TIDMDPV3
Downing Planned Exit VCT 3 plc
Half-Yearly Report for the six months ended 31 July 2011
Performance summary
'C' Share pool 31 Jul 31 Jan 31 Jul
2011 2011 2010
pence pence pence
Net asset value per 'C' Share 88.6 92.8 90.0
Net asset value per 'A' Share 0.1 0.1 0.1
Cumulative distributions per 'C' Share 10.0 5.0 5.0
---------- ---------- ---------
Total return per 'C' Share and 'A' Share 98.7 97.9 95.1
'D' Share pool 31 Jul 31 Jan 31 Jul
2011 2011 2010
Pence pence pence
Net asset value per 'D' Share 91.6 93.5 94.8
Net asset value per 'E' Share 0.1 0.1 0.1
Cumulative distributions per 'D' Share 5.0 2.5 -
---------- ---------- ---------
Total return per 'D' Share and 'E' Share 96.7 96.1 94.9
Ordinary Share pool 31 Jul 31 Jan 31 Jul
2011 2011 2010
pence pence pence
Net asset value per Ordinary Share 0.1 0.1 0.1
Cumulative distributions per Ordinary Share 90.4 90.4 90.4
---------- ---------- ---------
Total return per Ordinary Share 90.5 90.5 90.5
Forthcoming Dividends
Pence
per
share
'C' Shares - Interim 2011 Payable 25 November 2011 2.5
'D' Shares - Interim 2011 Payable 25 November 2011 2.5
Terminology
Throughout this report, the term "'C' Share(s)" has been used to refer to the
pool of assets allocated to the 'C' Shares and 'A' Shares combined. Similarly,
the term "'D' Share(s)" has been used to refer to
CHAIRMAN'S STATEMENT
Introduction
I am pleased to present my report for the six months ended 31 July 2011. The
Company has continued to have a high level of investment activity and has made
good progress towards the VCT qualification targets for the main share pools.
'C' Share pool
Net asset value
At 31 July 2011, the NAV per 'C' Share stood at 88.6p and per 'A' Share at
0.1p, producing a combined total of 88.7p. This is a small increase of 0.8p
(0.8%) since the previous year end of 31 January 2011 (after adjusting for
dividends of 5.0p per 'C' Share paid during the period). Total return (NAV
plus cumulative dividends paid) was 98.7p per 'C' Share and 'A' Share at 31 July
2011.
Results and dividend
The profit on ordinary activities for the 'C' Shares after taxation for the
period was GBP53,000, relating wholly to a revenue surplus.
The Company will pay an interim dividend of 2.5p per 'C' Share on 25 November
2011, to 'C' Shareholders on the register at 4 November 2011.
Portfolio activity
The 'C' Share pool made GBP1.3 million of new qualifying and part-qualifying
investments during the period. Brief details of the main new qualifying
investments are as follows:
Domestic Solar (ISIS) Limited
A partially qualifying investment of GBP500,000 was made to provide funds for the
installation and operation of domestic solar rooftop arrays.
Redmed Limited
A GBP350,000 qualifying investment was made in a company which owns the Annexe
nightclub in Lincoln city centre.
Mosaic Spa and Health Club Limited
A partially qualifying investment of GBP125,000 was made in this company which
trades under the name "Fitness Express" and has contracts to provide management
to gyms and spas for hotels, universities and corporate clients.
The share pool made a further non-qualifying property loan to Hoole Hall Country
Club early in the period which was repaid (along with the existing property
loan) later in the period. In total, GBP1.9 million of non-qualifying investments
were realised (all at amounts equal to original cost) in order to provide funds
for the new qualifying investments described above.
Portfolio valuation
The Board has reviewed the portfolio of investments at the period end and is
satisfied that there have not been any significant departures from plan which
impact on the value of the investments. Accordingly, all investments continue to
be held at valuations equal to original cost.
