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Crown Place VCT PLC : Half-yearly Financial Report

Crown Place VCT PLC
LEI number: 213800SYIQPA3L3T1Q68

As required by the UK Listing Authority's Disclosure Guidance and Transparency Rule 4.2, Crown Place VCT PLC (the �Company�) today makes public its information relating to the Half-yearly Financial Report (which is unaudited) for the six months to 31 December 2021. This announcement was approved by the Board of Directors on 1 March 2022.

The full Half-yearly Financial Report for the period to 31 December 2021 will shortly be sent to shareholders and will be available on the Albion Capital Group LLP website by clicking www.albion.capital/funds/CRWN/31Dec21.pdf.��

Investment policy

The Company invests in a broad portfolio of smaller, unquoted growth businesses across a variety of sectors including higher risk technology companies. Investments take the form of equity or a mixture of equity and loans.

Whilst allocation of funds is determined by the investment opportunities which are available, efforts are made to ensure that the portfolio is diversified both in terms of sector and stage of maturity of investee businesses. Funds held pending investment or for liquidity purposes are principally held as cash on deposit.

Risk diversification and maximum exposures
Risk is spread by investing in a number of different businesses within venture capital trust qualifying industry sectors using a mixture of securities, as permitted. The maximum amount which the Company will invest in a single portfolio company is 15 per cent. of the Company's assets at cost thus ensuring a spread of investment risk. The value of an individual investment may increase over time as a result of trading progress and it is possible that it may grow in value to a point where it represents a significantly higher proportion of total assets prior to a realisation opportunity being available.

The Company's maximum exposure in relation to gearing is restricted to the amount of its adjusted share capital and reserves. The Directors do not have any intention of utilising long-term gearing.

Financial calendar

Record date for second interim dividend11 March 2022
Payment date of second interim dividend31 March 2022
Financial year end30 June 2022

Financial summary

Six months endedSix months endedYear ended
31 December 202131 December 202030 June 2021
(pence per share)(pence per share)(pence per share)
Opening net asset value34.7933.1433.14
Capital return/(loss)1.250.845.58
Revenue return/(loss)0.09(0.02)(0.03)
Total return1.340.825.55
Dividends paid (2.37)(2.83)(3.61)
Impact from share capital movements--(0.29)
Closing net asset value33.7631.1334.79

Shareholder return and shareholder value (pence per share)
Shareholder return from launch to April 2005:
Total dividends paid to 6 April 2005(i)24.93
Decrease in net asset value(56.60)
Total shareholder return to 6 April 2005(31.67)
Shareholder return from April 2005 to 31 December 2021
(period that Albion Capital has been investment manager):
Total dividends paid40.78
Decrease in net asset value(9.64)
Total shareholder return from April 2005 to 31 December 202131.14
Shareholder value since launch:
Total dividends paid to 31 December 2021(i)65.71
Net asset value as at 31 December 202133.76
Total shareholder value as at 31 December 202199.47

Notes

(i)������Prior to 6 April 1999, Venture Capital Trusts were able to add 20 per cent. to dividends and figures for the period up until 6 April 1999 are included at the gross equivalent rate actually paid to shareholders.

In addition to the dividends above, the Board has declared a second interim dividend for the year ending 30 June 2022 of 0.84 pence per share to be paid on 31 March 2022 to shareholders on the register on 11 March 2022. Further details on the dividends paid by the Company can be found at www.albion.capital/funds/CRWN under �Dividend History�.

Interim management report

Results
I am pleased to report that, for the six-month period to 31 December 2021, your Company achieved a total return of 1.34 pence per share, representing a 3.8% uplift on the opening net asset value.

Following the payment of dividends totalling 2.37 pence per share during the period, the net asset value as at 31 December 2021 was 33.76 pence per share (30 June 2021: 34.79 pence per share).

Portfolio review
The Company�s unrealised and realised gains amounted to �3.7 million for the six months to 31 December 2021. The key upward valuation movements in the period included: a �1.4 million uplift in Credit Kudos; a �0.6 million uplift in Radnor; and an uplift of �0.4 million in Elliptic. Against this, Concirrus was written down by �0.6 million.

During the period the Company sold its holding in MPP Global Solutions for �0.7 million, delivering 1.3 times return on cost. Innovation Broking Group was also sold for �0.3 million, which delivered a 10 times return on cost. Against this, we have realised a loss of �0.2 million on the investment in Xperiome, which unfortunately went into administration following the period end.

During the six month period, the Company deployed �1.8 million into qualifying investments (31 December 2020: �3.9 million). Further investments were made into existing portfolio companies to support their continuing growth, most notably: �1.0 million into Oviva, a technology enabled service business in medical nutritional therapy; �0.4 million into Elliptic which is a provider of Anti Money Laundering services to digital asset institutions; and �0.3 million into The Evewell which is an operator and developer of women�s health centres focusing on fertility.

