REG-British & American Investment Trust Plc: Annual Financial Report
30/04/2026 11:30
British & American Investment Trust PLC
Annual Financial Report for the year ended 31 December 2025
Registered number: 00433137
Directors Registered office
David G Seligman (Chairman) Wessex House
Jonathan C Woolf (Managing Director) 1 Chesham Street
Alex Tamlyn (Non-executive) Telephone: 020 7201 3100
Julia Le Blan ( Non-executive and Chair of the Audit Committee) Registered in England
No.00433137
29 April 2026
This is the Annual Financial Report as required to be published under DTR 4 of
the UKLA Listing Rules.
Financial Highlights
For the year ended 31 December 2025
2025 2024
Revenue Capital Total Revenue Capital Total
return return return return
£000 £000 £000 £000 £000 £000
(Loss)/profit before tax – realised (265) (2,236) (2,501) 438 (690) (252)
(Loss)/profit before tax – unrealised - (1,169) (1,169) - 2,270 2,270
__________ __________ __________ __________ __________ __________
(Loss)/profit before tax – total (265) (3,405) (3,670) 438 1,580 2,018
__________ __________ __________ __________ __________ __________
Earnings per £1 ordinary share – basic* (2.35)p (13.62)p (15.97)p 0.49p 6.32p 6.81p
__________ __________ __________ __________ __________ __________
Earnings per £1 ordinary share – diluted* (2.35)p (13.62)p (15.97)p 0.49p 4.51p 5.87p
__________ __________ __________ __________ __________ __________
Net assets 2,310 5,953
__________ __________
Net assets per ordinary share
– deducting preference shares 7p 17p
at fully diluted net asset value**
__________ __________
– diluted 7p 17p
__________ __________
Diluted net asset value per ordinary share at 22 April 2026 8p
__________
Dividends declared or proposed for the period:
per ordinary share
– interim paid 0.0p 1.75p
– final proposed 0.0p 0.0p
per preference share 0.0p 1.75p
*Calculated in accordance with International Accounting Standard 33
‘Earnings per Share’. The cumulative convertible non-redeemable preference
shares are anti-dilutive relating to the calculation of diluted EPS on the
revenue return and capital return (Note 3).
**Basic net assets are calculated using a value of fully diluted net asset
value for the preference shares.
Chairman’s Statement
I report our results for the year ended 31 December 2025.
Revenue
The loss on the revenue account before tax amounted to £0.3 million (2024:
£0.4 million profit). This loss compared to the profit in the previous year
is due to the lower level of dividends received from our subsidiary company.
Dividends received from our subsidiary company have in previous years arisen
from film income and gains related to our US investments, the latter of which
were not available in the current year.
Gross revenues totalled £0.1 million (2024: £0.9 million). In addition, film
income of £117,000 (2024: £112,000) was received in our subsidiary company.
In accordance with IFRS10, this income stream is not included within the
revenue figures noted above because consolidated financial statements are not
prepared.
The total return before tax, comprising revenue and capital return, amounted
to a loss of £3.7 million (2024: £2.0 million profit), representing net
revenue of £0.3 million loss, a realised loss of £2.2 million and an
unrealised loss of £1.2 million. The revenue loss per ordinary share was 2.3p
(2024: 0.5p earnings) on an undiluted basis.
During the year, steps have been taken to reduce substantially the running
costs of the company to respond to current circumstances. As a result,
general costs have been reduced by approximately 25 percent in the current
year and this reduction will be taken forward into future years.
Net Assets and Performance
Net assets at the year end were £2.3 million (2024: £6.0 million), a
decrease of 61.2 percent. This compares to an increase in the FTSE 100 index
of 21.5 percent and to an increase in the UK All Share index of 19.8 percent
over the period. With no dividends paid during the year, the total return on
assets is the same.
While representing a slight improvement from the interim stage, these results
are most disappointing, particularly after the out-performance of 35 percent
in the previous year, and are due entirely to the large and unexpected fall of
65 percent in the value of our largest US investment Geron Corporation in the
first half of the year. This fall was exacerbated by significant weakness in
the US dollar, which fell by 7.5 percent against sterling during the year. By
contrast, the value of our second largest US investment, Lineage Cell
Therapeutics increased by over 200 percent over the year.