'D' Share pool
Net asset value,
At 31 July 2011, the NAV per 'D' Share stood at 91.6p and per 'E' Share at
0.1p, producing a combined total of 91.7p. This is a small increase of 0.5p
(0.5%) since the previous year end of 31 January 2011 (after adjusting for
dividends of 2.5p per 'D' Share paid during the period). Total return (NAV
plus cumulative dividends paid) was 96.7p per 'D' Share and 'E' Share at 31 July
2011.
Results and dividend
The profit on ordinary activities for the 'D' Shares, after taxation, for the
period was GBP57,000, comprising a revenue gain of GBP190,000 and a capital loss of
GBP133,000.
In accordance with the policy set out in the 'D' Share prospectus, the Company
will pay an interim dividend of 2.5p per 'D' Share on 25 November 2011, to 'D'
Shareholders on the register at 4 November 2011.
Portfolio activity
The Company made seven qualifying investments (of which four had non-qualifying
elements) at a total cost of GBP2.6 million during the period. Brief details of
the main new investments are as follows:
Future Biogas (Reepham Road) Limited:
A partially qualifying investment of GBP748,000 was made to fund an anaerobic
digestion plant, which will be used to generate electricity.
Gingerbread Pre-School Limited:
A partially qualifying investment of GBP551,000 was made in the company which
operates children's day nurseries.
Domestic Solar (ISIS) Limited:
A partially qualifying investment of GBP400,000 was made to provide funds for the
installation and operation of domestic solar rooftop arrays.
Alpha Schools Holdings Limited:
A qualifying investment of GBP367,000 was made into a company that owns and
operates private preparatory schools.
Green Electricity Generation Limited and Progressive Energies Limited:
Two qualifying investments of GBP250,000 and GBP170,000 were made in companies which
generate electricity through the installation of solar systems on domestic
rooftops.
Mosaic Spa and Health Club Limited:
A partially qualifying investment of GBP125,000, alongside the 'C' Share pool as
described above.
The pool also made several new non-qualifying property loans during the period
and realised a number of existing non-qualifying investments to provide funds
for the new qualifying investments described above.
Portfolio valuation
The Board has reviewed the investments portfolio at the period end and made one
adjustment to the previous carrying values. Camandale Limited owns and operates
two pubs in Kilmarnock: The Riverbank and The Monkey Bar. The Monkey Bar is
trading significantly below our expectations and, as a result, a provision of
GBP133,000 has been made against the investment. The Board is satisfied that it is
appropriate to continue to hold all other investments at values equal to
original cost.
Ordinary Share pool
As has been stated previously, although the Ordinary Shares are still in
existence, the task of returning funds to Ordinary Shareholders is complete and
no further dividends are expected to be paid on the Ordinary Shares. Steps will
be taken to wind up this share class in due course.
Share buybacks
In order to provide liquidity in the market for Shareholders who need to sell
all or part of their holdings, the Company operates a share buyback policy in
respect of its 'A' Shares, 'C' Shares, 'D' Shares and 'E' Shares. The current
policy is to undertake share buybacks at a price equivalent to approximately a
10% discount to the latest published NAV. The Board reviews this discount level
from time to time.
The Company does not intend to buy in any further Ordinary Shares for
cancellation.
No share buybacks in any share class were undertaken during the period.
Risks and uncertainties
Under the Disclosure and Transparency Directive, the Board is required, in the
Company's half-yearly results, to report on principal risks and uncertainties
facing the Company over the remainder of the financial year.
The Board concluded that the key risks facing the Company over the remainder of
the financial period are as follows:
(i) Compliance risk of failure to maintain approval as a VCT; and
(ii) investment risk associated with investing in small and immature businesses
The Company's compliance with the VCT regulations is continually monitored by
the Manager, who reports regularly to the Board on the current position. The
Company has also appointed PricewaterhouseCoopers to provide regular reviews and
advice in this area.