Further details of the portfolio of investments can be found below.

Investment portfolio by sector
The chart at the end of this announcement illustrates the composition of the portfolio by industry sector as at 31 December 2021.

Dividends
In line with the variable dividend policy targeting an annual dividend yield of 5% on the prevailing net asset value, the first interim dividend for the current financial year of 0.87 pence per share, together with a special dividend of 1.50 pence per share, was paid on 30 November 2021. A second interim dividend of 0.84 pence per share will be paid on 31 March 2022 to shareholders on the register on 11 March 2022. The Board aims to maintain this level of annualised dividend distribution, in percentage terms, going forward, subject to the availability of cash resources and distributable reserves.

Dividends are paid free of tax to shareholders. Qualifying shareholders who elect to participate in the Dividend Reinvestment Scheme will be able, in respect of further dividends, to receive their dividends in the form of new shares rather than cash, which will entitle them to income tax relief at the current rate of 30% (new shares have to be held for at least five years to retain the tax relief). Further details of the Dividend Reinvestment Scheme can be found on the Company�s webpage on the Manager�s website at www.albion.capital/funds/CRWN.

Risks and uncertainties
The wide-reaching implications arising from the coronavirus (Covid-19) pandemic is the key risk facing the Company, including its impact on the UK and global economies. While many of our portfolio companies have shown remarkable growth and resilience during the pandemic, there are some underlying portfolio companies that continue to be adversely affected. The Manager is continually assessing the exposure to such risks for each portfolio company alongside its management, and appropriate mitigating actions, where possible, are being implemented.

Other risks and uncertainties remain unchanged and are as detailed in note 13. The Board considers that the processes for mitigating these risks remain appropriate.

Share buy-backs
It remains the Board�s primary objective to maintain sufficient resources for investment in existing and new portfolio companies and for the continued payment of dividends to shareholders. The Board�s policy is to buy back shares in the market, subject to the overall constraint that such purchases are in the Company�s interest, and it is the Board�s intention for such share buy-backs to be in the region of a 5% discount to net asset value, so far as market conditions and liquidity permit.

During the period, the Company bought back and held in treasury 2,332,510 shares at a total cost of �757,000, in-line with the share buy-back policy.

Transactions with the Manager
Details of the transactions that took place with the Manager in the period can be found in note 5.

Albion VCTs� Prospectus Top Up Offers
Your Board, in conjunction with the boards of other VCTs managed by Albion Capital Group LLP, launched a prospectus top up offer of new Ordinary shares on 6 January 2022. The Board announced on 31 January 2022 that, following strong demand for the Company�s shares, it had elected to exercise its �5 million over-allotment facility, taking the total offer to �12 million.

The first allotment of the shares under the Offer was on 25 February 2022. Details of the allotment can be found in note 10. The proceeds of the Offer will be used to provide further resources at a time when a number of attractive investment opportunities are being seen.

Outlook
We are encouraged by the resilience of the portfolio and many of the companies in which we have invested continue to show strong growth, despite the uncertainties as to the full extent of the ongoing economic and societal impact of coronavirus (Covid-19). It continues to be our priority to support our existing portfolio and to make new investments in businesses that can innovate and grow. The Board remains confident that the Company�s portfolio has the potential to generate long-term value for shareholders.

Penny Freer
Chairman
1 March 2022

Responsibility statement

The Directors, Penny Freer, James Agnew, Pam Garside and Ian Spence, are responsible for preparing the Half-yearly Financial Report. In preparing these condensed Financial Statements for the period to 31 December 2021 we, the Directors of the Company, confirm that to the best of our knowledge:

(a) the condensed set of Financial Statements, which has been prepared in accordance with Financial Reporting Standard 104 �Interim Financial Reporting�, gives a true and fair view of the assets, liabilities, financial position and profit and loss of the Company as required by DTR 4.2.4R;

(b) the Interim management report includes a fair review of the information required by DTR 4.2.7R (indication of important events during the first six months and description of principal risks and uncertainties for the remaining six months of the year); and

(c) the Interim management report includes a fair review of the information required by DTR 4.2.8R (disclosure of related parties� transactions and changes therein).

This Half-yearly Financial Report has not been audited or reviewed by the Auditor.

