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REG - Chelverton Grwth Tst - Half-year Report <Origin Href="QuoteRef">CHLV.L</Origin>

RNS Number : 9632B
Chelverton Growth Trust PLC
07 April 2017

Chelverton Growth Trust PLC

Half Yearly Report

For the six months ended 28 February 2017

The Directors announce the unaudited Half Yearly Report for the period 1 September 2016 to 28 February 2017.

Investment objective and policy

The Company's objective is to provide capital growth through investment in companies listed on the Official List and traded on the Alternative Investment Market ("AIM") with a market capitalisation at the time of investment of up to 50 million, which the Manager believes to be at a "point of change". The Company will invest in unquoted investments where it is believed that there is a likelihood of the shares becoming listed or traded on AIM or the investee company being sold. Its investment objective is to increase the net asset value per share at a higher rate than other quoted smaller company trusts and the MCSI Small Cap UK Index.

It is the Company's policy not to invest in any listed investment companies (including listed investment trusts).

Investmentstrategy

Investments are selected for the portfolio only after extensive research which the Investment Manager believes to be key. The whole process through which equity must pass in order to be included in the portfolio is very rigorous. Only a security where the Investment Manager believes that the price will be significantly higher in the future will pass the selection process. The Investment Manager believes the key to successful stock selection is to identify the long-term value of a company's shares and to have the patience to hold the shares until that value is appreciated by other investors. Identifying long-term value involves detailed analysis of a company's earnings prospects over a five-year time horizon.

The Company's Investment Manager is Chelverton Asset Management Limited, an independent investment manager focusing exclusively on achieving returns for investors based on UK investment analysis of the highest quality. The founder and employee owners of Chelverton include experienced investment professionals with strong investment performance records who believe rigorous fundamental research allied to patience is the basis of long-term investment success.

Chairman's Report

Your Company has made good progress in the first six months of the current year with the Net Asset Value per share rising from 62.53p to 74.89p, an increase of 19.8%, outperforming the benchmark indices.

Over the same period, the AIM All-share index rose by 14.6% whilst the Company's comparative index, the MSCI Small Cap UK index rose by 6.1%. The share price decreased from 82p to 75p in line with its historic relationship to Net Asset Value.

The half-year results were achieved against a background of economic and political uncertainty. The biggest issue in the world of politicians and commentators is the imminent negotiation of the United Kingdom's exit from the European Union on the best mutual terms for the United Kingdom and our fellow Europeans. The companies in which we are invested sell approximately 85% of their goods and services within the UK, with only 5% going to the European Union. Apart from the fluctuations in currency rates, they do not consider the eventual leaving of the EU a material day to day business concern.

In the past six months, in line with our new direction, we have liquidated holdings in Alliance Pharma, LPA Group and Northbridge Industrial Services in their entirety. The holding in Petards was reduced following a sharp increase in its share price resulting from a good stream of contract wins. Petards, is a UK manufacturer supplying the rail industry, and has strong potential going forward. The portfolio is thus becoming concentrated in a smaller number of holdings. The investment in Anaxsys was reduced to nil as it has restructured its business and now licences the intellectual property it has created and owns. Until it receives a royalty payment it is considered prudent to reduce the value to nil. On the positive side, other unquoted holdings made good progress leading to increased valuations for Transflex Vehicle Rental and Chelverton Asset Management, the investment managers of this fund.

Your fund held a shareholding in Parmenion which was sold last year to Aberdeen Asset Management plc. An initial payment was received at completion, in addition we could be entitled to a further sum, subject to the performance of the business. The maximum amount of this further payment is capped at 673,652. Based upon its current expectation, the Board has put a value in these accounts of 350,000 additional consideration.

The fund took up its rights in a placing made by CEPS plc, an AIM trading holding company for a number of specialist niche businesses. The fund now owns 21.2% of this company.

Whilst Shareholders are aware that it is the Board's ongoing intention to return funds to Shareholders by way of annual tenders these can only be carried out in a meaningful and cost effective manner when the fund has significant cash resources. At the moment the Company is largely fully invested and so the eighth tender offer will be delayed until significant sums have been realised from one or more investments.

Looking through to the second half of the year, and onwards, the economic and political agenda is going to be dominated by the daily reporting of the negotiations to leave the European Union. For investors in this fund, the state of the UK economy is far more relevant. The sentiment of the so called "experts" is that the UK economy will continue to grow steadily into the future and, as the European Union itself starts to exhibit signs of increasing growth this will only serve to help. The Board therefore feels that the portfolio will continue to make good progress.