In order to make VCT-qualifying investments, the Company has to invest in small
businesses which are often immature. It also has a limited period in which it
must invest the majority of its funds. The Manager follows a rigorous process in
vetting and careful structuring of new investments, including taking a charge
over the assets of the business wherever possible and, after an investment is
made, closely monitoring the business.
The Board is satisfied that these approaches provide satisfactory management of
the key risks.
Going concern
The Directors have reviewed the Company's financial resources at the period end
and conclude that the Company is well placed to manage its business risks.
The Board confirms that it is satisfied that the Company has adequate resources
to continue in business for the foreseeable future. For this reason, the Board
believes that the Company continues to be a going concern and that it is
appropriate to apply the going concern basis in preparing the financial
statements.
Outlook
Over the remainder of the year, we expect to see further progress in building
the qualifying investment portfolios for both active share pools. Trading
conditions remain very testing, but the continuing failure of the banks to
support small businesses provides the Company with a good pipeline of investment
opportunities, of which the Company will seek to take advantage.
Hugh Gillespie
Chairman
30 September 2011
UNAUDITED SUMMARISED BALANCE SHEET
as at 31 July 2011
31 Jul 2011 31 Jul 31 Jan
2010 2011
'C' 'D' Total
Shares Shares (incl Ord
Shares) Total Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Fixed assets
Unquoted investments 5,804 7,965 13,774 10,120 13,222
Current assets
Debtors 440 724 1,164 172 451
Cash at bank and in hand 194 755 949 5,853 2,593
-------- -------- ----------- -------- -------
634 1,479 2,113 6,025 3,044
Creditors: amounts falling due
within one year (76) (277) (353) (174) (233)
-------- -------- ----------- -------- -------
Net current assets 558 1,202 1,760 5,851 2,811
-------- -------- ----------- -------- -------
Net assets 6,362 9,167 15,534 15,971 16,033
Capital and reserves
Called up share capital 18 25 144 144 144
Capital redemption reserve 4 - 5 5 5
Special reserve 6,280 9,200 15,480 15,835 15,795
Share premium account - - - - -
Capital reserve - unrealised - (133) (133) - -
Capital reserve - realised - - - - -
Revenue reserve 60 75 38 (13) 89
-------- -------- ----------- -------- -------
Total equity shareholders' funds
6,362 9,167 15,534 15,971 16,033
Basic and diluted net asset value per:
Ordinary Share - - 0.1p 0.1p 0.1p
'C' Share 88.6p - - 90.1p 92.8p
'A' Share 0.1p - - 0.1p 0.1p
'D' Share - 91.6p - 94.9p 93.5p
'E' Share - 0.1p - 0.1p 0.1p
RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS
31 July 2011 31 Jul 31 Jan
2010 2011
'C' 'D' Total
Shares Shares (incl Ord
Shares) Total Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Opening Shareholders' funds 6,668 9,360 16,033 10,478 10,478
Issue of shares - - - 6,214 6,219
Share issue costs - - - (342) (347)
Purchase of own shares - - - - (5)
Total recognised
gains/ (losses) for the year 53 57 110 (20) 297
Distributions (359) (250) (609) (359) (609)
-------- -------- ----------- -------- -------
Closing Shareholders' funds 6,362 9,167 15,534 15,971 16,033
INCOME STATEMENT
for the six months ended 31 July 2011
Company Total Six months ended 31 Jul
2011
Revenue Capital Total