As set out in the interim report, the large and unexpected fall in Geron’s
share price which occurred in February 2025 came after the FDA had granted
approval of its haematological cancer drug, Rytelo, the company’s first such
approval, in the previous year and the commencement of sales in the second
half of 2024. The immediate cause of the fall was static quarterly sales over
the 2024 Christmas period, considered a disappointing result from a newly
launched product, which unnerved the market.
The long-serving CEO left the company soon afterwards to be replaced by a new
and highly experienced CEO in the third quarter. A major re-calibration of
the sales team and strategy was implemented in the second half with a view to
re-invigorating sales and achieving break even in 2026. Most importantly, as a
result of these changes, the company felt able for the first time to issue a
sales forecast for 2026 which called for a current year increase in sales of
approximately 30 percent. While Geron’s share price did not recover
appreciably during the past year, the current year sales forecast as recently
re-confirmed by the company could be expected, using standard market valuation
metrics, to result in a significant re-rating of the stock to over twice its
current valuation when applied even to the lower end of the sales projections
range. More detailed comments on the performance and valuation of Geron are
set out in the Managing Director's report below.
The year 2025 and the opening months of 2026 have been a time of significant
upheaval, bringing turbulence to financial, trade and commodity markets alike
and to global affairs and geopolitics generally. The underlying factors
giving rise to this upheaval can be summed up in three words: Volatility,
Resilience and Re-Alignment.
The volatile character and erratic decision-making of the current US
President, un-checked by a compliant cabinet and a seemingly powerless
Congress, has translated into periods of substantial volatility and
instability in markets over the period.
This was initially seen in financial and trade markets in the second and third
quarters of 2025 following the ‘Liberation Day’ imposition of ultra-high
and indiscriminate international trade tariffs by the USA on 2nd April. The
subsequent chaotic and partial reversal of these unrealistic tariffs over the
following months only served to exacerbate and extend this volatility into the
remainder of the year.
Equity markets had entered 2025 with ongoing strength as interest rates
world-wide continued their downward path. However, this strength began to be
steadily eroded in the early months of the year following the inauguration of
the new President in January, declining by 7.5 percent in the USA in the first
quarter. The markets were then severely tested by the tariff announcement in
April, causing equity markets to fall almost immediately by a further 11
percent in the USA and by 12 percent in the UK.
However, these falls were quickly reversed as the tariffs themselves were
substantially reduced. Equity markets in the US – and even in the UK
despite its growing domestic problems – then continued their upward
trajectory, finishing the year with gains of 20 percent. It should be noted,
however, that much of this upward movement, particularly in the US market, was
attributable to those high growth businesses, the so-called ‘Magnificent
7’, involved in artificial intelligence programming and associated
industries. This effect lasted through to the fourth quarter when some of
these companies began to lose favour as the market started to appreciate the
huge scale of their investment programmes.
This strength in equities continued despite the numerous politically-motivated
and unpredictable initiatives emanating from the White House over the second
half of 2025, such as the regime-changing attack on Venezuela, US territorial
aspirations towards Canada and Greenland, a seemingly acquiescent attitude to
Russia’s territorial designs on Ukraine and the vehement US criticism and
even potential abandonment of NATO. All of which had the increasing effect
of undermining the USA's credibility and respect internationally and
contributed to a significant weakening of the US dollar index, which fell by
10 percent over the year.
Moving into 2026, the outbreak of hostilities between the USA and Iran in
February of this year has so far only served to repeat the pattern from 2025,
with financial markets falling sharply on the event and then reacting
erratically in response to the daily pronouncements and unpredictable actions
of the US President as this unpopular war has unfolded.
On this particular occasion, however, volatility has additionally spread to
the commodities markets as a significant portion of global oil supply has been
interrupted by the closure of the Strait of Hormuz. With the outcome of the
war still unclear, the volatility in the oil price, which has risen to levels
not seen since the Russian invasion of Ukraine in 2022, continues. In the
absence of a quick re-establishment of shipments through the Persian Gulf and
given the damage already inflicted on energy infrastructure in the Gulf and
the
associated production of downstream products, a significant reduction in
global supply of crude oil and refined products over the longer term is in
prospect, potentially resulting in price increases not seen since the oil
embargo of 1973, when the oil price quadrupled compared to the less than
doubling seen so far in the current crisis.