Kevin Allen

Chairman

7 April 2017

Interim management report

The important events that have occurred during the period under review and the key factors influencing the financial statements are set out in the Chairman's Report. The Board considers that the principal risks and uncertainties facing the Company remain the same as those disclosed in the Annual Report for the year ended 31 August 2016 on pages 11 and 12 and pages 48 to 50. These risks include, but are not limited to, market risk, discount volatility risk, regulatory risk, financial risk and liquidity risk.

Responsibilitystatement

The Directors are responsible for preparing the unaudited Half Yearly Report in accordance with applicable law and regulations. The Directors confirm that to the best of their knowledge:

The condensed set of financial statements for the six months to 28 February 2017, has been prepared in accordance with FRS 104 "Interim Financial Reporting", gives a fair view of the assets, liabilities, financial position and profit of the Company; and

this Half Yearly Report includes a fair review of the information required by;

rule 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

rule 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 Company during that period; and any changes in the related party transactions described in the last Annual Report that could do so.

ThisHalfYearlyReportwasapproved bytheBoard ofDirectorson 7 April2017 and the above responsibility statement was signed on its behalf by Kevin Allen, Chairman.

Portfolioreview

asat28February2017

TheCompany'sportfolioissetoutbelow.

Investment

Sector

Valuation

% of



'000

total




portfolio

AIM traded








CEPS

Support Services

981

21.3

Trading holding company for a number of companies supplying services and products







Lombard Risk Management

Computer & Software Services

234

5.1

Lombard Risk is one of the world's leading providers of collateral management, liquidity analysis and regulatory compliance software to financial organisations







MTI Wireless Edge

Technology Hardware & Equipment

152

3.3

Developer and manufacturer of sophisticated antennas and antenna systems







Petards Group

Support Services

405

8.8

Development, provision and maintenance of advance security systems and related services







Plutus Powergen

Flexible Energy Supply

767

16.7

Providers of management infrastructure and expertise to operate power plants and provide flexible electricity generation







Touchstar*

Technology Hardware & Equipment

563

12.2

Software systems for warehousing and distribution







Universe Group

Support Services

53

1.2

Provision of credit fraud prevention, loyalty and retail systems







*Formerly Belgravium Technologies








Nasdaq Traded








One Horizon Group

Support Services

40

0.9

Provider of mobile satellite communications equipment and airtime







Unquoted








Airways Engineering

Support Services



Ordinary B Shares


-

-

Loan Stock


-

-

Commercial aviation maintenance







Anaxsys Technology

Healthcare Equipment & Services

-

-

A medical device company for patient monitoring and screening






Chelverton Asset Management Holdings

Support Services

159

3.5

Investment management, including providing services to Chelverton Growth Trust Plc







La Salle Education

Support Services

-

-

A UK based company dedicated to improving mathematics education.







Main Dental

Support Services



Ordinary B Shares


138

3.0

Loan Stock


-

-

Operator of dental surgeries







Pedaling Forth

General Retailers

150

3.3

Internet retailer of cycling clothing for women






Security Research Group

Support Services

52

1.1

Leading provider of Local Authority residential property searches; provision of packaging solutions







Transflex Vehicle Rental

Support Services

902

19.6

Light commercial vehicle rental







Portfolio valuation


4,596

100.0

Portfolioholdings


28 February 2017

31 August 2016


Valuation

% of

total

Valuation

% of total

Investment

'000

portfolio

'000

portfolio











CEPS

981

21.3

614

15.6

Transflex Vehicle Rental

902

19.6

902

23.0

Plutus Powergen

767

16.7

400

10.2

Touchstar*

563

12.2

406

10.4

Petards Group

405

8.8

335

8.5

Lombard Risk Management

234

5.1

201

5.1

Chelverton Asset Management Holdings

159

3.5

141

3.6

MTI Wireless Edge

152

3.3

165

4.2

Pedalling Forth

150

3.3

150

3.8

Main Dental

138

3.0

175

4.5

Universe Group

53

1.2

73

1.9

Security Research Group

52

1.1

52

1.3

One Horizon Group

40

0.9

84

2.1

Alliance Pharma **

-

-

49

1.3

LPA Group **

-

-

123

3.1

Northbridge Industrial Services **

-

-

32

0.8

Anaxsys Technology

-

-

23

0.6

Airways Engineering

-

-

-

-

La Salle Education

-

-

-

-






Total

4,596

100.0

3,925

100.0






* Formerly Belgravium Technologies





** Sold during the period

Portfoliobreakdownbysector andbyindex

Sector distribution

% of total

Support Services

59.4

Flexible Energy Supply

16.7

Technology Hardware & Equipment

15.5

Software & Computer Services

5.1

General Retailers

3.3



Index distribution

% of total

AIM

68.6

Unquoted

30.5

Nasdaq

0.9

Incomestatement(unaudited)forthesixmonthsto28February2017


Six months to

Year to

Six months to


28 February 2017

31 August 2016

29 February 2016


Revenue

Capital

Total

Revenue

Capital

Total

Revenue

Capital

Total


'000

'000

'000

'000

'000

'000

'000

'000

'000

Gains on investments at fair value (note 4)