GBP'000 GBP'000 GBP'000
Income 573 - 573
Gain/(loss) on investments - realised - - -
- unrealised - (133) (133)
--------- --------- ------
573 (133) 440
Investment management fees (108) - (108)
Provision against loan stock interest previously - - -
recognised
Other expenses (109) - (109)
--------- --------- ------
Return on ordinary activities before taxation 356 (133) 223
Taxation (113) - (113)
--------- --------- ------
Return attributable to equity shareholders 243 (133) 110
Basic and diluted return
'C' Share 0.8p - 0.8p
'A' Share - - -
'D' Share 1.9p (1.3p) 0.6p
'E' Share - - -
'C' Shares
Income 160 - 160
Net loss on investments - realised - - -
- unrealised - - -
--------- --------- ------
160 - 160
Investment management fees (45) - (45)
Provision against loan stock interest previously - - -
recognised
Other expenses (37) - (37)
--------- --------- ------
Return on ordinary activities before taxation 78 - 78
Taxation (25) - (25)
--------- --------- ------
Return attributable to equity shareholders 53 - 53
'D' Shares
Income 413 - 413
Net loss on investments - realised - - -
- unrealised - (133) (133)
--------- --------- ------
413 (133) 280
Investment management fees (63) - (63)
Provision against loan stock interest previously - - -
recognised
Other expenses (72) - (72)
--------- --------- ------
Return on ordinary activities before taxation 278 (133) 145
Taxation (88) - (88)
--------- --------- ------
Return attributable to equity shareholders 190 (133) 57
Company Total Six months ended 31 Jul Year ended
2010 31
Jan 2011
Revenue Capital Total Total
GBP'000 GBP'000 GBP'000 GBP'000
Income 226 - 226 843
Gain/(loss) on investments - realised - - - -
- unrealised - - - -
--------- --------- -------- ----------
226 - 226 843
Investment management fees (104) - (104) (212)
Provision against loan stock interest (57) - (57) -
previously recognised
Other expenses (85) - (85) (214)
--------- --------- -------- ----------
Return on ordinary activities before (20) - (20) 417
taxation
Taxation - - - (120)
--------- --------- -------- ----------
Return attributable to equity (20) - (20) 297
shareholders
Basic and diluted return
'C' Share (0.9p) - (0.9p) 1.9p
'A' Share - - - -
'D' Share 0.4p - 0.4p 1.7p
'E' Share - - - -
'C' Shares
Income 82 - 82 367
Net loss on investments - realised - - - -
- unrealised - - - -
--------- --------- -------- ----------
82 - 82 367
Investment management fees (46) - (46) (90)
Provision against loan stock interest (57) - (57) -
previously recognised
Other expenses (44) - (44) (140)
--------- --------- -------- ----------
Return on ordinary activities before (65) - (65) 137
taxation
Taxation - - - -
--------- --------- -------- ----------
Return attributable to equity (65) - (65) 137
shareholders
'D' Shares
Income 144 - 144 476
Net loss on investments - realised - - - -
- unrealised - - - -
--------- --------- -------- ----------
144 - 144 476
Investment management fees (58) - (58) (122)
Provision against loan stock interest - - - -
previously recognised
Other expenses (41) - (41) (74)
--------- --------- -------- ----------
Return on ordinary activities before 45 - 45 280
taxation
Taxation - - - (120)
--------- --------- -------- ----------
Return attributable to equity 45 - 45 160
shareholders
A Statement of Total Recognised Gains and Losses has not been prepared as all
gains/losses are recognised in the Income Statement as noted above.