As has recently been noted in a special report by the IMF, any long-term and
substantial increase in energy and derivative products prices caused by this
war is likely to put significant downward pressure on global growth going
forward, with the inevitable accompanying negative effects on financial
markets and investment. The IMF also noted that the UK was particularly
vulnerable to these pressures, not just because of the UK’s reliance on
imported energy but because of the generally weak position of the UK’s
economy in terms of growth, borrowing costs and tax burden, the political
causes of which were examined in some detail in our interim statement.
Associated with these financial and commodity market upheavals has been the
political and strategic reaction to the erratic and in many cases
unprecedented policy decisions made by the current US administration since its
inauguration.
Many countries, particularly the long-term allies of the USA in the
West, have begun to realise that the return of American isolationism has
edged out the age of American exceptionalism and that they must therefore
become more prepared for a world and challenges without American support.
This has started a major process of political, strategic and indeed financial
re-alignment throughout the world which is likely to have long-lasting and
consequential geopolitical and strategic effects. What this re-alignment
might lead to over time is impossible to predict, but given the great
disappointment and shock felt by many countries at this unprecedented and
counter-productive shift in US domestic and global policy, such countries are
unlikely to want to rely on an eventual change in American administration
and policy to return the West to the status quo ante, when unrivalled
American power – both hard and soft - and a competitive but rational and
forward-looking engagement with the rest of the world was instrumental in
producing the long era of prosperity, relative peace and well-being which the
developed world has enjoyed over the many decades since the Second World
War.
Dividend
As a result of the large and unexpected decline in the market value of our
largest investment in 2025, we will not pay an interim or final dividend for
the year. We intend to resume the payment of dividends upon the return of
valuation levels closer to those prevailing in the previous year.
Recent events and outlook
Despite the continued and surprising resilience in equity markets over the
period, it will be evident from the remarks made above that the general
background to financial markets and investment has become even more turbulent,
uncertain and difficult to gauge than it has been for many years.
As previously noted in our interim report, the massive uncertainties caused by
the often outlandish and unpredictable initiatives emanating from the USA and
the many anti-business and economically disruptive policies being introduced
in both the USA and the UK, plus more recently with the outbreak of a regional
war in the Middle East with its seriously negative global implications, do not
bode well for ensuring the stable and predictive background in which
businesses can thrive and be profitable.
With respect to our own particular portfolio, given that our investments have
over the last year become concentrated on a specific sector, US biotechnology,
which has its own unique dynamic and particularly given the current
circumstances of the investments in question, it could be said that our
portfolio is somewhat less exposed to the general vicissitudes of the broader
market, as has indeed been seen over the last year. We remain convinced that
developments expected in both of our main US investments will bear fruit in
terms of increased value over the forthcoming period, enabling us to
re-establish a broader range of investments in the portfolio as market
conditions at the time permit.
As at 22 April 2026, our net assets had increased to £2.7 million, an
increase of 15.4 percent since the beginning of the calendar year. This is
equivalent to 7.6 pence per share (prior charges deducted at fully diluted
value) and 7.6 pence per share on a diluted basis. Over the same period the
FTSE 100 increased 5.5 percent and the All Share Index increased 5.1 percent.
David Seligman
29 April 2026
Managing Director's report
As noted above in the Chairman's statement, US and UK equity markets
demonstrated high levels of both volatility and resilience over the past
year. By year end, these markets had recovered their all time high levels
despite the plethora of the otherwise disruptive events and negative
conditions which prevailed over the period.
This can to some extent be explained by the weight of liquidity seeking a home
as interest rates and inflation continued to recede from their post-Covid
highs and the effects of the energy price shock following the Russian invasion
of Ukraine. Additionally, there was an unprecedented rush of investment into
AI related companies which drove up the indices and also into gold, the latter
increasing by 100 percent over the year in US dollar terms to never before
seen values as central banks, particularly in China, India and Brazil,
increased their holdings significantly as a counterweight to their US treasury
investments.
By contrast, the US dollar, US treasuries, UK gilts and the property sector
came under sustained pressure as medium to long-term interest rates reflected
the poor longer-term political and economic outlook of many Western countries
faced with stubborn levels of inflation, weak growth and growing government
debt and debt servicing burdens.