For and on behalf of the Board

Penny Freer
Chairman
1 March 2022

Portfolio of investments

As at 31 December 2021
(unaudited)
As at 30 June 2021
(audited)
Change in value for the period*
��000

Portfolio companyNature of business %
voting
rights
Cost
��000
Value
��000
Cost
��000
Value
��000
Quantexa LimitedNetwork analytics platform to detect financial crime1.71,79710,1191,79710,09029
Proveca LimitedReformulation of medicines for children6.19744,0719743,929142
Oviva AGA technology enabled service business in Medical Nutritional Therapy (MNT)1.91,7663,5337812,46385
Radnor House School (TopCo) LimitedIndependent school for children aged 2-18 years8.71,5923,3531,5922,767586
Chonais River Hydro LimitedOwner and operator of a 2 MW hydro-power scheme in the Scottish Highlands14.01,5492,9621,5493,090(128)
The Evewell Group LimitedOperator and developer of women�s health centres focusing on fertility5.11,2402,4038941,734323
Credit Kudos LimitedChallenger credit bureau helping lenders optimise and automate their affordability and risk assessments2.14541,8764544541,422
Phrasee LimitedAI platform that generates optimised marketing campaigns2.76171,8306171,606224
Gharagain River Hydro LimitedOwner and operator of a 1 MW hydro-power scheme in the Scottish Highlands15.01,1161,6171,1161,658(41)
Elliptic Enterprises LimitedProvider of anti-money laundering services to digital asset institutions0.81,1141,529724737402
Threadneedle Software Holdings Limited (T/A Solidatus)Provider of data lineage software2.01,2391,2391,2391,239-
Egress Software Technologies LimitedEncrypted email and file transfer service provider0.93061,2103061,064146
Cantab Research Limited (T/A Speechmatics)Provider of low footprint automated speech recognition software1.97791,1647791,164-
Beddlestead LimitedDeveloper and operator of a dedicated wedding venue8.21,0601,1051,060844261
Healios LimitedProvider of an online platform delivering family centric psychological care2.66881,0816881,081-
Black Swan Data LimitedData analysis that supports corporate decision making0.39621,0229621,151(129)
uMotif LimitedA patient engagement and data capture platform for use in research3.41,0229651,0221,062(97)
Arecor Therapeutics PLCDevelopment of biopharmaceuticals through the application of a formulation technology platform0.8290893290544349
The Voucher Market Limited (T/A WeGift)A cloud platform that enables corporates to purchase digital gift cards2.1828828828828-
The Street by Street Solar Programme LimitedOwner and operator of photovoltaic systems on domestic properties4.446182046180911
NuvoAir Holdings Inc.Digital therapeutics and decentralised clinical trials for respiratory conditions1.8555788555555233
Panaseer LimitedProvider of cyber security services1.4510753510753-
Convertr Media LimitedDigital lead generation software4.36807086807053
MyMeds&Me LimitedProvider of a platform for collecting data from pharmaceutical adverse events4.644066644056997
Gravitee Topco Limited (T/A Gravitee.io)API management platform2.8608608608608-
Aridhia Informatics LimitedHealthcare informatics and analysis provider2.3442577442402175
Regenerco Renewable Energy LimitedGenerator of renewable energy from roof top solar installations3.43445573445489
Koru Kids LimitedOnline marketplace connecting parents and nannies1.6338526338373153
Alto Prodotto Wind LimitedOwner and operator of community scale wind energy projects4.1296464307498(18)
Oxsensis LimitedDeveloper and producer of high temperature sensors1.642143938638222
TransFICC LimitedA provider of a connectivity solution, connecting financial institutions with trading venues via a single API1.5220428220220208
InCrowd Sports LimitedDeveloper of mobile apps for professional sports clubs2.5318428318432(4)
Locum�s Nest LimitedProvider of a technology solution for the management of locum doctors for the NHS4.6400424400424-
Seldon Technologies LimitedSoftware that enables enterprises to deploy Machine Learning models in production2.2424424424424-
Limitless Technology LimitedProvider of a customer service platform powered by the crowd and machine learning technology1.5412412412453(41)
Cisiv LimitedSoftware and services for non-interventional clinical trials3.0278411278267144
MHS 1 LimitedEducation6.9481403481403-
Brytlyt LimitedGPU database2.3396396396396-
Imandra Inc.

Provider of automated software testing and an enhanced learning experience for artificial neural networks1.11553811063248
DySIS Medical LimitedMedical devices for the detection of cervical cancer1.41,0382701,038289(19)
Accelex Technology LimitedData extraction and analytics technology for private capital markets2.4222222222222-
Concirrus LimitedA software provider bringing real-time behavioural data analytics to the marine and transport insurance industries1.5755189755755(566)
AVESI LimitedOwner and operator of photovoltaic systems on domestic properties3.8123162123163(1)
uMedeor Limited (T/A uMed)Middleware technology platform that enables life science organisations to conduct medical research programmes1.4152152152152-
Zift Channel Solutions Inc.Business collaboration and communication solutions0.63211273219037
Greenenerco LimitedOwner and operator of a 500kW wind project1.951825287(2)
memsstar LimitedRefurbisher and manufacturer of MEMS and semiconductor fabrication equipment3.064576463(6)
Symetrica LimitedA designer and manufacturer of radiation detection equipment0.250405040-
Avora LimitedDeveloper of software to improve decision making through augmented analytics and machine learning2.851012510193(181)
Palm Tree Technology LimitedSoftware company0.210261026-
Forward Clinical Limited (T/A Pando)A secure mobile communication and collaboration platform in healthcare1.518451845-
Sandcroft Avenue Limited (T/A Hussle)A provider of flexible access to gyms0.9172217210(8)
Abcodia LimitedValidation and discovery of serum biomarkers1.731513152(1)
Avanti Communications LimitedSupplier of satellite communications0.113611361-
Kew Green VCT (Stansted) LimitedOperator of a Holiday Inn Express hotel at Stansted Airport2.0221221-
Mirada Medical LimitedDeveloper of medical imaging software5.7511-511--
Other holdings4223824223802
Total fixed asset investments32,72055,12430,92949,5093,829