UNAUDITED CASH FLOW STATEMENT
for the six months ended 31 July 2011
Six
Six months ended months Year
Notes 31 Jul 2011 ended ended
31 Jul 31 Jan
2010 2011
'C' 'D' Total
Shares Shares (incl Total Total
Ord
Shares)
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Net cash inflow from operating 1 (170) (180) (350) (849) 33
activities
--------- --------- --------- --------- --------
Taxation
Corporation tax paid - - - - (21)
Capital expenditure
Purchase of investments (1,914) (3,407) (5,321) (4,274) (9,956)
Sale of investments 1,964 2,672 4,636 4,552 1,042
--------- --------- --------- --------- --------
Net cash inflow/(outflow) from
capital expenditure 50 (735) (685) 278 (8,914)
--------- --------- --------- --------- --------
Equity dividends paid (359) (250) (609) (2,114) (609)
Net cash inflow/(outflow) before (479) (1,165) (1,644) (2,685) (9,511)
financing
Financing
Proceeds from share issue - - - 6,785 8,696
Share issue costs - - - (373) (342)
Purchase of own shares/loan - - - (20) (5)
notes
--------- --------- --------- --------- --------
Net cash inflow from financing - - - 6,392 8,349
--------- --------- --------- --------- --------
Increase/(decrease) in cash 2 (479) (1,165) (1,644) 3,707 (1,162)
Notes to the cash flow statement:
1 Cash inflow from operating activities and returns
on investments
Return on ordinary activities 78 145 223 (629) 417
before taxation
Losses on investments - 133 133 76 -
Increase in other debtors (240) (474) (714) (337) (94)
Increase/(decrease) in other (8) 16 8 41 51
creditors
--------- --------- --------- --------- --------
Net cash inflow from operating (170) (180) (350) (849) 33
activities
2 Analysis of net funds
Beginning of period 673 1,920 2,593 21 3,755
Net cash inflow/(outflow) (479) (1,165) (1,644) 3,707 (1,162)
--------- --------- --------- --------- --------
End of period 194 755 949 3,728 2,593
SUMMARY OF INVESTMENT PORTFOLIO
as at 31 July 2011
'C' Share pool
| | | Unrealised|
| | | gain/(loss)|% of portfolio
| Cost|Valuation| in period| by value
=----------------------------------+-----+---------+------------+--------------
Venture capital investments | GBP'000| GBP'000| GBP'000| GBP'000
=----------------------------------+-----+---------+------------+--------------
Qualifying investments | | | |
=----------------------------------+-----+---------+------------+--------------
Bijou Wedding Venues Limited* | 815| 815| -| 13.6%
=----------------------------------+-----+---------+------------+--------------
Future Biogas (SF) Limited* | 727| 727| -| 12.1%
=----------------------------------+-----+---------+------------+--------------
Domestic Solar (ISIS) Limited* | 500| 500| -| 8.4%
=----------------------------------+-----+---------+------------+--------------
Atlantic Dogstar Limited | 429| 429| -| 7.1%
=----------------------------------+-----+---------+------------+--------------
Redmed Limited | 350| 350| -| 5.8%
=----------------------------------+-----+---------+------------+--------------
East Dulwich Tavern Limited | 344| 344| -| 5.7%
=----------------------------------+-----+---------+------------+--------------
Westow House Limited | 304| 304| -| 5.1%
=----------------------------------+-----+---------+------------+--------------
Quadrate Catering Limited* | 290| 290| -| 4.9%
=----------------------------------+-----+---------+------------+--------------
The 3D Pub Co Limited | 267| 267| -| 4.5%
=----------------------------------+-----+---------+------------+--------------
Quadrate Spa Limited* | 258| 258| -| 4.3%
=----------------------------------+-----+---------+------------+--------------
Mosaic Spa and Health Club | 125| 125| -| 2.1%
Limited* | | | |
=----------------------------------+-----+---------+------------+--------------
Chapel Street Services Limited | 50| 50| -| 0.8%
=----------------------------------+-----+---------+------------+--------------
Chapel Street Food and Beverage | 50| 50| -| 0.8%
Limited | | | |
=----------------------------------+-----+---------+------------+--------------
| | | |