This was particularly the case in the UK as the misguided political, fiscal
and financial initiatives of the new Labour government continued to have a
negative impact on its vaunted ambitions to achieve sustained growth, reduce
inflation and observe fiscal rectitude. These policy mis-steps were detailed
in the interim statement and their combined effects have left the UK in a
weakened position to deal with the additional pressures now caused by the
hostilities in Iran, as the IMF has recently pointed out.
Despite this, however, the UK equity market remained firm over the year,
although it should be noted that while the UK FTSE 100 index of large
capitalisation companies - reflecting the activities of mainly international
companies with foreign earnings - grew by 20 percent in 2025, the FTSE 250
index of mid-capitalisation companies - which better represents the domestic
activities of UK companies - grew by the lower amount of 9 percent.
Reflecting this and the weak underlying condition of the UK economy and its
prospects, the pound sterling, while gaining by 10 percent against a weak US
dollar, lost 4 percent against the Euro over the year.
As the equity concentration of our portfolio has narrowed considerably with
the planned disposal last year of many of our UK-based stocks, the substantial
downward movement in the price of our largest US investment, Geron
Corporation, and also in the US dollar, has had a disproportionately negative
effect on the portfolio’s overall value, as previously noted in our interim
statement and in the Chairman's statement above. The 200 percent recovery
over the year in the share price of our second largest US investment, Lineage
Cell Therapeutics, when coupled with the 10 percent fall in the US dollar, was
not sufficient to prevent the large decline in the value of our portfolio
overall, as set out in the Chairman’s statement above. Since the year end,
however, the price of Geron has recovered by 17 percent with further advances
expected this year as the company’s sales start to reflect the increases
recently forecast by the company, as explained in more detail below.
Geron Corporation
Geron's share price fell by 75 percent in 2025 from the high levels achieved
in 2024 which reflected the solid and long-awaited progress achieved in that
year; namely, approval received from the FDA of its haematology drug,
Imetelstat (marketed as ‘Rytelo’), and the commencement of commercial
sales. The severe reversal in 2025 was quite unexpected and, as previously
explained in the interim statement, followed static sales in the Christmas
quarter of 2024 when such first year sales of a newly launched drug are
expected to follow a steadily rising pattern.
In response, the long-serving CEO departed, a new and experienced CEO was
appointed in the summer and a significant restructuring of the sales team and
its focus was carried out. Its aim was to enhance sales quickly and reduce
costs with a view to achieving break-even in the second half of 2026.
Additionally, and most importantly, the company for the first time issued a
sales forecast for 2026 which called for a current year increase in sales of
approximately 30 percent, the sort of early-year sales trajectory which a
newly released and ground-breaking drug would expect to enjoy.
Despite these substantial and forward-looking operational adjustments, the
company’s share price remained subdued during the year, valuing the company
significantly below its comparators when applying standard market sales-based
metrics to the sales actually achieved in the USA in the year, let alone
prospective sales expected to be generated in the current year, in line with
the recently announced sales forecasts. This sales-related market valuation
methodology applicable to such early-stage biotechnology company as Geron was
fully explained in our interim statement.
Furthermore, the current valuation also fails to take any account of a number
of the company’s other important value drivers. These include:
* expected
break-even this year,
* European
sales following EMEA approval in Europe last year. Although the commencement
of these sales has been delayed by the US administration’s recent imposition
of Most Favoured Nation rules on US drug company pricing, the management is
actively seeking European partners to collaborate with under this new regime
and an early access programme is already underway in Germany,
* a second
disease indication (MF - Myelofibrosis) currently in advanced Phase 3 trials
with a larger addressable market than the current disease indication currently
being commercialised (MDS - Myelodysplastic Syndrome),
* significant
levels of cash with little debt, and
* potential
interest from big pharma companies. The sector has seen considerably increased
levels of corporate activity over the recent year, not to address the
perennial issue of patent expiry but in response to widespread industry
concern caused by the damaging price and trade tariff changes introduced by
the White House.
Because of this current disconnect between market valuation and the underlying
value of the company’s sales and prospects, we fully expect the market to
re-rate the company in the near term, particularly if the first quarter
results to be announced next month confirm the trajectory of significantly
higher sales projected by the company for 2026. We are therefore committed
to retaining this investment until such time as its prior and indeed a
properly representative market value is realised. At which time, we will be
able to rebalance the portfolio back to a more traditional structure and
recommence the payment of dividends.