* As adjusted for additions and disposals between the two accounting periods.

The total comparative cost and valuations for 30 June 2021 do not agree to the Annual Report and Financial Statements for the year ended 30 June 2021 as the above list does not include brought forward investments that were fully disposed of in the period.


Realisations in the period to 31 December 2021
Cost
��000
Opening
carrying
value*
��000
Disposal
proceeds
��000
Total
realised
gain/(loss)
��000
Gain/(loss) on
opening
value
��000
Disposals:
MPP Global Solutions Limited550550730180180
Innovation Broking Group Limited2719427825184
Loan stock repayments and other:
Alto Prodotto Wind Limited1116165-
Greenenerco Limited2331-
Xperiome Limited**360238-(360)(238)
Escrow adjustments and other***--110110110
Total fixed asset investment realisations 950 1,001 1,137 187 136

* as adjusted for additions during the year.
** in administration.
*** These comprise fair value movements on deferred consideration on previously disposed investments, release of the G.Network Communications discount which is treated as a financing transaction, and expenses which are incidental to the purchase or disposal of an investment.

Total change in value of investments3,829
Movement in loan stock accrued interest(229)
Unrealised gains sub-total3,600
Realised gains in current period136
Total gains on investments as per condensed income statement 3,736

Condensed income statement

UnauditedUnauditedAudited
six months ended
31 December 2021
six months ended
31 December 2020
year ended
30 June 2021
RevenueCapitalTotalRevenueCapitalTotalRevenueCapitalTotal
Note��000��000��000��000��000��000��000��000��000
Gains on investments3-3,736 3,736-2,0782,078-13,01613,016
Investment income4453-453311-311820-820
Investment Manager�s fees5(67) (947) (1,014)(140)(420)(560)(497)(1,490)(1,987)
Other expenses(196)-(196)(204)-(204)(386)-(386)
Profit/(loss) on ordinary activities before tax1902,7892,979(33)1,6581,625(63)11,52611,463
Tax on ordinary activities---------
Profit/(loss) and total comprehensive income attributable to shareholders1902,7892,979(33)1,6581,625(63)11,52611,463
Basic and diluted earnings/(loss) per Ordinary share�(pence)*70.091.251.34(0.02)0.840.82(0.03)5.585.55

* Adjusting for treasury shares.

Comparative figures have been extracted from the unaudited Half-yearly Financial Report for the six months ended 31 December 2020 and the audited statutory accounts for the year ended 30 June 2021.

The accompanying notes form an integral part of this Half-yearly Financial Report.

The total column of this condensed income statement represents the profit and loss account of the Company. The supplementary revenue and capital columns are prepared under guidance published by The Association of Investment Companies.

Condensed balance sheet

UnauditedUnauditedAudited
31 December 202131 December 202030 June 2021
Note��000��000��000
Fixed asset investments55,12445,91750,454
Current assets
Trade and other receivables 1,9381,1071,213
Cash and cash equivalents19,14714,97727,426
21,08516,08428,639
Total assets76,20962,00179,093
Payables: amounts falling due within one year
Trade and other payables less than one year (771)(371)(1,443)
Total assets less current liabilities75,43861,63077,650
Equity attributable to equity holders
Called up share capital8 2,5472,2292,521
Share premium 23,81414,21923,011
Unrealised capital reserve 22,19212,96018,643
Realised capital reserve 9,1455,7209,905
Other distributable reserve 17,74026,50223,570
Total equity shareholders� funds75,43861,63077,650
Basic and diluted net asset value per share (pence)*33.7631.1334.79

* Excluding treasury shares.

Comparative figures have been extracted from the unaudited Half-yearly Financial Report for the six months ended 31 December 2020 and the audited statutory accounts for the year ended 30 June 2021.

The accompanying notes form an integral part of this Half-yearly Financial Report.