-

630

630

-

565

565

-

292

292

Income (note 2)

1

250

251

27

100

127

18

-

18

Investment management fee

(6)

(18)

(24)

(12)

(35)

(47)

(7)

(19)

(26)

Other expenses

(64)

(4)

(68)

(155)

(7)

(162)

(67)

(6)

(73)

Netreturn on ordinary activities before taxation

(69)

858

789

(140)

623

483

(56)

267

211

Taxation on ordinary activities

-

-

-

-

-

-

-

-

-

Net return on ordinary activities after taxation

(69)

858

789

(140)

623

483

(56)

267

211












Revenue

Capital

Total

Revenue

Capital

Total

Revenue

Capital

Total


pence

pence

pence

pence

pence

pence

pence

pence

pence

Return per Ordinary share*

(1.08)

13.45

12.37

(1.86)

8.26

6.40

(0.65)

3.14

2.49

The total column of this statement is the profit and loss account of the Company prepared in accordance with Financial Reporting Standards ("FRS"). The supplementary revenue return and capital return columns are prepared in accordance with the Statement of Recommended Practice issued in November 2014 by the Association of Investment Companies ("AIC SORP").

All revenue and capital items in the above statement derive from continuing operations.

A separate Statement of Other Comprehensive Income has not been prepared as all such gains and losses are included in the Income Statement.

The revenue column of the Income Statement includes all income and expenses. The capital column accounts for the realised and unrealised profit or loss on investments and 75% of the management fee and finance costs charged to capital.

* The return per Ordinary share is based on 6,377,088 (31 August 2016: 7,538,051; 29 February 2016: 8,501,650) shares, being the weighted average number of shares in issue during the period.

Statement of changes in equity(unaudited)

forthesixmonthsto28February2017


Called up share capital

'000

Sharepremiumaccount

'000

Specialreserve*

'000

Capitalreserve

'000

Capitalredemptionreserve

'000

Revenuereserve

'000

Total

'000

Six months to28February 2017

1September 2016

64

-

1,506

1,536

125

756

3,987

Netreturn after taxationfor theperiod

-

-

-

858

-

(69)

789

28 February2017

64

-

1,506

2,394

125

687

4,776









Year to 31 August 2016








1September 2015

86

2,674

-

913

103

896

4,672

Costs of shares purchased for cancellation under tender offer

(22)

-

(1,149)

-

22

-

(1,149)

Cancellation of share premium account

-

(2,674)

2,674

-

-

-

-

Costs of cancelling

share premium account

-

-

(19)

-

-

-

(19)

Netreturn after taxationfor the year

-

-

-

623

-

(140)

483

31 August 2016

64

-

1,506

1,536

125

756

3,987









Six months to29February 2016








1September 2015

86

2,674

-

913

103

896

4,672

Cancellation of share premium account

-

(2,674)

2,674

-

-

-

-

Costs of cancelling

share premium account

-

-

(19)

-

-

-

(19)

Netreturn after taxationfor theperiod

-

-

-

267

-

(56)

211

29 February2016

86

-

2,655

1,180

103

840

4,864

*The special reserve was created by the cancellation of the share premium account by order of the High Court on 20 January 2016. The special reserve can be used for the purchase of the Company's Ordinary shares.

Statement of financial position(unaudited)

asat 28February2017


As at28 February 2017

'000



As at31 August 2016

'000



As at29 February2016

'000

Fixedassets

Investments at fair value (note 4)

4,596



3,925



3,546

Currentassets

Debtors

353



6



13

Cash at bank

103



261



1,328


456



267



1,341

Creditors -amountsfallingduewithinone year

Creditors

(26)



(55)



(23)

Short-termloans (note 5)

(250)



(250)



-


(276)



(305)



(23)

Net current assets/(liabilities)

180



(38)