Feature film rights
In 2025, our film company subsidiary changed the basis valuation of its
feature film rights to reflect more accurately the market value of these
assets, in line with third-party professional valuations obtained in previous
years and re-confirmed in 2025.
Previously, these films and their long-term world-wide copyrights had been
valued using a financial proxy methodology based on historical revenues,
including discounted cash flow, comparable price earnings and market yield
calculations.
The resulting valuations using this method were considerably lower than the
valuation range determined by the professional valuation which captured not
only the income-based value noted above but also the open-market sale values
of both the films themselves and the ancillary value associated with the long
copyright world-wide rights to these titles, including for example valuable
feature film and TV series remake rights and licensing. Work is currently
ongoing to exploit these ancillary rights in relation to two titles.
As a result, an upward revaluation of these assets of £1.7 million has been
included in this year’s results to a level which itself has been
conservatively capped at a discount of approximately 40 percent to the low end
of the range determined by the professional valuation to take account of
uncertainty and the long time-frame involved in film making.
Jonathan Woolf
29 April 2026
I ncome statement
For the year ended 31 December 2025
2025 2024
Revenue Capital Total Revenue Capital Total
return return return return
£ 000 £ 000 £ 000 £ 000 £ 000 £ 000
Investment income (note 2) 106 - 106 939 - 939
Holding (losses)/gains on investments at fair value through profit or loss - (1,169) (1,169) - 2,270 2,270
Losses on disposal of investments at fair value through profit or loss - (1,033) (1,033) - (198) (198)
Losses on provision for liabilities and charges - (884) (884) - (254) (254)
Foreign exchange gains/(losses) 31 (164) (133) (7) 41 34
Expenses (373) (143) (516) (436) (246) (682)
________ ________ ________ ________ ________ ________
(Loss)/profit before finance costs and tax (236) (3,393) (3,629) 496 1,613 2,109
Finance costs (29) (12) (41) (58) (33) (91)
________ ________ ________ ________ ________ ________
(Loss)/profit before tax (265) (3,405) (3,670) 438 1,580 2,018
Tax 27 - 27 35 - 35
________ ________ ________ ________ ________ ________
(Loss)/profit for the year (238) (3,405) (3,643) 473 1,580 2,053
________ ________ ________ ________ ________ ________
Earnings per share
Basic - ordinary shares* (2.35)p (13.62)p (15.97)p 0.49p 6.32p 6.81p
________ ________ ________ ________ ________ ________
Diluted - ordinary shares* (2.35)p (13.62)p (15.97)p 0.49p 4.51p 5.87p
________ ________ ________ ________ ________ ________
The company does not have any income or expense that is not included in the
profit/(loss) for the year. Accordingly, the ‘(Loss)/profitfor the year’
is also the ‘Total Comprehensive Income for the year’ as defined in IAS 1
(revised) and no separate Statement of Comprehensive Income has been
presented.
The total column of this statement represents the Income Statement, prepared
in accordance with IFRS. The supplementary revenue return and capital return
columns are both prepared under guidance published by the Association of
Investment Companies. All items in the above statement derive from continuing
operations.
All profit and total comprehensive income is attributable to the equity
holders of the company.
*Calculated in accordance with International Accounting Standard 33
‘Earnings per Share’. The cumulative convertible non-redeemable preference
shares are anti-dilutive relating to the calculation of diluted EPS on the
revenue return and capital return.