These Financial Statements were approved by the Board of Directors, and authorised for issue on 1 March 2022 and were signed on its behalf by:

Penny Freer
Chairman

Company number 03495287

Condensed statement of changes in equity

Called up
share capital
��000
Share
premium
��000
Unrealised
capital
reserve
��000
Realised
capital
reserve*
��000
Other distributable reserve*
��000
Total
��000
As at 1 July 20212,52123,01118,6439,90523,57077,650
Profit/(loss) and total comprehensive income--3,600(811)1902,979
Transfer of previously unrealised gains on disposal of investments-- (51)51--
Dividends paid---- (5,263) (5,263)
Purchase of shares for treasury (including costs)---- (757) (757)
Issue of equity 25821--- 846
Cost of issue of equity- (17)--- (17)
As at 31 December 20212,547 23,814 22,192 9,145 17,74075,438
As at 1 July 20202,20013,36612,0324,99032,68565,273
Profit/(loss) and total comprehensive income--1,815(157)(33)1,625
Transfer of previously unrealised gains on disposal of investments--(887)887--
Dividends paid----(5,582)(5,582)
Purchase of shares for treasury (including costs)----(568)(568)
Issue of equity29871---900
Cost of issue of equity-(18)---(18)
As at 31 December 20202,22914,21912,9605,72026,50261,630
As at 1 July 20202,20013,36612,0324,99032,68565,273
Profit/(loss) and total comprehensive income--11,564(38)(63)11,463
Transfer of previously unrealised gains on disposal of investments--(4,953)4,953--
Dividends paid----(7,314)(7,314)
Purchase of shares for treasury (including costs)----(1,738)(1,738)
Issue of equity3219,874---10,195
Cost of issue of equity-(229)---(229)
As at 30 June 20212,52123,01118,6439,90523,57077,650

* Included within these reserves is an amount of �26,885,000 (31 December 2020: �27,036,000; 30 June 2021: �28,289,000) which is considered distributable.

Condensed statement of cash flows

Unaudited
six months ended
31 December
2021
��000
Unaudited
six months ended
31 December 2020
��000
Audited
year ended
30 June
2021
��000
Cash flow from operating activities
Loan stock income received 2232971,033
Deposit interest received112
Dividend income received-413
Investment Manager�s fees paid (1,504)(572)(1,110)
Other cash payments (217)(225)(398)
Corporation tax paid---
Net cash flow from operating activities (1,497)(495)(460)
Cash flow from investing activities
Purchase of fixed asset investments (2,514)(3,867)(8,326)
Disposal of fixed asset investments 1,07262911,156
Net cash flow from investing activities (1,442)(3,238)2,830
Cash flow from financing activities
Issue of share capital--8,789
Cost of issue of equity (2)(17)(20)
Equity dividends paid (4,417)(4,671)(6,106)
Purchase of own shares for treasury (including costs) (921)(568)(1,573)
Net cash flow from financing activities (5,340)(5,256)1,090
(Decrease)/increase in cash and cash equivalents (8,279)(8,989)3,460
Cash and cash equivalents at the start of the period27,42623,96623,966
Cash and cash equivalents at the end of the period19,14714,97727,426

Notes to the unaudited condensed Financial Statements
��������
1.���Basis of preparation

The condensed Financial Statements have been prepared in accordance with applicable United Kingdom law and accounting standards, including Financial Reporting Standard 102 (�FRS 102�), Financial Reporting Standard 104 � Interim Financial Reporting (�FRS 104�), and with the Statement of Recommended Practice �Financial Statements of Investment Trust Companies and Venture Capital Trusts� (�SORP�) issued by The Association of Investment Companies (�AIC�). The Financial Statements have been prepared on a going concern basis.

The preparation of the Financial Statements requires management to make judgements and estimates that affect the application of policies and reported amounts of assets, liabilities, income and expenses. The most critical estimates and judgements relate to the determination of carrying value of investments at Fair Value Through Profit and Loss (�FVTPL�) in accordance with FRS 102 sections 11 and 12. The Company values investments by following the International Private Equity and Venture Capital Valuation (�IPEV�) Guidelines as updated in 2018 and further detail on the valuation techniques used are outlined in note 2 below.

The Half-yearly Financial Report has not been audited, nor has it been reviewed by the auditor pursuant to the FRC�s guidance on Review of interim financial information.

Company information is shown on page 2 of the full Half-yearly Financial Report.

2.���Accounting policies

Fixed asset investments
The Company�s business is investing in financial assets with a view to profiting from their total return in the form of income and capital growth. This portfolio of financial assets is managed and its performance evaluated on a fair value basis, in accordance with a documented investment policy, and information about the portfolio is provided internally on that basis to the Board.

In accordance with the requirements of FRS 102, those undertakings in which the Company holds more than 20 per cent. of the equity as part of an investment portfolio are not accounted for using the equity method. In these circumstances the investment is measured at FVTPL.