1,318

Debtors - amounts falling due after one year

-



100



-









Net assets

4,776



3,987



4,864

Sharecapital andreserves

Called up sharecapital

64



64



86

Special reserve

1,506



1.506



2,655

Capital reserve

2,394



1,536



1,180

Capital redemptionreserve

125



125



103

Revenuereserve

687



756



840

Equityshareholders'funds

4,776



3,987



4,864

Net asset valueper Ordinary share(note 6)

74.89p



62.53p



57.21p

Statementofcashflows(unaudited)

forthesixmonthsto28February2017


Six months to 28 February 2017


Year to 31 August 2016


Six months to29 February 2016


'000


'000


'000

Cash flows from operating activities







Net return on ordinary activities

789


483


211

Adjustment for:






Net capital return

(858)


(623)


(267)

Income credited to capital

250


100


-

Expenses charged to capital

(22)


(42)


(25)

Interest paid

5


11


9

(Decrease)/increase in creditors

(29)


27


(5)

Increase in debtors

(247)

(97)

(4)

Cash used in operations

(112)


(141)


(81)

Cash flows from investing activities

Purchaseof investments

(444)


(420)


(50)

Salesof investments

403


2,082


1,818

Net cash (used in)/frominvesting activities

(41)


1,662


1,768

Cash flows from financing activities

Costof sharespurchased for cancellationunder tender offer

-


(1,149)


-

Costs of cancelling share premium account

-


(19)


(19)

New loans advanced

-


300


50

Capital repayment of loans

-


(450)


(450)

Interest paid

(5)


(11)


(9)

Net cashused in financing activities

(5)


(1,329)


(428)







Net (decrease)/increase incash

(158)


192


1,259

Cash at the beginning of the period

261


69


69

Cash at the end of the period

103


261


1,328

1. ACCOUNTING POLICIES

Statement of compliance

The Company's Financial Statements fortheperiodended28February2017have been prepared under UK Generally Accepted Accounting Practice (UK GAAP) and the 2014 Statement of Recommended Practice, 'Financial Statements of Investment Trust Companies and Venture Capital Trusts' ('the SORP') issued by the Association of Investment Trust Companies.

The financial statements have been prepared in accordance with the accounting policies set out in the statutory accounts for the year ended 31 August 2016.

Financial information

The financial information contained in this report does not constitute statutory accounts as defined in Section 434 of the Companies Act 2006. The financial information for the period ended 28 February 2017 and 29 February 2016 have not been audited or reviewed by the Company's Auditor pursuant to the Auditing Practices Board guidance on such reviews. The information for the year to 31 August 2016 has been extracted from the latest published Annual Report and Financial Statements, which have been lodged with the Registrar of Companies, contained an unqualified auditors' report and did not contain a statement required under Section 498 (2) or (3) of the Companies Act 2006.

Going concern

The Company's assets consist mainly of equity shares in companies which, in most circumstances are realisable within a short timescale. The Directors believe that the Company has adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the accounts.

2 Income

Six months to

Year to

Six months to

28 February 2017

31 August 2016

29 February 2016

'000

'000

'000

Income from investments

Income from LLP investments

250

115

15

UK net dividend income

1

12

3




Total income

251

127

18

3 Taxation

The tax charge for the six months to 28 February 2017 is nil (year to 31 August 2016: nil;six months to 29 February 2016: nil).

The Company has an effective tax rate of 0% for the year ending 31 August 2017. The estimated effective tax rate is 0% as investment gains are exempt from tax owing to the Company's status as an Investment Trust and there is expected to be an excess of management expenses over taxable income.

4 Investments

28 February

31 August

29 February

2017

2016

2016

AIM

Unquoted

NASDAQ

Total

Total

Total

'000

'000

'000

'000

'000

'000

Opening book cost

3,155

1,612

166

4,933

4,695

4,695

Opening investment holding (losses)/gains

(757)

(169)

(82)

(1,008)

327

327

2,398

1,443

84

3,925

5,022

5,022

Movements in the period:

Purchases at cost

444

-

-

444

420

50

Sales proceeds

(403)

-

-

(403)

(2,082)

(129)

Gains on sales

213

-

-

213

1,900

1,689

Movement in investment holding gains/(losses)

503

(42)

(44)

417

(1,335)

(3,086)

Closing valuation

3,155

1,401

40

4,596

3,925

3,546

Closing book cost

3,409

1,612

166

5,187

4,933

4,616

Closing investment holding (losses)/gains

(254)

(211)

(126)

(591)

(1,008)

(1,070)

Closing valuation

3,155

1,401

40

4,596

3,925

3,546

Analysis of capital gains and losses

Realised gains on sales

213

-

-

213

1,900

1,689

Movement in fair value of investments

503

(42)

(44)

417

(1,335)

(1,397)

716

(42)

(44)

630

565

292

Fair value hierarchy

In accordance with FRS 102 and FRS 104 the Company must disclose the fair value hierarchy of financial instruments.