Statement of changes in equity
For the year ended 31 December 2025
Share Capital Retained Total
capital reserve earnings
£ 000 £ 000 £ 000 £ 000
Balance at 31 December 2023 35,000 (30,709) 221 4,512
Changes in equity for 2024
Profit for the period - 1,580 473 2,053
Ordinary dividend paid (note 4) - - (437) (437)
Preference dividend paid (note 4) - - (175) (175)
________ ________ ________ ________
Balance at 31 December 2024 35,000 (29,129) 82 5,953
Changes in equity for 2025
Loss for the period - (3,405) (238) (3,643)
Ordinary dividend paid (note 4) - - - -
Preference dividend paid (note 4) - - - -
________ ________ ________ ________
Balance at 31 December 2025 35,000 (32,534) (156) 2,310
________ ________ ________ ________
Registered number: 00433137
Balance Sheet
At 31 December 2025
2025 2024
£ 000 £ 000
Non-current assets
Investments - at fair value through profit or loss 1,078 5,678
Investment in subsidiaries - at fair value through profit or loss 8,185 7,359
__________ __________
9,263 13,037
Current assets
Receivables 61 20
Derivatives - at fair value through profit or loss 1 11
Cash and cash equivalents 1 249
__________ __________
63 280
__________ __________
Total assets 9,326 13,317
__________ __________
Current liabilities
Trade and other payables 936 1,884
Bank credit facility 658 942
__________ __________
(1,594) (2,826)
__________ __________
Total assets less current liabilities 7,732 10,491
__________ __________
Non - current liabilities (5,422) (4,538)
__________ __________
Net assets 2,310 5,953
__________ __________
Equity attributable to equity holders
Ordinary share capital 25,000 25,000
Convertible preference share capital 10,000 10,000
Capital reserve (32,534) (29,129)
Retained revenue earnings (156) 82
__________ __________
Total equity 2,310 5,953
__________ __________
Approved: 29 April 2026
Cash flow statement
For the year ended 31 December 2025
Year ended 2025 Year ended 2024
£ 000 £ 000
Cash flows from operating activities
(Loss)/profit before tax (3,670) 2,018
Adjustments for:
Losses/(gains) on investments 3,086 (1,818)
Proceeds on disposal of investments at fair value through profit and loss 1,152 832
Purchases of investments at fair value through profit and loss (99) (236)
Interest received (52) (5)
__________ __________
Operating cash flows before movements in working capital 417 791
(Increase)/decrease in receivables (58) 331
Decrease in payables (68) (172)
__________ __________
Net cash from operating activities before interest 291 950
Interest paid (23) (67)
__________ __________
Net cash from operating activities 268 883
Cash flows from financing activities
Dividends paid on ordinary shares (137) (300)
Dividends paid on preference shares (95) (80)
__________ __________
Net cash used in financing activities (232) (380)
__________ __________
Net increase in cash and cash equivalents 36 503
Cash and cash equivalents at beginning of year (693) (1,196)
__________ __________
Cash and cash equivalents at end of year (657) (693)
__________ __________
Cash and cash equivalents 1 249
Bank credit facility (658) (942)
__________ __________
Cash and cash equivalents at end of year (657) (693)
__________ __________
Purchases and sales of investments are considered to be operating activities
of the company, given its purpose, rather than investing activities. Cash and
cash equivalents at year end shows net movement on the bank facility.
1 Basis of preparation and going concern
The financial information set out above contains the financial information of
the company for the year ended 31 December 2025. The company has prepared its
financial statements in accordance with UK-adopted international accounting
standards and with the requirements of the Companies Act 2006 as applicable to
companies reporting under those standards. The financial statements have also
been prepared as far as applicable and relevant to the company in accordance
with the Statement of Recommended Practice: Financial Statements of Investment
Trust Companies and Venture Capital Trusts (SORP), reissued in July 2022 by
the Association of Investment Companies (AIC).
The financial statements have been prepared on a going concern basis adopting
the historical cost convention except for the measurement at fair value of
investments, derivative financial instruments and subsidiaries.
The information for the year ended 31 December 2025 is an extract from the
statutory accounts to that date. Statutory company accounts for 2024, which
were prepared in accordance with UK-adopted international accounting
standards, have been delivered to the registrar of companies and company
statutory accounts for 2025, prepared under IFRS as adopted by the UK, will be
delivered in due course.
The auditors have reported on the 31 December 2025 year end accounts and their
report was unqualified and did not include references to any matters to which
the auditors drew attention by way of emphasis without qualifying their
reports and did not contain statements under section 498(2) or (3) of the
Companies Act 2006.
The directors, having made enquiries, consider that the company has adequate
financial resources to enable it to continue in operational existence for the
foreseeable future. Accordingly, the directors believe that it is appropriate
to continue to adopt the going concern basis in preparing the company's
accounts.
