
risk
Due to their nature, unlisted investments may not
be readily realisable and therefore a portfolio
of listed assets and cash is held to offset this
liquidity risk. Note 8 details the three-tier hierarchy
of inputs used as at 28 February 2011 cash is held
to offset this liquidity risk in valuing the Company's
investments carried at fair value.
Credit risk and interest rate risk are minimised
by acquiring high quality government treasury stocks
or other bonds which have a relatively short time
to maturity (see Investment Portfolio Summary) have
a relatively short time to maturity (see Investment
Portfolio Summary) have a relatively short time
to maturity (see Investment Portfolio Summary) have
a relatively short time to maturity (see Investment
Portfolio Summary).
The company, generally, does not hold significant
cash balances and any cash held is with reputable
banks with high quality external credit ratings.
(iv)
Credit
risk
This is the risk that a counterparty to a financial
instrument will fail to discharge an obligation
or commitment that it has entered into with the
company.
The Company's financial assets exposed
to credit risk amounted to the following
:
28 28
February February
2011 2010
Total Total
GBP'000 GBP'000
Investments in unlisted
debt securities 2,511 2,098
Cash and cash
equivalents 628 829
3,139 2,927
--------- ---------
All fixed interest assets which are traded on a
recognised exchange and all the Company's cash balances
are held by JP Morgan Chase (JPM), the Company's
custodian. Should the credit quality or the financial
position of JPM deteriorate significantly the Manager
will move these assets to another financial institution.
The manager evaluates credit risk on unlisted debt
securities and financial commitments and guarantees
prior to investment, and as part of the ongoing
monitoring of investments. In doing this, it takes
into account the extent and quality of any security
held. Typically, unlisted debt securities have a
fixed charge over the assets of the investee company
in order to mitigate the gross credit risk. The
manager receives management accounts from investee
companies, and members of the investment management
team sit on the boards of investee companies; this
enables the close identification, monitoring and
management of investment specific credit risk.
There were no significant concentrations of credit
risk to counterparties at 28 February 2011 or 28
February 2010.
(v) Price risk
sensitivity
The following details the Company's sensitivity
to a 10% increase or decrease in the market prices
of AIM/PLUS quoted securities, with 10% being the
Manager's assessment of a reasonable possible change
in market prices.
At 28 February 2011, if market prices of listed
or AIM/PLUS quoted securities had been 10% higher
or lower and with all other variables held constant,
the increase or decrease in net assets attributable
to Ordinary Shareholders for the year would have
been GBP89,000 (2010: GBP117,000) due to the change
on valuation of financial assets at fair value through
profit.
Other information
The financial information contained within this Announcement
does not constitute the Company's statutory financial statements
for the year ended 28 February 2011 and has not been delivered to
the Registrar of Companies. The Annual Report for the year ended 28
February 2011 will be issued to Shareholders and will shortly be
available on the Company's website at www.mavencp.com/ortus. This
Announcement has been prepared on the same basis as the Annual
Report for the year ended 28 February 2010 and the financial
information for the year ended 28 February 2010 is derived from the
statutory accounts for that period, which have been delivered to
the Registrar of Companies and which contained an unqualified audit
report.
The Annual General Meeting will be held on 29 June 2010,
commencing at 10.00 a.m., at the Company's registered office.
MAVEN CAPITAL PARTNERS UK LLP
SECRETARY
ENDS
Neither the content of the Company's website nor the contents of
any website accessible from hyperlinks on the company's website (or
any other website) is incorporated into, or forms part of, this
announcement.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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