The fairvaluehierarchyconsists of the following threeclassifications:

Classification A - Quoted prices in active markets for identical assets or liabilities.

Classification B - The price of a recent transaction for an identical asset, where quoted prices are unavailable.

Classification C -Inputsfor the asset or liabilitythatarebased on observablemarket data and unobservable market data, to estimate what the transaction price would have been on the measurement data in an arm's length exchange motivated by normal business considerations.

Details of the Company's financial instruments are shown in the Portfolio Review including financial instruments which fall into level C shown under the section heading "Unquoted". A summary reconciliation of the fair value movements of level C investments is shown in the table above.

Financial assets at fair value through profit or loss;


Classification A

Classification B

Classification C

Total


'000

'000

'000

'000

At 28 February 2017





Equity investments

3,195

-

1,401

4,596

Total

3,195

-

1,401

4,596

At 31 August 2016





Equity investments

2,482

-

1,443

3,925

Total

2,482

-

1,443

3,925

At 29 February 2016





Equity investments

2,541

-

1,005

3,546

Total

2,541

-

1,005

3,546

5 Short term loans

On 17 June 2016 the Company entered in to a 250,000 loan agreement with Jarvis Investment Management Limited. Interest is payable monthly in arrears at the rate of 4.5% above the Bank of England base rate.

At the period end 250,000 is outstanding of which 125,000 was drawn down on 17 June 2016 and 125,000 on 8 August 2016. The loan is secured on the assets of the Company and is repayable on demand.

6 Netassetvalue

The basic net asset value per Ordinary share is based on net assets of 4,776,000 (31 August 2016: 3,987,000; 29 February 2016: 4,864,000) and on 6,377,088 Ordinary shares (31 August 2016: 6,377,088; 29 February 2016: 8,501,650) being the number of Ordinary shares in issue at the period end. No shares are held in Treasury.

7 Relatedpartytransactions

Under the terms of the agreement dated 28 June 2001, the Company has appointed Chelverton Asset Management Limited to be the Investment Manager. Mr Horner, a Director of the Company, is also a director of Chelverton Asset Management Limited and chairman of CEPS PLC, in which the Company holds an investment as set out above.Mr Martin is the Chairman of Touchstar plc in which the Company holds an investment as set out above.

At 28 February 2017 there was 4,200 (31 August 2016: 3,500; 29 February 2016: 4,000) payable to the Investment Manager.

The three Directors also have individual holdings in Chelverton Asset Management Holdings, a company which has Mr Horner as a director and which the Company also has a direct holding. The Directors' holdings are detailed below.


Loan stock held

Percentage of

loan stock held

Ordinary shares held

Percentage of ordinary shares held


'000

%

'000

%

K J Allen

-

-

1

1

D A Horner

615

96

56

56

I P Martin

-

-

2

2

The Company holds 2,000 shares in Chelverton Asset Management Limited representing 2% of the voting rights.

Directors and Advisers


Directors

Registrars and Transfer Office

Kevin Allen (Chairman)

Share Registrars Limited

David Horner

The Courtyard

Ian Martin

17 West Street


Farnham


Surrey GU9 7DR


Tel: 01252 821 390


www.shareregistrars.uk.com



Investment Manager

Auditors

Chelverton Asset Management Limited

Hazlewoods LLP

111 Laura Place

Windsor House

Bath BA2 4BL

Bayshill Road

Tel: 01225 483 030

Cheltenham GL50 3AT



Secretary and Registered Office

Custodian and Banker

ISCA Administration Limited

Jarvis Investment Management Limited

Suite 8, Bridge House

78 Mount Ephraim

Courtenay Street

Royal Tunbridge Wells TN4 8BS

Newton Abbot

Tel: 01892 510 515

Devon TQ12 2QS


Tel: 01392 487 056


Email: cgw@iscaadmin.co.uk




Information about the Company can be obtained at the Investment Manager's website at www.chelvertonam.com. Neither the contents of the manager's website nor the contents of any website accessible from hyperlinks on this announcement (or any other website incorporated into, or forms part of this announcement.

AninvestmentcompanyasdefinedunderSection833oftheCompaniesAct2006.

REGISTEREDINENGLANDNo 2989519



This information is provided by RNS
The company news service from the London Stock Exchange
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