=----------------------------------+-----+---------+------------+--------------
Non-qualifying investments | | | |
=----------------------------------+-----+---------+------------+--------------
Hoole Hall Country Club Holdings | 581| 581| -| 9.7%
Limited | | | |
=----------------------------------+-----+---------+------------+--------------
The Thames Club Limited | 500| 500| -| 8.4%
=----------------------------------+-----+---------+------------+--------------
Honeycombe Pubs VCT Limited | 175| 175| -| 2.9%
=----------------------------------+-----+---------+------------+--------------
Vermont Developments Limited | 25| 25| -| 0.4%
=----------------------------------+-----+---------+------------+--------------
Commercial Street Hotel Limited | 12| 12| -| 0.2%
=----------------------------------+-----+---------+------------+--------------
Chapel Street Hotel Limited | 2| 2| -| 0.0%
=----------------------------------+-----+---------+------------+--------------
|5,804| 5,804| -| 96.8%
=----------------------------------+-----+---------+------------+--------------
| | | |
=----------------------------------+-----+---------+------------+--------------
Cash at bank and in hand | | 193| | 3.2%
=----------------------------------+-----+---------+------------+--------------
| | | |
=----------------------------------+-----+---------+------------+--------------
'C' Share pool - Total | | 5,997| | 100%
*Partially qualifying investment
SUMMARY OF INVESTMENT PORTFOLIO
as at 31 July 2011
| | | Unrealised| % of
| | | gain/(loss)|portfolio
| Cost|Valuation| in period| by value
=---------------------------------------+-----+---------+------------+---------
'D' Share pool Venture capital | | | | GBP'000
investments | GBP'000| GBP'000| GBP'000|
=---------------------------------------+-----+---------+------------+---------
Qualifying investments | | | |
=---------------------------------------+-----+---------+------------+---------
Future Biogas (Reepham Road) Limited* | 748| 748| -| 8.6%
=---------------------------------------+-----+---------+------------+---------
Gingerbread Pre-School Limited* | 551| 551| -| 6.3%
=---------------------------------------+-----+---------+------------+---------
Quadrate Catering Limited* | 436| 436| -| 5.0%
=---------------------------------------+-----+---------+------------+---------
Domestic Solar (ISIS) Limited* | 400| 400| -| 4.6%
=---------------------------------------+-----+---------+------------+---------
Camandale Limited* | 531| 398| (133)| 4.6%
=---------------------------------------+-----+---------+------------+---------
Quadrate Spa Limited* | 386| 386| -| 4.5%
=---------------------------------------+-----+---------+------------+---------
Alpha Schools Holdings Limited | 367| 367| -| 4.2%
=---------------------------------------+-----+---------+------------+---------
Green Electricity Generation Limited | 250| 250| -| 2.9%
=---------------------------------------+-----+---------+------------+---------
Slopingtactic Limited | 195| 195| -| 2.2%
=---------------------------------------+-----+---------+------------+---------
Progressive Energies Limited | 170| 170| -| 1.9%
=---------------------------------------+-----+---------+------------+---------
Ridgeway Pub Company Limited* | 137| 137| -| 1.6%
=---------------------------------------+-----+---------+------------+---------
Mosaic Spa and Health Club Limited* | 125| 125| -| 1.4%
=---------------------------------------+-----+---------+------------+---------
| | | |
=---------------------------------------+-----+---------+------------+---------
Non-qualifying investments | | | |
=---------------------------------------+-----+---------+------------+---------
Aminghurst Limited |2,000| 2,000| -| 22.9%
=---------------------------------------+-----+---------+------------+---------
Lullingstone Limited | 647| 647| -| 7.4%
=---------------------------------------+-----+---------+------------+---------
Looe Road Student Accommodation | 350| 350| -| 4.0%
=---------------------------------------+-----+---------+------------+---------