2 Income
2025 2024
£ 000 £ 000
Income from investments
UK dividends 12 263
Dividend from subsidiary - 578
_________ _________
12 841
Other income 94 98
_________ __________
Total income 106 939
_________ __________
Total income comprises:
Dividends 12 841
Other interest 93 96
Other income - settlement of US class action suit 1 2
_________ _________
106 939
_________ __________
Dividends from investments
Listed investments 5 263
Unlisted investments 7 578
_________ _________
12 841
_________ __________
During the year the company received a dividend of £nil (2024 - £578,000)
from a subsidiary which was generated from gains made on the realisation of
investments held by that company. As a result of the receipt of this dividend
a corresponding reduction was recognised in the value of the investment in the
subsidiary company.
During the year the company recognised £196,000 of a foreign exchange loss
(2024 – £48,000 gain) on the loan of $3,526,000 to a subsidiary. As a
result of this loss, the corresponding movement was recognised in the value of
the investment in the subsidiary company.
Under IFRS 10 the income analysis is for the parent company only rather than
that of the consolidated group. Thus, film revenues of £117,000 (2024 –
£112,000) received by the subsidiary British & American Films Limited are
shown separately in this paragraph.
3 Earnings per ordinary share
The calculation of the basic (after deduction of preference dividend) and
diluted earnings per share is based on the following data:
2025 2024
Revenue Capital Total Revenue Capital Total
return return return return
£ 000 £ 000 £ 000 £ 000 £ 000 £ 000
Earnings:
(Loss)/profit after tax (238) (3,405) (3,643) 473 1,580 2,053
Cumulative convertible non-redeemable preference shares dividend (350) - (350) (350) - (350)
________ _________ _________ ________ _________ _________
Adjusted (loss)/profit after tax (588) (3,405) (3,993) 123 1,580 1,703
________ _________ _________ _________ _________ _________
Weighted average number of ordinary shares Weighted average number of ordinary shares
‘000 ‘000 ‘000 ‘000 ‘000 ‘000
Basic 25,000 25,000 25,000 25,000 25,000 25,000
Diluted 35,000 35,000 35,000 35,000 35,000 35,000
Basic revenue, capital and total return per ordinary share is based on the net
revenue, capital and total return for the period after tax and after deduction
of dividends in respect of preference shares and on 25 million (2024: 25
million) ordinary shares in issue.
The diluted revenue, capital and total return is based on the net revenue,
capital and total return for the period after tax and on 35 million (2024: 35
million) ordinary and preference shares in issue.
*Calculated in accordance with International Accounting Standard 33
‘Earnings per Share’. The cumulative convertible non-redeemable preference
shares are anti-dilutive relating to the calculation of diluted EPS on the
revenue return.
4 Dividends
2025 2024
£ 000 £ 000
Amounts recognised as distributions to equity holders in the period
Dividends on ordinary shares:
Final dividend for the year ended 31 December 2024 of 0.00p (2023: 0.00p) per share - -
Interim dividend for the year ended 31 December 2025 of 0.00p - 437
(2024: 1.75p) per share
__________ __________
- 437
__________ __________
Proposed final dividend for the year ended 31 December 2025 of 0.00p (2024: 0.00p) per share - -
__________ __________
Dividends on 3.5% cumulative convertible preference shares:
Preference dividend for the 6 months ended 31 December 2024 of 0.00p (2023: 0.00p) per share - -
Preference dividend for the 6 months ended 30 June 2025 of 0.00p (2024: 1.75p) per share - 175
Preference dividend for the 6 months ended 31 December 2025 of 0.00p (2024: 0.00p) per share - -
__________ __________
- 175
__________ __________
We have set out below the total dividend payable in respect of the financial
year, which is the basis on which the retention requirements of Section 1158
of the Corporation Tax Act 2010 are considered.
Dividends proposed for the period
2025 2024
£ 000 £ 000
Dividends on ordinary shares:
Interim dividend for the year ended 31 December 2025 of 0.00p (2024: 1.75p) per share - 437
Proposed final dividend for the year ended 31 December 2025 of 0.00p (2024: 0.00p) per share - -
__________ __________
- 437
__________ __________
Dividends on 3.5% cumulative convertible preference shares:
Preference dividend for the 6 months ended 30 June 2025 of 0.00p (2024: 1.75p) per share - 175
Preference dividend for the 6 months ended 31 December 2025 of 0.00p (2024: 0.00p) per share - -
__________ __________
- 175
__________ __________
The non-payment in December 2019, December 2020, June 2022, December 2023,
December 2024, June 2025 and December 2025 of the dividend of 1.75 pence per
share on the 3.5% cumulative convertible preference shares, consequent upon
the non-payment of a final dividend on the Ordinary shares for the year ended
31 December 2019, for the year ended 31 December 2020, for the period ended 30
June 2022, for the year ended 31 December 2023, for the year ended 31 December
2024 and for the year ended 31 December 2025, has resulted in arrears of
£1,225,000 on the 3.5% cumulative convertible preference shares. These
arrears will become payable in the event that the ordinary shares receive, in
any financial year, a dividend on par value in excess of 3.5%.