Upon initial recognition (using trade date accounting) investments, including loan stock, are classified by the Company as FVTPL and are included at their initial fair value, which is cost (excluding expenses incidental to the acquisition which are written off to the Income statement).

Subsequently, the investments are valued at �fair value�, which is measured as follows:

  • Investments listed on recognised exchanges are valued at their bid prices at the end of the accounting period or otherwise at fair value based on published price quotations;
  • Unquoted investments, where there is not an active market, are valued using an appropriate valuation technique in accordance with the IPEV Guidelines. Indicators of fair value are derived using established methodologies including earnings multiples, revenue multiples, the level of third party offers received, cost or price of recent investment rounds, net assets and industry valuation benchmarks. Where price of recent investment is used as a starting point for estimating fair value at subsequent measurement dates, this has been benchmarked using an appropriate valuation technique permitted by the IPEV guidelines;
  • In situations where cost or price of recent investment is used, consideration is given to the circumstances of the portfolio company since that date in determining fair value. This includes consideration of whether there is any evidence of deterioration or strong definable evidence of an increase in value. In the absence of these indicators, the investment in question is valued at the amount reported at the previous reporting date. Examples of events or changes that could indicate a diminution include:
    • the performance and/or prospects of the underlying business are significantly below the expectations on which the investment was based;
    • a significant adverse change either in the portfolio company�s business or in the technological, market, economic, legal or regulatory environment in which the business operates; or
    • market conditions have deteriorated, which may be indicated by a fall in the share prices of quoted businesses operating in the same or related sectors.

Investments are recognised as financial assets on legal completion of the investment contract and are de-recognised on legal completion of the sale of an investment.

Dividend income is not recognised as part of the fair value movement of an investment, but is recognised separately as investment income through the other distributable reserve when a share becomes ex-dividend.

Current assets and payables
Receivables (including debtors due after more than one year), payables and cash are carried at amortised cost, in accordance with FRS 102. Debtors due after more than one year meet the definition of a financing transaction held at amortised cost, and interest will be recognised through capital over the credit period using the effective interest method. There are no financial liabilities other than payables.

Investment income
Equity income
Dividend income is included in revenue when the investment is quoted ex-dividend.

Unquoted loan stock income
Fixed returns on non-equity shares and debt securities are recognised when the Company�s right to receive payment and expect settlement is established. Where interest is rolled up and/or payable at redemption then it is recognised as income unless there is reasonable doubt as to its receipt.

Bank interest income
Interest income is recognised on an accruals basis using the rate of interest agreed with the bank.

Investment management fee, performance incentive fee and other expenses
All expenses have been accounted for on an accruals basis. Expenses are charged through the other distributable reserve except the following which are charged through the realised capital reserve:

  • 90% of management fees and 100% of performance incentive fees, if any, are allocated to the realised capital reserve. This changed from 75% for both management fees and performance incentive fees in the year ended 30 June 2021, to better align with the Board�s expectation that over the long term the majority of the Company�s investment returns will be in the form of capital gains.
  • expenses which are incidental to the purchase or disposal of an investment are charged through the realised capital reserve.

Taxation
Taxation is applied on a current basis in accordance with FRS 102. Current tax is tax payable (refundable) in respect of the taxable profit (tax loss) for the current period or past reporting periods using the tax rates and laws that have been enacted or substantively enacted at the financial reporting date. Taxation associated with capital expenses is applied in accordance with the SORP.

Deferred tax is provided in full on all timing differences at the reporting date. Timing differences are differences between taxable profits and total comprehensive income as stated in the Financial Statements that arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in the Financial Statements. As a VCT the Company has an exemption from tax on capital gains. The Company intends to continue meeting the conditions required to obtain approval as a VCT in the foreseeable future. The Company therefore, should have no material deferred tax timing differences arising in respect of the revaluation or disposal of investments and the Company has not provided for any deferred tax.

Share capital and reserves
Called up share capital
This accounts for the nominal value of the Company�s shares.

Share premium
This reserve accounts for the difference between the price paid for the Company�s shares and the nominal value of those shares, less issue costs.

Capital redemption reserve
This reserve accounts for amounts by which the issued share capital is diminished through the repurchase and cancellation of the Company�s own shares.

Unrealised capital reserve
Increases and decreases in the valuation of investments held at the period end against cost, are included in this reserve.

Realised capital reserve
The following are disclosed in this reserve:

  • gains and losses compared to cost on the realisation of investments, or permanent diminution in value;
  • expenses, together with the related taxation effect, charged in accordance with the above policies; and
  • dividends paid to equity holders where paid out by capital.

Other distributable reserve
The special reserve, treasury share reserve and the revenue reserve were combined in 2012 to form a single reserve named other distributable reserve.

This reserve accounts for movements from the revenue column of the Income statement, the payment of dividends, the buy-back of shares and other non-capital realised movements.