Retallack Surfpods Limited | 250| 250| -| 2.9%
=---------------------------------------+-----+---------+------------+---------
Kirkhouse Limited | 175| 175| -| 2.0%
=---------------------------------------+-----+---------+------------+---------
Fenkle Street LLP | 147| 147| -| 1.7%
=---------------------------------------+-----+---------+------------+---------
Kidspace Adventures Limite | 135| 135| -| 1.5%
=---------------------------------------+-----+---------+------------+---------
Hoi Polloi Pub Co Limited | 80| 80| -| 0.9%
=---------------------------------------+-----+---------+------------+---------
Commercial Street Hotel Limited | 18| 18| -| 0.2%
=---------------------------------------+-----+---------+------------+---------
|8,098| 7,965| (133)| 91.3%
=---------------------------------------+-----+---------+------------+---------
| | | |
=---------------------------------------+-----+---------+------------+---------
Cash at bank and in hand | | 755| | 8.7%
=---------------------------------------+-----+---------+------------+---------
| | | |
=---------------------------------------+-----+---------+------------+---------
'D' Share pool - Total | | 8,720| | 100%
*Partially qualifying investment
SUMMARY OF INVESTMENT MOVEMENTS
for the six months ended 31 July 2011
'C' Share pool additions
Qualifying investments GBP'000
Domestic Solar (ISIS) Limited* 500
Redmed Limited 350
Atlantic Dogstar Limited 267
Mosaic Spa and Health Club Limited* 125
Future Biogas (SF) Limited* 47
Non-qualifying investments
Hoole Hall Country Club Holdings Limited 625
--------
Total 1,914
'C' Share pool disposals
Gain/ (loss) Total
Market value Disposal against cost realised
Cost at 01/02/11 Proceeds gain/ (loss)
Non-qualifying GBP'000 GBP'000
investments GBP'000 GBP'000 GBP'000
Hoole Hall 1,250 -
Country Club
Holdings Limited 1,250 1,250 -
Bijou Wedding
Venues Limited 400 400 400 - -
Future Biogas
(SF) Limited 250 250 250 - -
Chapel Street
Hotel (2008) LLP 63 63 63 - -
Chapel Street
Hotel Limited 1 1 1 - -
---------------------------------------------------------------
Total 1,964 1,964 1,964 - -
'D' Share pool additions
GBP'000
Qualifying investments
Future Biogas (Reepham Road) Limited* 748
Gingerbread Pre-School Limited* 551
Domestic Solar (ISIS) Limited* 400
Alpha Schools Holdings Limited 367
Green Electricity Generation Limited 250
Progressive Energies Limited 170
Mosaic Spa and Health Club Limited* 125
Non-qualifying investments
Manor Capital Limited 375
Kidspace Adventures Limited 135
Woolmer Properties Limited 93
Edison House Limited 73
Lullingstone Limited 71
Looe Road Student Accommodation 49
--------
Total 3,407
'D' Share pool disposals
Gain/ (loss) Total
Market value Disposal against cost realised
Cost at 01/02/11 Proceeds gain/ (loss)
Non-qualifying GBP'000 GBP'000
investments GBP'000 GBP'000 GBP'000
Woolmer Properties 1,088 -
Limited 1,088 1,088 -
Edison House
Limited 669 669 669 - -
Fenkle Street LLP 488 488 488 - -
Manor Capital
Limited 375 375 375 - -
Fenkle Street
Developments LLP 32 32 32 - -
Hoi Polloi Pub Co
Limited 20 20 20 - -
--------------------------------------------------------------
Total 2,672 2,672 2,672 - -
* Partially qualifying investment
NOTES TO THE UNAUDITED FINANCIAL STATEMENTS
1. The unaudited half-yearly results cover the six months to 31 July 2011 and
have been prepared in accordance with the Statement of Recommended Practice
"Financial Statements of Investment Trust Companies and Venture Capital Trusts"
revised January 2009 ("SORP") and in accordance with the accounting policies set
out in the statutory accounts for the year ended 31 January 2011, which were
prepared under UK Generally Accepted Accounting Practice ("UK GAAP").
2. All revenue and capital items in the Income Statement derive from continuing
operations.
3. The Company has only one class of business and derives its income from
investments made in shares, securities and bank deposits.
4. The comparative figures are in respect of the six-month period ended 31 July
2010 and the year ended 31 January 2011 respectively.