5 Net asset values
Net asset
value per share
2025 2024
Ordinary shares £ £
Diluted 0.07 0.17
Undiluted 0.07 0.17
Net assets attributable
2025 2024
£ 000 £ 000
Total net assets 2,310 5,953
Less convertible preference shares at fully diluted value (660) (1,701)
__________ __________
Net assets attributable to ordinary shareholders 1,650 4,252
__________ __________
The undiluted and diluted net asset values per £1 ordinary share are based on
net assets at the year end and 25 million (undiluted) ordinary and 35 million
(diluted) ordinary and preference shares in issue.
Principal risks and uncertainties
The principal risks facing the company relate to its investment activities and
include market risk (other price risk, interest rate risk and currency risk),
liquidity risk and credit risk. The other principal risks to the company are
loss of investment trust status and operational risk. These will be explained
in more detail in the notes to the 2025 Annual Report and Accounts, but remain
unchanged from those published in the 2024 Annual Report and Accounts.
Post balance sheet event
In March 2026, the company entered into a £2.0 million unsecured loan
facility agreement with a related party Romulus Films Limited in repayment of
all amounts outstanding to Credit Suisse. The facility shall be available for
a term of five years and will be repayable in full on the last day of term or
earlier at the option of the borrower.
Related party transactions
The company rents its offices from Romulus Films Limited, and is also charged
for its office overheads.
The salaries and pensions of the company’s employees, except for the
non-executive directors and one employee are paid by Remus Films Limited and
Romulus Films Limited and are recharged to the company.
During the year the company entered into an investment transaction with BritAm
Investments Limited to sell stock for £561,000 (2024 – £nil).
At 31 December 2025 £4,977,779 (2024 – £4,983,221) was owed by British &
American Films Limited to Romulus Films Limited under an existing loan
agreement (general purpose facility agreement).
There have been no other related party transactions during the period, which
have materially affected the financial position or performance of the company.
Capital Structure
The company's capital comprises £35,000,000 (2024 – £35,000,000) being
25,000,000 ordinary shares of £1 (2024 – 25,000,000) and 10,000,000
non-voting convertible preference shares of £1 each (2024 – 10,000,000).
The rights attaching to the shares will be explained in more detail in the
notes to the 2025 Annual Report and Accounts, but remain unchanged from those
published in the 2024 Annual Report and Accounts.
The period from 1 January 2006 to 31 December 2025 (both inclusive) during
which the holders of the Non-Voting Preference Shares had the right to convert
all or any of the Non-Voting Preference Shares held by them into fully paid
Ordinary Shares at the rate of one New Ordinary Share for each Non-Voting
Preference Share has now ended.
In accordance with the company’s Articles of Association, any unconverted
Non-Voting Cumulative Preference Shares outstanding shall be re-designated as
Cumulative Non-Voting Preference Shares only. Accordingly, with effect from 31
December 2025, such shares became non-convertible but otherwise remain in
issue and are non-redeemable.
Directors’ responsibility statement
The directors are responsible for preparing the financial statements in
accordance with applicable law and regulations. The directors confirm that to
the best of their knowledge the financial statements prepared in accordance
with the applicable set of accounting standards, give a true and fair view of
the assets, liabilities, financial position and the profit/(loss) of the
company and that the Chairman’s Statement, Managing Director's Report and
the Directors’ report include a fair review of the information required by
rules 4.1.8R to 4.2.11R of the FCA’s Disclosure and Transparency Rules,
together with a description of the principal risks and uncertainties that the
company faces.
Annual General Meeting
This year’s Annual General Meeting has been convened for Friday 26 June 2026
at 12.15pm at Wessex House, 1 Chesham Street, London SW1X 8ND.
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