Dividends
Dividends by the Company are accounted for in the period in which the liability to make the payment has been established or approved at the Annual General Meeting.

Segmental reporting
The Directors are of the opinion that the Company is engaged in a single operating segment of business, being investment in smaller companies principally based in the UK.

3. Gains on investments

Unaudited
six months ended
31 December 2021
��000
Unaudited
six months ended
31 December 2020
��000
Audited
year ended
30 June 2021
��000
Unrealised gains on fixed asset investments3,6001,81511,564
Realised gains on fixed asset investments1362631,452
3,7362,07813,016

4. Investment income

Unaudited
six months ended
31 December 2021
��000
Unaudited
six months ended
31 December 2020
��000
Audited
year ended
30 June 2021
��000
Loan stock interest452306806
UK dividend income-413
Bank deposit interest111
453311820

5.Investment management fees

Unaudited
six months ended
31 December 2021
Unaudited
six months ended
31 December 2020
Audited
year ended
30 June 2021
Revenue
��000
Capital
��000
Total
��000
Revenue
��000
Capital
��000
Total
��000
Revenue
��000
Capital
��000
Total
��000
Investment management fee676086751404205602918731,164
Performance incentive fee- 339339---206617823
679471,0141404205604971,4901,987

Further details of the management agreement under which the investment management fee is paid are given on pages 15 and 16 of the Strategic report in the Annual Report and Financial Statements for the year ended 30 June 2021.

During the period, services of a total value of �700,000 (31 December 2020: �585,000; 30 June 2021: �1,214,000) were purchased by the Company from Albion Capital Group LLP; comprising �675,000 management fee and �25,000 administration fee. For the period to 31 December 2021, a performance incentive fee of �339,000 has been accrued, however any performance incentive fee is calculated on year end results and payable in line with the Management agreement (31 December 2020: �nil; 30 June 2021: �823,000). At the financial period end, the amount due to Albion Capital Group LLP disclosed as payable or accrued was �684,500 (administration fee: �12,500, management fee: �333,000; performance incentive fee: �339,000) (31 December 2020: �284,500; 30 June 2021: �1,173,500).

Albion Capital Group LLP is, from time to time, eligible to receive arrangement fees and monitoring fees from portfolio companies. During the period to 31 December 2021, fees of �47,000 attributable to the investments of the Company were received pursuant to these arrangements (31 December 2020: �89,000; 30 June 2021: �223,000).

Albion Capital Group LLP, its partners and staff hold 1,407,352 Ordinary shares in the Company as at 31 December 2021.

6. Dividends

Unaudited
six months ended
31 December 2021
��000
Unaudited
six months ended
31 December 2020
��000
Audited
year ended
30 June 2021
��000
Special dividend of 2.00 pence per share paid on 30 October 2020-3,9403,940
First interim dividend of 0.83 pence per share paid on 30 November 2020-1,6421,642
Second interim dividend of 0.78 pence per share paid on 31 March 2021--1,744
First interim dividend of 0.87 pence per share and special dividend of 1.50 pence per share paid on 30 November 20215,263--
Unclaimed dividends--(12)
5,2635,5827,314

In addition, the Board has declared a second interim dividend of 0.84 pence per share for the year ending 30 June 2022. This will be paid on 31 March 2022 to shareholders on the register on 11 March 2022. This is expected to amount to approximately �2,134,000.

7.�Basic and diluted return/(loss) per share

� � ��

Unaudited
six months ended
31 December 2021
Unaudited
six months ended
31 December 2020
Audited
year ended
30 June 2021
RevenueCapitalTotalRevenueCapitalTotalRevenueCapitalTotal
Return/(loss) attributable to equity shares (��000)1902,7892,979(33)1,6581,625(63)11,52611,463
Weighted average shares in issue (adjusting for treasury shares)223,013,411197,216,343206,558,772
Return/(loss) attributable per Ordinary share (pence) (basic and diluted)0.091.251.34(0.02)0.840.82(0.03)5.585.55

The return/(loss) per share has been calculated after adjusting for treasury shares of 31,228,496 (31 December 2020: 24,990,875; 30 June 2021: 28,895,986).

There are no convertible instruments, derivatives or contingent share agreements in issue, and therefore no dilution affecting the return/(loss) per share. The basic return/(loss) per share is therefore the same as the diluted return/(loss) per share.

8. Called up share capital

Allotted, called up and fully paid Ordinary shares of 1 penny each Unaudited
31 December 2021
Unaudited
31 December 2020
Audited
30 June 2021
Number of shares254,666,956222,945,670252,120,092
Nominal value of allotted shares (��000) 2,5472,2292,521
Voting rights (number of shares net of treasury shares)223,438,460197,954,795223,224,106

During the period to 31 December 2021 the Company purchased 2,332,510 Ordinary shares (nominal value �23,000) for treasury at a cost of �757,000. The total number of Ordinary shares held in treasury as at 31 December 2021 was 31,228,496 (31 December 2020: 24,990,875; 30 June 2021: 28,895,986) representing 12.3 per cent. of the Ordinary shares in issue as at 31 December 2021.