5. Dividends
Six months ended Year ended
31 July 2011 31 Jan 2011
Date Per share Revenue Capital Total Total
pence GBP'000 GBP'000 GBP'000 GBP'000
Paid in year
'C' Shares
2010 Final 30 Jul 10 5.0p - - - 359
2011 Final 15 Jul 11 5.0p 144 215 359 -
--------- --------- ------- ------------
144 215 359 359
'D' Shares
2011 interim 26 Nov 10 2.5p - - - 250
2011 Final 15 Jul 11 2.5p 150 100 250 -
--------- --------- ------- ------------
150 100 250 250
No dividends have been paid or declared in respect of the 'A' Shares or 'E'
Shares.
6. Basic and diluted return per share
'C' 'A' 'D' 'E'
Shares Shares Shares Shares
Revenue return per share based on:
Net revenue after taxation ( GBP'000) 53 - 190 -
Weighted average number of ordinary
shares in issue 7,173,376 10,760,064 9,994,109 14,994,862
Capital return/(loss) per share based
on:
Net capital gain for the financial - - (133) -
year ( GBP'000)
Weighted average number of ordinary
shares in issue 7,173,376 10,760,064 9,994,109 14,994,862
7. Net asset value per share
Shares Net asset value
in Issue
per share
GBP'000
Ordinary Shares 10,064,617 0.1p 5
'C' Shares 7,713,376 88.6p 6,352
'A' Shares 10,760,064 0.1p 10
'D' Shares 9,994,109 91.6p 9,152
'E' Shares 14,994,862 0.1p 15
---------
15,534
8. Reserves
Capital redemption reserve Capital Revaluation
Special Revenue reserve - Reserve
reserve reserve realised
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
At 1 February 2011 5 15,795 89 - -
Issue of shares - - - - -
Share issue costs - - - - -
Net gains/(losses) on - - - - (133)
investments
Expenses capitalised - - - - -
Distributions paid - - (294) (315) -
Transfer between reserves - (315) - 315 -
Retained net revenue for - - 243 - -
the year
----------------------------------------------------------------------
At 31 July 5 15,480 38 - (133)
2011
The Special reserve, Capital reserve-realised and Revenue reserve are all
distributable reserves. The Revaluation reserve includes losses of GBP133,000
which are included in the calculation of distributable reserves. Total
distributable reserves are GBP15,385,000.
9. The unaudited condensed financial statements set out herein do not constitute
statutory accounts within the meaning of Section 434 of the Companies Act 2006
and have not been delivered to the Registrar of Companies. The figures for the
year ended 31 January 2011 have been extracted from the financial statements for
that year, which have been delivered to the Registrar of Companies; the
auditors' report on those financial statements was unqualified.
10. The Directors confirm that, to the best of their knowledge, the half-yearly
financial statements have been prepared in accordance with the "Statement: Half-
Yearly Financial Reports" issued by the UK Accounting Standards Board and the
half-yearly financial report includes a fair review of the information required
by:
(a) DTR 4.2.7R of the Disclosure and Transparency Rules, being an indication of
important events that have occurred during the first six months of the financial
year and their impact on the condensed set of financial statements, and a
description of the principal risks and uncertainties for the remaining six
months of the year; and
(b) DTR 4.2.8R of the Disclosure and Transparency Rules, being related party
transactions that have taken place in the first six months of the current
financial year and that have materially affected the financial position or
performance of the entity during that period, and any changes in the related
party transactions described in the last annual report that could do so.
11. Copies of the unaudited half-yearly report will be sent to Shareholders
shortly. Further copies can be obtained from the Company's Registered Office or
will be available for download from www.downing.co.uk.
This announcement is distributed by Thomson Reuters on behalf of
Thomson Reuters clients. The owner of this announcement warrants that:
(i) the releases contained herein are protected by copyright and
other applicable laws; and
(ii) they are solely responsible for the content, accuracy and
originality of the information contained therein.
Source: Downing Planned Exit VCT 3 PLC via Thomson Reuters ONE
[HUG#1551293]
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