Under the terms of the Dividend Reinvestment Scheme Circular dated 26 February 2009, the following new Ordinary shares of nominal value 1 penny per share were allotted during the period:

Allotment dateNumber of shares allotted Aggregate nominal value of shares
(��000)
Issue price
(pence per share)
Net invested
(��000)
Opening market price on allotment date
(pence per share)
30 November 20212,546,8642533.2582931.80

9.Contingencies and guarantees

As at 31 December 2021 the Company had no financial commitments in respect of investments (31 December 2020: �nil; 30 June 2021: �nil).

There are no external contingencies or guarantees of the Company as at 31 December 2021 (31 December 2020: �nil; 30 June 2021: �nil).

10.Post balance sheet events

Since 31 December 2021 the Company has had the following post balance sheet events:

  • Investment of �846,000 in an existing portfolio company, TransFICC Limited;
  • Investment of �672,000 in a new portfolio company, Perchpeek Limited;
  • Investment of �615,000 in an existing portfolio company, Seldon Technologies Limited;
  • Investment of �445,000 in an existing portfolio company, Cantab Research Limited (T/A Speechmatics);
  • Investment of �152,000 in an existing portfolio company, NuvoAir Holdings Inc.; and
  • Investment of �83,000 in an existing portfolio company, Koru Kids Limited.

Since 31 December 2021, the Company issued the following new Ordinary shares of nominal value 1 penny each under the Albion VCTs� Prospectus Top Up Offers 2021/22:

Date of allotmentNumber of shares allotted Aggregate nominal
value
of shares
(��000)
Issue price
(pence per share)
Net consideration received
(��000)
Opening market price on allotment date
(pence per share)
25 February 20222,622,4912634.3088632.20
25 February 20221,032,7411034.5034932.20
25 February 202227,010,34827034.709,13932.20
30,665,58010,374

11. Related party transactions

Other than transactions with the Manager as disclosed in note 5, there are no other related party transactions requiring disclosure.

12.Going concern

The Board has conducted a detailed assessment of the Company�s ability to meet its liabilities as they fall due. Cash flow forecasts are updated and discussed quarterly at Board level and have been stress tested to allow for the forecasted impact of coronavirus (Covid-19). The Board have revisited and updated their assessment of liquidity risk and concluded that it remains unchanged since the last Annual Report and Financial Statements. Further details can be found on page 74 of those accounts.

The portfolio of investments is diversified in terms of sector, and the major cash outflows of the Company (namely investments, dividends and share buy-backs) are within the Company�s control. Accordingly, after making diligent enquiries, the Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. For this reason, the Directors have adopted the going concern basis in preparing this Half-yearly Financial Report and this is in accordance with the Guidance on Risk Management, Internal Control and Related Financial and Business Reporting issued by the Financial Reporting Council.

13. Risks and uncertainties

In addition to the risks and uncertainties outlined in the Interim management report, the Board confirms that the following major risks and uncertainties facing the Company have not materially changed from those identified in the Annual Report and Financial Statements for the year ended 30 June 2021. The Board considers that the processes for mitigating these risks remain appropriate. The principal risks faced by the Company are:

  1. Investment, performance and valuation risk;
  2. VCT approval risk;
  3. Regulatory and compliance risk;
  4. Operational and internal control risk;��������
  5. Economic, political and social risk;��������
  6. Emerging risks;
  7. Market value of Ordinary shares; and
  8. Reputational risk.

A detailed explanation of the above principal risks facing the Company and how they are being mitigated can be found in the Annual Report and Financial Statements for the year ended 30 June 2021 on pages 19 to 21, copies of which are available on the Company�s webpage on the Manager�s website at www.albion.capital/funds/CRWN under the �Financial Reports and Circulars� section.

14. Other information

The information set out in the Half-yearly Financial Report does not constitute the Company�s statutory accounts within the terms of section 434 of the Companies Act 2006 for the periods ended 31 December 2021 and 31 December 2020 and is unaudited. The financial information for the year ended 30 June 2021 does not constitute statutory accounts within the terms of section 434 of the Companies Act 2006 and is derived from the statutory accounts for the financial year, which have been delivered to the Registrar of Companies. The Auditor�s report on those accounts was unqualified and did not contain statements under s498 (2) or (3) of the Companies Act 2006.

15.Publication

This Half-yearly Financial Report is being sent to shareholders and copies will be made available to the public at the registered office of the Company, Companies House, the National Storage Mechanism and also electronically at www.albion.capital/funds/CRWN.

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